• Special district formation proceedings involving the creation of a special use or benefit to the person in the district
• Tentative subdivision and parcel maps
• Zoning variances
• Vacation of a public easement across private property • Pre-applications, such as for General Plan Amendment, considered by the legislative body prior to filing of formal application
• Contracts entered under the City Manager’s Authority
• Closed session items that may result in a contract/settlement agreement approved by Council (real estate or litigation)
It does not apply to:
• Purely ministerial decisions
• General policy decisions or rules where the interests affected are many and diverse
• Ordinances and resolutions (except items like development agreements adopted by ordinance)
• Ballot measures
• Departmental policies
• Council rules
• Contracts awarded to the lowest responsive/responsible bidder (not applicable in Santa Monica)
• Labor contracts and project labor agreements
• Personal employment contracts
• Allocation of resources in the City budget
2. Who is required to disclose?
A “party” to a proceeding is any person who files an application for, or is the subject of, a proceeding. In general, a person or company who applies for a permit, license, or right to use property in a particular way, which requires the City’s discretionary approval, will qualify as a party.
Parties are also required to disclose contributions by their agents. An “agent” is someone who (1) represents a party to a proceeding for compensation; and (2) appears before or otherwise communicates with the City for the purpose of influencing the pending proceeding. This can include law firms, architects, engineers, consultants, and similar entities. Both the individual and their employer or firm are considered “agents.” A party should also disclose contributions of other entities majority owned by the party, as well as contributions of any other entity whose contributions it directs or controls.
3. What must be disclosed?
A party must disclose campaign contributions over $250 made in the prior twelve months.
A “contribution” is anything of value for which the party has not received full consideration, including money, nonmonetary items, payments made for advertising or
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Packet Pg. 914 Attachment: Levine Act Disclosure Form 2.6.24_UKG Kronos (6791 : Approval of First Modification of Contract with UKG (Kronos))
other expenses coordinated with a candidate or committee, loans, tickets to political fundraisers, etc.
4. Who is considered an officer of the City?
An “officer” is anyone who may make, participate in making, or attempt to influence a decision in the proceeding or who exercises authority over officers who may do so. This includes elected officials, members of appointed boards and commissions, the City Manager, and any individual who is a candidate for elected office or who has been a candidate in the twelve months prior to the decision. This definition is included on the Disclosure Form.
5. When should the disclosure occur?
The Disclosure Form must be completed (1) by a party to a contract with the City (or that party’s agent) at the time the party submits a response to a Request for Proposal or other competitive solicitation, enters into contract negotiations with the City, or executes a contract with the City, whichever is earliest; or (2) by a party to a license, permit, or other entitlement proceeding before the City at the time the party (or their agent) submits the license, permit, or entitlement application to the City. The party (or their agent) must submit a supplemental form if they make any new reportable contributions while the same contract, license, permit, or other entitlement is being considered. The party (or their agent) must also use the form if they need to correct any previously submitted form.
Parties are solely responsible for completing the form accurately, and could face penalties for failure to do so. The California Fair Political Practices Commission (FPPC) is the body who enforces violations of the Levine Act. If a party is uncertain about whether they are required to report or combine a contribution, they should consult with their attorney.
Nothing herein constitutes legal advice and individuals are urged to consult with their own attorney regarding the requirements of the law. To the extent there is any inconsistency, the language of the Levine Act and FPPC Regulations govern over this notice. Resources for officers, parties, participants, and agents, are available on the FPPC’s website at https://www.fppc.ca.gov/learn/pay-to-play-limits-and-prohibitions.html
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Packet Pg. 915 Attachment: Levine Act Disclosure Form 2.6.24_UKG Kronos (6791 : Approval of First Modification of Contract with UKG (Kronos))
CITY OF SANTA MONICA
OAKS INITIATIVE NOTICE
NOTICE TO APPLICANTS, BIDDERS, PROPOSERS
AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,
OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.
This information is required by City Charter Article XXII—Taxpayer Protection.
It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after theofficial votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of SantaMonica.
All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees.
Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12- month period.
In order to facilitate compliance with the requirements of the Oaks Initiative, theCity compiles and maintains certain information. That information includes the name of any personorpersons whois seeking a “publicbenefit.” If the“public benefit” is sought by an entity, ratherthan an individual person, the information includes the nameof everyperson who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.
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Packet Pg. 916 Attachment: OAKS INITIATIVE FORM_UKG Kronos (6791 : Approval of First Modification of Contract with UKG (Kronos))
CITY OF SANTA MONICA
OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.
Public benefits include:
1. Personal services contracts in excess of $25,000 over any 12-monthperiod;
2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;
3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;
4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;
5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;
6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or
7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.
Name(s) of persons or entities receiving public benefit:
Name(s) of trustees, directors, partners, and officers:
Name(s) of persons with more than a 10% equity, participation, or revenue interest:
Prepared by: Title:
Signature: Date:
Email: Phone:
Permit #
FOR CITY USE ONLY:
Bid/PO/Contract #
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Packet Pg. 917 Attachment: OAKS INITIATIVE FORM_UKG Kronos (6791 : Approval of First Modification of Contract with UKG (Kronos)) City Council
Report
City Council Meeting: December 17, 2024
Agenda Item: 5.W
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To: Mayor and City Council
From: Dana Brown, Human Resources Director, Human Resources Department Subject: Approval of Modification to Agreement Between the City of Santa Monica and NEOGOV To Add NEOGOV'S Onboard Platform Service
Recommended Action
Staff recommends that the City Council
1. Adopt a finding that the proposed modification to the existing agreement between the City and Governmentjobs.com (dba NEOGOV) is not subject to CEQA because the proposed modification is not a “project” pursuant to Section 21065 of the CEQA Guidelines.
2. Adopt a finding that the proposed modification is not subject to CEQA because it is not a “project” pursuant to Section 15378(b) of the CEQA Guidelines.
3. Authorize the City Manager to negotiate and execute a fourth modification of agreement #10257 with NEOGOV, to provide Human Resources access to NEOGOV’s onboarding platform service, increase the contact price to pay for the additional service, and add provisions to the existing agreement pertaining to the protection of personal identifying information that is stored and maintained by NEGOV. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section 2.24.250(b).
This will result in an amended agreement with a new total amount not-to-exceed $459,655, with future year funding contingent on Council budget approval.
Summary
NEOGOV has provided applicant tracking services to the City’s Human Resources Department since 2004. Since Governmentjobs.com (doing business as NEOGOV) is the hosting company, there are no other vendors that have the rights to provide training, support, and access to NEOGOV’s software. Pursuant to Santa Monica Municipal Code Section 2.24.250 (b), the proposed recommendation qualifies for an exception to the competitive selection process as competition does not reasonably exist given that only NEOGOV possesses the unique ability to meet the needs of the Human Resources
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Department. NEOGOV provides cloud-based software solutions designed to help public sector organizations manage various HR functions. Their platform includes modules for recruitment, onboarding, performance management, learning management, and employee records management. NEOGOV is tailored to meet specific needs of governmental entities, ensuring they adhere to relevant regulations and best practices in public sector HR management. The Human Resources Department currently utilizes NEOGOV’s applicant tracking module for daily hiring operations. Staff seeks authorization to modify the City’s existing agreement with NEOGOV to add NEOGOV’s onboarding module service, increase the contract price to pay for the additional service, and include provisions pertaining to the protection of personal identifying information that is stored and maintained by NEOGOV. By strategically leveraging the NEOGOV Onboard platform, the Human Resources Department will be able to create a more efficient, engaging, and effective onboarding experience for new hires.
Discussion
In 2004 NEOGOV was selected through a competitive bid process to provide applicant tracking services for the City. Upon expiration of the original term, the Human Resources Department received the approval to continue utilizing the vendor as an exception to the competitive bidding process under the authority of the City Manager.
On February 23, 2016, City Council authorized an agreement with NEOGOV, under an exception to competitive bidding process, in an amount not to exceed $36,000 for two years, with three additional one-year renewal options, for a total not to exceed of $93,305 for a five-year period.
On December 18, 2018, City Council approved a second modification to this agreement to add NEOGOV’s employee onboarding and performance management modules, resulting in an amended five-year agreement with a new total amount not to exceed $165,069.
On March 8, 2022, City Council approved a third modification to the agreement with NEOGOV to extend the term of the agreement for an additional five years and increase
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the total compensation by $192,224, for a total amount not to exceed $357,293. As the City did not move forward with an addition of their on-boarding module, the scope of services of the modified agreement did not include NEOGOV Onboard platform. For this reason, the Human Resources Department recommends another modification to the agreement to include NEOGOV’s onboarding platform service. Governmentjobs.com is the only vendor with rights to host and support all NEOGOV modules, including Onboard and the applicant tracking system currently used by the Human Resources Department. NEOGOV Onboard is designed to work in tandem with NEOGOV Insight, allowing for a smooth data transition from the applicant tracking system to the onboarding platform. As such, once a candidate is hired, their information can be easily transferred, minimizing manual data entry and potential errors. By using both platforms, the City can centralize employee data management, facilitating easier access and reporting. Most importantly, the integration allows new hires to have a consistent experience, where the transition from applicant to employee is seamless. This can help improve employee satisfaction and engagement right from the start.
Past Council Actions
02/23/2016
(Attachment A)
Authorization to execute a contractual services agreement with Governmentjobs.com.
12/18/2018
(Attachment B)
Authorization for modification to the agreement to provide employee onboarding and performance management software and extend the term of the agreement, subsequently completed in two separate amendments. 03/08/2022
(Attachment C)
Authorization for modification of the agreement to extend the agreement, provide additional services and increase total compensation.
Environmental Review
Pursuant to CEQA Section 21065, the proposed modification does not meet the definition of a “project” subject to CEQA as it will not “cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment”. The proposed modification is administrative in nature as it would provide the City with employee onboarding and performance management software.
Additionally, per Section 15378(b) of the CEQA Guidelines, a “project” does not include organizational or administrative activities of governments, including purchasing of
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supplies, that will not result in direct or indirect physical changes in the environment.
Therefore, the agreement modification is not subject to CEQA.
Financial Impacts and Budget Actions
Staff seeks authority to approve existing funding from the General Fund to increase the amount of the City’s existing agreement with NEOGOV for the onboarding platform service. Future year funding is contingent on Council budget approval.
Agreement Modification Request
Agreement
#
Current
Authorized
Amount
FY 2024-25
Modified
Request
Amount
Future
Years
Amount
Account # Total
Revised
Contract
Amount
10257 $357,293 $27,150 $77,092 01130004.552010 $461,535 Prepared By: Sasha Sargent, Executive Administrative Assistant Approved Forwarded to Council
Attachments:
A. City Council - Public Minutes-1048 2016-02-23
B. City Council - Public Minutes-1184 2018-12-18
C. City Council - Public Minutes-1328 2022-03-08
D. Oaks- Signed 04-18-2024
E. Levine_Act_Disclosure_Form_2.6.24 - signed
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Packet Pg. 922 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 923 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 924 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 925 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 926 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 927 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 928 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 929 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 930 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 931 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform)
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Packet Pg. 932 Attachment: City Council - Public Minutes-1048 2016-02-23 (6794 : NEOGOV Onboard Platform) 1 December 18, 2018
CITY OF SANTA MONICA
CITY COUNCIL MINUTES
DECEMBER 18, 2018
A special meeting of the Santa Monica City Council was called to order by Mayor Davis at 4:35 p.m., on Tuesday, December 18, 2018, at City Council Chambers, 1685 Main Street.
Roll Call: Present: Mayor Gleam Davis
Mayor Pro Tem Terry O’Day
Councilmember Sue Himmelrich (arrived at 4:38 p.m.)
Councilmember Kevin McKeown
Councilmember Greg Morena
Councilmember Tony Vazquez
Councilmember Ted Winterer
Also Present: City Manager Rick Cole
City Attorney Lane Dilg
City Clerk Denise Anderson-Warren
CONVENE/PLEDGE
Councilmember Himmelrich
arrived at 4:38 p.m.
On order of the Mayor, the City Council convened at 4:35 p.m., with all members present except Councilmember Himmelrich. Councilmember Morena led the assemblage in the Pledge of Allegiance.
CLOSED SESSIONS There was no one present for public comment on closed sessions.
On order of the Mayor, the City Council recessed at 4:37 p.m., to consider closed sessions and returned at 7:34 p.m., with all members present, to report the following:
1.A. Public Employee Evaluation:
Title: City Manager
The Mayor advised this matter was heard with no reportable action taken.
1.B. Conference with Legal Counsel – Anticipated Litigation:
Anticipate significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2): Claim of G. Mark Brown
The City Attorney advised this was a property damage claim involving a ficus tree falling onto claimant’s property and recommended a settlement in the amount of $20,000.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 933 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 2 December 18, 2018
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to approve Settlement No. 10793 (CCS) in the amount of $20,000. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
1.C. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54956.9(d)(1): Viellieux v. City of Santa Monica, Los Angeles Superior Court, Case No. BC 683681
The City Attorney advised this involved an accident on the pier where a wooden plank broke beneath her causing her to fall and suffer injuries. The City disputes and denies liability in the case. The City Attorney’s Office recommended a settlement in the amount of $29,500.
Motion by Councilmember Vazquez, seconded by Councilmember Himmelrich, to approve Settlement No. 10794 (CCS) in the amount of $29,500. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
1.D. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54956.9(d)(1): Pico Neighborhood Association and Maria Loya v. City of Santa Monica, Los Angeles Superior Court, Case No. BC 616804 The City Attorney advised this matter was heard with no reportable action taken.
1.E. Conference with Legal Counsel – Anticipated Litigation:
Anticipate significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2): 2 Cases
The City Attorney advised this matter was heard with no reportable action taken.
1.F. Conference with Real Property Negotiator
Property: 3100 – 3200 18th Street, Santa Monica
City Negotiator: Rick Valte, City Engineer
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
5.W.b
Packet Pg. 934 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 3 December 18, 2018
Owner of Record: City of Santa Monica
Under Negotiation: Interest in Real Property
The City Attorney advised this matter was heard with no reportable action taken.
1.G. Conference with Real Property Negotiator
Property: Hangar 8, Santa Monica Airport, Santa Monica
City Negotiator: Stelios Makrides, Airport Director
Owner of Record: City of Santa Monica
Under Negotiation: Interest in Real Property
The City Attorney advised this is a real property negotiation with respect to Hanger 8 at the Santa Monica Airport. The City entered a five-year lease with Spaces, Inc., the lease included a $307,610 rental credit in exchange for an agreed upon improvements during the term of the lease. To date, $242,805 in rental credit has been provided, but no improvements have been made. Spaces, Inc. advised the city that they are no longer able to maintain the lease or complete the required improvements. The City Attorney’s Office proposes a settlement with terms that Spaces, Inc. will immediately surrender the premises to the city; Spaces will be relieved of remaining lease obligations; and Spaces will pay the city $135,453.
Motion by Councilmember Himmelrich, seconded by Mayor Pro Tem O’Day, to approve Settlement No. 10795 (CCS) in the amount of $135,453, with terms. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
1.H. Conference with Labor Negotiator: Government Code Section 54957.6. Agency Designated Representatives: Christina Winting Interim Director of Human Resources and Human Resources Manager Shawn Weiske, Bargaining Unit: Coalition of Santa Monica City Employees (CSMCE)
The City Attorney advised this matter was heard with no reportable action taken.
1.I. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54946.9(d)(1): Podrat, et al. v. City of Santa Monica, Los Angeles Superior Court, Case No. BC711380
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 935 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 4 December 18, 2018
The City Attorney advised this was a property damage claim involving a ficus tree and recommended a settlement on the amount of $66,750.
Motion by Councilmember Himmelrich, seconded by Mayor Pro Tem O’Day, to approve Settlement No. 10796 (CCS) in the amount of $66,750.
The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
SPECIAL AGENDA
ITEMS:
2.A. Recognition of Councilmember Tony Vazquez, was presented by Mayor Davis.
2.B. Recognition of retiring City employee: Laura Avery, was presented by Mayor Davis.
Member of the public Former Mayor Ruth Goldway spoke on this item.
REPORT ON COUNCIL
TRAVEL
Councilmember McKeown, reported that he traveled to Northern California for Community Choice Energy Summit where he heard about all of the opportunities that the city will have through the Clean Power Alliance.
CONSENT CALENDAR: All items were considered and approved in one motion unless removed by a Councilmember for discussion.
Members of the public Denise Barton and Elizabeth Van Denburg commented on various Consent Calendar items.
At the request of Councilmember Morena, Item 3.M. was pulled, and at the request of Mayor Pro Tem O’Day, Item 3.J. was removed from the Consent Calendar.
Motion by Councilmember Winterer, seconded by Councilmember Vazquez, to approve the Consent Calendar except for Items 3.J. and 3.M., reading resolutions by title only and waiving further reading thereof. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
5.W.b
Packet Pg. 936 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 5 December 18, 2018
BIG BLUE BUS 3.A. Award Construction Contract to EFS West for the Big Blue Bus Methane Detection System Upgrades Project, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award Bid #SP2371 to EFS West, a California-based company, for the construction of the Methane Detection System Replacement for the Big Blue Bus at the Transit-Maintenance Facility.
2. Authorize the City Manager to negotiate and execute Agreement No. 10784 (CCS) with EFS West in an amount not to exceed $632,815 (includes a 10% contingency) for two years with future year funding contingent on Council budget approval.
3. Authorize the Director of Public Works to issue any necessary change orders to complete additional work within contract authority.
ELECTRIC TRUCKS 3.B. Award Bid to Canadian Electric Vehicles Ltd. for the Purchase of up to 31 Might-E Electric Trucks, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award Bid #4299 to Canadian Electric Vehicles Ltd., a Canadianbased company, for the purchase and delivery of 25 Might-E Truck vehicles for the Public Works and Housing and Economic
Development departments; and
2. Authorize the Procurement Manager to issue a purchase order with Canadian Electric Vehicles Ltd. for the purchase and delivery of 25 Might-E Truck vehicles in the amount not to exceed $1,383,995, with future year funding contingent on Council budget approval; and
3. Authorize the Procurement Manager to issue any necessary change orders to the purchase order in an amount not to exceed $332,159 for the purchase of up to an additional six vehicles for an additional 12 months after receipt of the purchase order, at the same price, terms and conditions. This would result in a revised purchase order total amount not to exceed $1,716,154, with future year funding contingent on Council budget approval.
ASPHALT PAVING MIX 3.C. Award Bid to Sully-Miller Contracting for Asphalt Paving Mixes, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award Bid #4345 to Sully-Miller Contracting, a California-based company, for the purchase of asphalt paving mixes for the Public Works Department;
2. Authorize the Procurement Manager to issue a purchase order with Sully-Miller Contracting for asphalt paving mixes in an amount not DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 937 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 6 December 18, 2018
to exceed $179,795 for one year, with four additional one-year renewal options at 5% annual increases for a total amount not to exceed $993,481 with future year funding contingent on Council budget approval.
17TH STREET EXPO
BIKE CONNECTIVITY
IMPROVEMENT
PROJECT
3.D. Award Professional Services Agreement to Stantec Consulting Services, Inc. for the 17th Street Expo Bike Connectivity Improvement Project, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award RFP #SP2484 to Stantec Consulting Services, Inc., a California-based company, to provide design services, develop construction documents, and provide engineering support during the construction of the 17th Street Expo Bike Connectivity Improvement Project for the Public Works Department;
2. Authorize the City Manager to negotiate and execute professional services Agreement No. 10785 (CCS) with Stantec Consulting Services, Inc., in an amount not to exceed $905,800 (including a 10% contingency);
HOUSING SOFTWARE 3.E. Happy Software Contract with MRI Software, LLC, for License, Maintenance, and Support to Administer Housing Voucher Programs, was approved.
Recommended Actions
Staff recommends that the City Council authorize the City Manager to negotiate and execute Agreement No. 10786 (CCS) with MRI Software, LLC, a New York-based company, for software licensing, software maintenance, and technical support services for the Housing Authority. The recommended award is made as an exception to the competitive bidding process per Municipal Code 2.24.080 (a). The agreement amount is not to exceed $48,552 for the first year, with four additional one-year renewal options with a maximum annual increase of 3.5 percent, for a total amount not to exceed $267,883 (including a $15,000 contingency) over a five-year period, with future-year funding contingent on Council budget approval.
POLICE DEPARTMENT
TRUCKS
3.F. Award Bid to Fritts Ford for the Purchase of up to Eight F-150 4x4 Pickup Trucks for the Police Department, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award Bid #4358 to Fritts Ford, a California-based company, for the purchase and delivery of six F-150 4x4 pickup trucks for the Police Department;
2. Authorize the Procurement Manager to issue a purchase order with DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 938 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 7 December 18, 2018
Fritts Ford for the purchase and delivery of six F-150 4x4 pickup trucks in the amount not to exceed $227,454, with future year funding contingent on Council budget approval.
3. Authorize the Procurement Manager to issue any necessary change orders to the purchase order in an amount not to exceed $75,818 for the purchase of up to two additional vehicles for an additional 12 months at the same price, terms and conditions. This would result in a revised purchase order total amount not to exceed $303,272, with future year funding contingent on Council budget approval.
FIRE DEPARTMENT
TRAINING
3.G. Adopt Resolution No. 11155 (CCS) entitled, “A RESOLUTION
OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA
APPROVING THE SANTA MONICA FIRE DEPARTMENT’S
MEMBERSHIP IN THE LOS ANGELES AREA REGIONAL TRAINING
GROUP AND AUTHORIZING THE CITY MANAGER TO EXECUTE A
JOINT POWERS AGREEMENT”, was adopted.
Recommended Action
1. Staff recommends that the City Council adopt attached Resolution No. 11155 (CCS) approving the Santa Monica Fire Department’s membership in the Los Angeles Area Regional Training Group (RTG) Joint Powers Authority (JPA)
2. Authorize the City Manager to execute JPA Agreement and to take such reasonable actions as may be required to implement the intent of the agreement.
COLLECTIONS AGENCY
SERVICES
3.H. Award Contract to I.C. System, Inc. for Collections Agency Services, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award RFP# 195 to I.C. System, Inc., a Minnesota-based company, for Collections Agency Services for the Finance Department;
2. Authorize the City Manager to negotiate and execute Agreement No. 10787 (CCS) with I.C. System, Inc. in an amount not to exceed $120,000 for five years with future year funding contingent on Council budget approval.
EQUIPMENT
MAINTENANCE
3.I. Motorola Equipment Maintenance Contract, was approved.
Recommended Action
Staff recommends that the City Council:
1. Authorize the City Manager to negotiate and execute Maintenance and Support Agreement No. 10788 (CCS) with Motorola Solutions, Inc., an Illinois-based company, for maintenance of the interoperable public safety trunked radio communications system and radio DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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equipment in an amount not to exceed $1,086,000, over a five-year period with future year funding contingent on Council budget approval.
2. Authorize the Purchasing Manager to issue a purchase order to Motorola Solutions, Inc. for the purchase of portable and mobile radio equipment in the amount not to exceed $750,000, over a fiveyear period with future year funding contingent on Council budget approval. These recommendations are made as exceptions to the competitive bidding process pursuant to Section 2.24.080 (a), as competition does not exist, for proprietary items of original equipment manufacturers and/or their authorized exclusive distributors.
WATER RESOURCES
GRANT FUNDS
3.K. Application for Grant Funds from the California State Department of Water Resources Proposition 1 Grant Program for the Santa Monica Sustainable Water Infrastructure Project and Closed Circuit Reverse Osmosis Project, was approved and adopted.
Recommended Action
Staff recommends that the City Council:
1. Adopt attached Resolution No. 11156 (CCS) entitled, “A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA MONICA AUTHORIZING THE CITY MANAGER TO
NEGOTIATE AND ENTER INTO CALIFORNIA STATE
DEPARTMENT OF WATER RESOURCES WATER
DESALINATION GRANT PROGRAM AGREEMENTS FOR
THE SANTA MONICA SUSTAINABLE WATER
INFRASTRUCTURE PROJECT AND CLOSED CIRCUIT
REVERSE OSMOSIS PROJECT”
2. Authorize the City Manager to execute all necessary documents to apply for the grant, accept the grant, if awarded, and accept all grant renewals, if awarded.
3. Authorize budget changes as outlined in the Financial Impacts and Budget Actions section of this report, in the event that the grant is awarded.
HOUSING ASSET FUND 3.L. Annual Report on Low- and Moderate-Income Housing Asset Fund, was approved.
Recommended Action
Staff recommends that the City Council:
1. Receive the Annual Report on the Low- and Moderate-Income Housing Asset Fund for Fiscal Year 2017-18 and authorize staff to post the report on the City's website by December 31, 2018; and
2. Direct staff to present the independent audit of the Low- and Moderate-Income Housing Asset Fund to the Council upon
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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completion of the independent audit of the City’s Comprehensive Annual Financial Report (CAFR) and authorize staff to post the results of the audit on the City's website after presentation to Council.
PAYROLL SYSTEM 3.N. Modifications to Agreements with Kronos, the City's Payroll System, was approved.
Recommended Action
Staff recommends that the City Council:
1. Authorize the City Manager to negotiate and execute a fifth modification to Sales Agreement and Software License Agreement #8417 (CCS) in the amount of $143,505 with Kronos, Inc., a Massachusetts-based company, for upgrade services, training, and hardware for Kronos, the City’s electronic timekeeping system. This would result in an 18-year amended agreement with a new total amount not to exceed $608,684, with future year funding contingent on Council budget approval;
2. Authorize the City Manager to negotiate and execute a fourth modification to Software Maintenance and Support Agreement #8434 (CCS) in the amount of $647,791 (including $50,000 in contingency) over five-years with Kronos, Inc., for Software as a Service (SaaS) licenses. This would result in an 18-year amended agreement with a new total amount is not to exceed $1,850,445 with future year funding contingent on Council budget approval; and,
3. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report.
HOMELAND SECURITY
PROJECTS
3.O. State Homeland Security Grant Program (SHSGP) 2017 Grant Acceptance for Homeland Security Projects, was approved.
Recommended Action
Staff recommends that the City Council:
1. Authorize the City Manager to accept a grant awarded in the amount of $214,000 from the 2017 State Homeland Security Grant Program (SHSGP) for homeland security projects, and to accept all grant renewals.
2. Authorize the City Manager to execute all necessary documents to accept the grant and all grant renewals.
3. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report.
POLICE EQUIPMENT 3.P. Purchase of In-Car Camera Systems, Body Worn Cameras, and Cloud-based memory storage for the Police Department, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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negotiate and execute Agreement No. 10796 (CCS) with Axon Enterprises, Inc., an Arizona-based company, for the purchase of 325 body worn camera systems, 75 in-car camera systems and related accessories, and supplies, for the maintenance of the in-car camera and body worn camera equipment, and for the cloud-based storage on Evidence.com for the storage of archived video for a total amount not to exceed $392,964 for the first year and a total amount not to exceed $2,044,265 (including a 10% contingency) for a period up to five years with future year funding contingent on Council budget approval. This recommendation is made as an exception to the competitive bidding process pursuant to Section 2.24.080(b) where competitive bid procedures have already been utilized, such as in purchasing from Federal, State, County, City or special district government agencies.
FIRE DEPARTMENT
EQUIPMENT
3.Q. Increase Purchase Order with Zoll to Purchase Cardiac Monitor Durable Goods, was approved.
Recommended Action
Staff recommends that the City Council authorize the Procurement Manager to issue a change order to purchase order #21901362 in the amount of $150,000 with Zoll Corporation, a Massachusetts-based company for the purchase of cardiac monitor defibrillator durable goods (batteries, battery chargers, cables, cuffs, pads, monitor paper, and specialty items), for the Fire Department. This would result in a revised purchase order total not to exceed $683,139, with future year funding contingent on Council budget approval.
BENEFITS 3.R. P & A Group - New Vendor for Flexible Spending Account Administration, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute professional services Agreement No. 10791 (CCS) with P&A Group, a New York-based company, in an amount not to exceed $275,000 (includes 10% contingency) for administration of the City’s Flexible Spending Account, Dependent Care Account, Section 125 Cafeteria Plan, COBRA and Retiree Billing over a five-year period, with two one-year renewal options for $60,000 each, which includes a 10% contingency and fee changes after the five-year period.
PERFORMANCE
MANAGEMENT
SOFTWARE
3.S. Modification to Agreement with NEOGOV, the City’s Onboarding and Performance Management Software, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a first modification to agreement #10257 in the amount of $71,7634 with Governmentjobs.com, Inc. dba NEOGOV, a California based company, for Human Resources onboarding and performance DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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management software. This recommended award is made as an exception to the competitive bidding process pursuant to Section 2.24.080(b) and will result in an amended five-year agreement with a new total amount not to exceed $165,069, with future year funding contingent on Council budget approval.
MINUTES 3.T. City Council - Special Meeting Minutes- Aug 28, 2018 4:30 PM, were approved.
ELECTRONIC
MARKETPLACE
3.U. Authorization to Purchase from Six Vendors Through an Internal Online/Electronic Marketplace, was approved.
Recommended Action
Staff recommends that the City Council:
1. Authorize the Procurement Manager to purchase goods and services though an internal online/electronic marketplace with CDW-G, an Illinois-based company; Grainger, an Illinois-based company; Ricoh, an Ōta, Tokyo, Japan-based company; Royal Corporation, a California-based company; Supply Works, a Georgia-based company; and Waxie Sanitary Supply, a California-based company;
2. Authorize purchases of goods and services through an internal online/electronic marketplace as an exception to the competitive bidding process pursuant to Section 2.24.080 (b) where the City would purchase from cooperative purchasing agreements for a total amount not to exceed $3,235,400 over a five-year period with CDWG, an Illinois-based company; Grainger, an Illinois-based company; and Ricoh, an Ōta, Tokyo, Japan-based company; and
3. Authorize purchases of goods and services for a total amount not to exceed $1,659,400 over a two-year period as an extension of existing City solicitations with Royal Corporation, a California-based company; Supply Works, a Georgia-based company; and Waxie Sanitary Supply, a California-based company, for a total amount not to exceed $4,894,800, with future year funding contingent on Council budget approval.
DISPLACED FAMILIES 3.V. Housing for Families Displaced by the Malibu Fire, was approved.
Recommended Action Staff recommends that Council authorize temporary forbearance of enforcement of the City’s local preference policy for nine Community Corporation of Santa Monica properties funded by housing trust funds to provide housing opportunities for low-income families with children currently enrolled in the Santa Monica-Malibu Unified School District who are permanently displaced due to the Woolsey fire in Malibu.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 943 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 12 December 18, 2018
SANTA MONICA PIER
CAROUSEL
Councilmember Morena was
excused at 8:17 p.m.
3.M. Operation and Maintenance of the Santa Monica Pier Carousel, was presented.
Recommended Action
Staff recommends that the City Council:
1. Award RFP# 197 to Roth Management, a California-based company, for the operation and maintenance of the Santa Monica Pier Carousel;
2. Authorize the City Manager to negotiate and execute three-year Agreement No. 10790 (CCS) with Roth Management, in an amount not to exceed $783,348 ($253,437 for the first year, with annual CPI increases of one to three percent thereafter), with two additional oneyear renewal options on the same terms and conditions, for a total contract amount not to exceed $1,345,531 over a five-year period, with future-year funding contingent on Council budget approval.
Councilmember Morena recused himself to avoid the appearance of a conflict of interest because his family owns and operates a restaurant on the Pier.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to approve the recommended action. The motion was approved by the following vote:
AYES: Councilmember Himmelrich, McKeown, Winterer, Vazquez, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: Councilmember Morena
ELECTRIC VEHICLE
ACTION PLAN
Councilmember Morena
returned at 8:18 p.m.
Mayor Pro Tem O’Day was
excused at 8:18 p.m.
3.J. Award Professional Services Agreement to Willdan Engineering for the Electric Vehicle Action Plan Design, was presented.
Recommended Action
Staff recommends that the City Council:
1. Award RFP #SP2572 to Willdan Engineering, a California-based company, to provide design services, develop construction documents, and provide engineering support during the construction of the Electric Vehicle Action Plan design for the Public Works Department;
2. Authorize the City Manager to negotiate and execute professional services Agreement No. 10789 (CCS) with Willdan Engineering in an amount not to exceed $409,912 (including a 10% contingency).
Mayor Pro Tem O’Day recused himself to avoid any potential conflict of interest, because he works in the electric vehicle industry.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Questions asked and answered of staff included, has staff looked at the Montana night time charging and/or gotten the neighborhood input on the different neighborhoods and where the chargers will be placed.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to approve the recommended action. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Davis
NOES: None
ABSENT: Mayor Pro Tem O’Day
STUDY SESSION:
CORPORATE HOUSING
Mayor Pro Tem O’Day
returned at 8:21 p.m.
4.A. Corporate Housing potential goals and policy options, was approved.
Recommended Action
Staff recommends that the City Council review and discuss potential goals and policy options to guide an updated corporate housing ordinance.
Members of the public Denise Barton, Shawn Landres, Anastasia Foster, Linda Piera-Avila (time donated by Genise Schnitman), Jennifer Kennedy (time donated by Debbie Perry), Michael Tarbet (time donated by Eileen Carry), and Harvey Eder.
Questions asked and answered of staff included: what would it take to redefine non-permanent residential use as a commercial use, and are there any legal impediments to doing that, if we decide to; is there a way to require leases on residential apartments be made only with natural persons and made for a minimum period of 12 months; what would it take to change procedures on permits so that incremental conversion of properties from truly residential to non-permanent residential would not be able to be done with a series of counter permits, how can we catch that; what would it take to raise the fines and penalties, including buyouts, and are the fines and penalties accurate the way they are; what can be done to control the advertising for corporate housing; how feasible is it to charge a vacancy tax for units that are not occupied; could this tax apply to both commercial and residential property:
Is there a way to flag all rent control apartments that are being renovated; can the city impose a penalty on those owners who violate the relocation buyout processes; are non-disclosure contracts legal; and, are there any other short-term steps that can be taken to help reduce the conversion of long-term housing to short-term housing.
Considerable discussion ensued on topics including, but not limited to:
redefine corporate housing; keep the amenities simple, have staff come back as soon as possible for medium-term housing; look at a 12-month minimum DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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for medium-term housing; medium-term housing should be established in the commercial zones of the city; and if someone is making more money per square foot, they should in turn provide more deed restricted low-income housing in return.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to propose the following staff direction:
1) Come back with an Interim zoning ordinance defining medium term residential as a commercial use prohibited in all residential zones; 2) require leases on apartments be made only to natural persons and require a 12-month initial lease;
3) Commence deeper scrutiny of alterations to rental stock that might lead to being used for medium term residential;
4) return with recommendations and justification for increase fines and penalties on things leading to medium-term residential, including on buyouts; and,
5) return with a way, by ordinance, to control the advertising of medium-term housing.
Mayor Davis, proposed a friendly amendment to include: 1) how to protect the existing housing market, and keep from conversing to medium-term housing. What else can be done to accommodate more innovative housing types down the line, where there is no displacement of existing residents; 2) Staff return with an honest evaluation about what the enforceability of these measures are.
The motion was considered friendly by the maker and seconder.
Councilmember Winterer, proposed a friendly amendment to include having staff redefine what is previously known as corporate housing.
The motion was considered friendly by the maker and seconder.
Councilmember Himmelrich, suggest staff look at the feasibility options of vacancy tax for residential units in the commercial use of medium-term rentals; and, buyout offers be submitted upon presentation to a tenant and the Rent Control board before tenants can accept the offer.
The motion was considered friendly to the maker and seconder.
The Mayor asked for clarification from the maker on what should be considered when defining medium-term rentals.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to give direction to staff including, amendments. The motion was unanimously approved by voice vote with all members present.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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ORDINANCES:
PARK AND BEACH
CODE
7.A. Introduction and first Reading of an Ordinance Amending Santa Monica Municipal Code Chapter 4.55 – Park and Beach Code; and Chapter 4.68 – Community Events, was presented.
Recommended Action
Staff recommends that the City Council introduce for first reading the attached ordinance amending Santa Monica Municipal Code Chapter 4.55 - Park and Beach Code; and Chapter 4.68 - Community Events.
There were no members of the public present.
Questions asked and answered of staff included: does this include the Lincoln Swim center; what is an example of a large group of 20 or more; once a group buys a permit, would the city be responsible for staffing; what is the genesis of why this is necessary; how would one get this permit, and how long does it take; does there have to be a permit, is there another way to notify or an easier way; is there a fee anticipated with the permit; and, how does the Coastal Commission treat these.
Motion by Councilmember Winterer, seconded by Councilmember Himmelrich, to introduce and hold first reading of the ordinance reading by title only and waiving further reading thereof, with the amendment adding the phrase “but not limited to” after Aquatic Facilities. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
STAFF
ADMINISTRATIVE
ITEMS:
18TH STREET ARTS
CENTER
8.A. Authorization to enter into a management agreement for Airport Art Studios with 18th Street Arts Center, was presented.
Recommended Action
Staff recommends that the City Council:
1. Award RFP #190 to 18th Street Arts Center, a California-based company for management of the arts program at the Santa Monica Airport for the CCS Department;
2. Authorize the City Manager to negotiate and execute Agreement No. 10792 (CCS) with 18th Street Arts Center, in an amount not to exceed $250,000 per year (which includes a $50,000 contingency per year), for an initial two year term, with three additional one-year renewal options in the amount of $250,000, on the same terms and conditions for a total amount not to exceed $1,250,000 over a 5-year period with future funding contingent on Council budget approval.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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Packet Pg. 947 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 16 December 18, 2018
Members of the public Sue Bell Yank, Anu Vikram, Jeny Amayer, Daniel Greaney, Ines Garcia, Cheyanne Soulter, Ted Schwab, Jan Williamson (time donated by Saul Quintero), Adrienne Luce, David McDonald, Lori Harris, Jerry Rubin, Dwight Trible, and Laurie Yehia, spoke generally in favor of the recommended action.
Members of the public Juliellen Weiss (time donated by Sarah Sims), Berenika Beberska, Carlo Siliotto, Max Borenstein, Ramin Ebrahimi, Natalie Raf, Amy Raash, Eric Drachman, Keith Flamonk, Shawn Wexman, Giti Rabbar, Brigita Slekys, Dominic Harris, Bonnie Kini, Deb Foster, Chrystal Michaelson (time donated by Krista Augius), Kristina Jakstys, Carl Berg, Ian Schuler, Jason Ironi (time donated by Amit Yehudayan Ironi), Jose de Perez, Rachel Chu, Sara Issakharian, Shahram Kaquanfar, Arezv Kaywanfer, Emily Ashenfelter (time donated by Merci Manklow), Rick Ruiz, Laura Stone, Miki Yokoyama, Joan Abramson, Tomoaki Shibata, Luigi Gorim (time donated by Paul Art Lee), Becky Lantry, CJ Leedy, Bruria Finkel, Shakira del Fresco, Kateryna Marchuck and Audrey Marchuck spoke generally in opposition to the recommended action.
Questions asked and answered of staff included: would the artist rent directly from the city, not the operator, and is it true that the majority of their rents would be less; and, why are we doing this when we are going to do another RFP in two years.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to adopt the staff recommendation.
Councilmember Morena, proposed a substitute motion to suspend the process, and look for other options. The motion failed due to a lack of a second.
The main motion was approved by the following vote:
AYES: Councilmembers Himmelrich, McKeown, Winterer, Vazquez, Mayor Pro Tem O’Day, Mayor Davis
NOES: Councilmember Morena
ABSENT: None
BIG BLUE BUS 8.B. Proposed March 2019 Big Blue Bus Service Changes, was presented.
Recommended Action
Staff recommends that the City Council approve the proposed Big Blue Bus (BBB) operating plan for new and restructured BBB routes and schedules for March 2019 implementation; and, adopt an adjustment to the Rapid 10 fare.
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Members of the public Christine Ivey, Erskin Robinson (time donated by Derrick Bailey), Denise Barton, Jerry Rubin, Cris Gutierrez, and Harvey Eder spoke generally in favor of the recommended action.
Questions asked and answered of staff included: what is the marketing plan for the Pilot program; how do you plan to market and do outreach on the new routes and extensions when you launch new service; how long does it take to standardize ridership; what do you think about the Rapid service going down Lincoln being deleted; who are the downtown loop intended users, and has there been any consideration to have this be free; what are the plus and minuses of extending the service as far north as Wilshire; have you considered alternative types of vehicles for the downtown pilot plan; what are the plans for the 18 bus; and, is it quicker to take the 10 bus into downtown L.A. instead of the Expo.
Motion by Mayor Pro Tem O’Day, seconded by Councilmember Winterer, to adopt the staff recommendation. The motion was approved by the following vote:
AYES: Councilmembers Vazquez, Winterer, McKeown, Himmelrich, Morena, Mayor Pro Tem O’Day, Mayor Davis
NOES: None
ABSENT: None
COUNCILMEMBER
DISCUSSION ITEMS:
BUILDING & FIRE - LIFE
SAFETY COMMISSION
13.A. Appointment to one unscheduled vacancy on the Building & Fire - Life Safety Commission for a term ending June 30, 2021, was continued to a future meeting.
COMMISSION ON THE
STATUS OF WOMEN
13.B. Appointment to one unscheduled vacancy on the Commission on the Status of Women for a term ending June 30, 2021, was presented.
There were no members of the public present.
On order of the Mayor, the floor was opened for nominations.
Councilmember Winterer, nominated Glenda Callanen.
Councilmember Morena, nominated Kelsey O’Hara
Kelsey O’Hara was appointed by the following vote:
Callanen: Councilmembers Winterer, McKeown, Mayor Davis O’Hara: Councilmembers Vazquez, Himmelrich, Morena,
Mayor Pro Tem O’Day
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Councilmembers Winterer, McKeown and Mayor Davis changed their votes to O’Hara, thereby appointing Kelsey O’Hara by acclamation to the Commission on the Status of Women for a term ending July 30, 2021, with all members present.
CLEAN BEACHES AND
OCEAN PARCEL
CITIZENS TAX
OVERSIGHT
COMMITTEE
13.C. Appointment to three annual vacancies on the Clean Beaches and Ocean Parcel Citizens Tax Oversight Committee for terms ending 12/31/2020, was presented.
There were no members of the public present.
On order of the Mayor, the floor was opened for nominations.
Councilmember McKeown nominated reappointing Benjamin Kay and Vanessa Meier. There being no other nominations Mr. Kay and Ms. Meier were reappointed by acclamation for a term ending December 31, 2020 to the Clean Beaches and Ocean Parcel Citizens Tax Oversight Committee, with all members present.
On order of the Mayor, the floor was opened for nominations.
Councilmember Winterer nominated Troy Harris. There being no other nominations Mr. Harris was voted by acclamation for a term ending December 31, 2020, to the Clean Beaches and Ocean Parcel Citizens Tax Oversight Committee, with all members present.
AUDIT SUBCOMMITTEE 13.D. Recommendation to accept Greg Morena's resignation from the Audit Subcommittee and authorize the City Clerk to publish the vacancy, was presented.
There were no members of the public present.
Motion by Councilmember Winterer, seconded by Councilmember McKeown, to accept the resignation with regret.
The motion was approved by a unanimous voice vote, with all members present.
PERSONNEL BOARD 13.E. Recommendation to accept Bud Pell's resignation from the Personnel Board and authorize the City Clerk to publish the vacancy, was presented.
There were no members of the public present.
Motion by Councilmember Winterer, seconded by Councilmember McKeown, to accept the resignation with regret.
DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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The motion was approved by a unanimous voice vote, with all members present.
COMMISSION ON THE
STATUS OF WOMEN
13.F. Recommendation to accept Madeleine Brand's resignation from the Commission on the Status of Women and authorize the City Clerk to publish the vacancy, was presented.
There were no members of the public present.
Motion by Councilmember Winterer, seconded by Councilmember McKeown, to accept the resignation with regret.
The motion was approved by a unanimous voice vote, with all members present.
MEASURE R 13.G. Request of Councilmembers McKeown and Himmelrich that the Council, in order to achieve mandated compliance with voter-approved Measure R, which requires that 30% of all new multi-family housing be affordable, direct staff to prepare amendments to the Affordable Housing Production Plan disallowing the current option for developers to provide fewer extremely low-income units, until such time as a feasibility study can be completed to extend, as economically justified, to the rest of the City, the Downtown Community Plan formula requiring a mix of units at appropriate sizes and affordability levels, was presented.
Members of the public Shawn Landres, Paula Larmore (time donated by Jennifer Johnson), Harvey Eder, and Jennifer Kennedy spoke on the recommended action.
Questions asked and answered of staff included: what is the applicability date, and what kind of projects would this apply to, and why wouldn’t we have this come back with the feasibility study and a couple other options.
Discussion included not looking at the problem holistically, because piece mail solutions may cause an unintended result; these types of matters typically go to the Planning Commission before they come before the Council; and, how long will it take to get a feasibility study done.
Motion by Councilmember McKeown, seconded by Councilmember Himmelrich, to approve the recommendation, to bring this back as soon as practical. The motion was unanimously approved by voice vote, with all members present.
CLEAN POWER
ALLIANCE
13.H. Request of Councilmember McKeown, as Santa Monica’s Director on the Board of the Clean Power Alliance of Southern DocuSign Envelope ID: C37FA33B-4C89-4B8C-AB3E-830EBD568281
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California, that the Council authorize a letter from our Mayor to the California Public Utilities Commission expressing concern about the magnitude of proposed Southern California Edison rate increases, and of past financial losses Southern California Edison proposes to pass on to future customers of the Clean Power Alliance, and suggesting alternative options that would result in a more fair outcome for all ratepayers, including customers in Santa Monica, was presented.
There were no members of the public present to speak.
Motion by Councilmember Winterer, seconded by Councilmember Himmelrich, to approve the recommendation. The motion was unanimously approved by voice vote, with all members present.
ADJOURNMENT On order of the Mayor, the City Council meeting adjourned at 2:50 a.m. in memory of Merlin Murf.
ATTEST: APPROVED:
Denise Anderson-Warren Gleam Davis
City Clerk Mayor
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Packet Pg. 952 Attachment: City Council - Public Minutes-1184 2018-12-18 (6794 : NEOGOV Onboard Platform) 1 March 8, 2022
CITY OF SANTA MONICA
CITY COUNCIL MINUTES
MARCH 8, 2022
A regular meeting of the Santa Monica City Council was called to order by Mayor Himmelrich at 5:34 p.m., on Tuesday, March 8, 2022, via teleconference pursuant to Assembly Bill No. 361signed by, Governor Gavin Newsome at City Council Chambers, 1685 Main Street.
Roll Call: Present: Mayor Sue Himmelrich
Mayor Pro Tem Kristin McCowan
Councilmember Phil Brock
Councilmember Gleam Davis
Councilmember Lana Negrete
Councilmember Oscar de la Torre
Councilmember Christine Parra
Also Present: City Manager David White
Interim City Attorney Joseph Lawrence
City Clerk Denise Anderson-Warren
CONVENE/PLEDGE On order of the Mayor, the City Council convened at 5:34 p.m., with all members present. Councilmember Brock led the assemblage in the Pledge of Allegiance.
AGENDA
MANAGEMENT
The Mayor announced that the City has been advised that there is a settlement between the parties involved in the appeal scheduled for tonight.
Item 6.A. has been taken off the agenda and will not be heard tonight pending written withdraw of the appeal.
CLOSED SESSIONS There was no public comment on closed sessions.
On order of the Mayor, the City Council recessed at 5:36 p.m., to consider closed sessions and returned at 6:41 p.m., with all members present, to report the following:
1.A. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54956.9(d)(1): Santa Monica Bayside Owners Association v.
City of Santa Monica and the California Coastal Commission, Los Angeles Superior Court 21SMCP00269
DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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The Interim City Attorney advised this matter was heard with no reportable action taken.
1.B. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54956.9(d)(1): Wolfgang Mountford v. City of Santa Monica, U.S. District Court Case No. 2:20-CV-07220-MCS (Ex)
The Interim City Attorney advised this matter was heard with no reportable action taken.
1.C. Conference with Legal Counsel – Existing Litigation – Litigation has been initiated formally pursuant to Government Code Section 54956.9(d)(1): Anthony Echevarria v. City of Santa Monica, U.S. District Court Case No. 2:21-CV-05603-SVW (AGR)
The Interim City Attorney advised this matter was heard with no reportable action taken.
1.D Public Employee Appointment:
Title – City Attorney
The Interim City Attorney advised this matter was heard with no reportable action taken.
SPECIAL AGENDA
ITEMS:
2.A. City Manager Report, was presented.
REPORT ON COUNCIL
TRAVEL
Councilmember Brock reported that he traveled to Universal City for the League of CA Cities LA County Membership meeting where there was a presentation on district and redistricting battles over the past year in LA County and the State Legislator. He spoked with Mayors and Councilmembers about the state mandate Regional Housing Needs Assessment (RHNA) within the Southern California Association of Governments territory as well as ways to craft reasonable solutions.
CONSENT CALENDAR: All items were considered and approved in one motion unless removed by a Councilmember for discussion.
There was no public comment on the Consent Calendar.
At the request of Mayor Pro Tem McCowan, Item 3.J was removed from the Consent Calendar.
Motion by Councilmember Brock, seconded by Mayor Pro Tem McCowan, to approve the Consent Calendar except for Item 3.J, reading resolutions by DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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title only and waiving further reading thereof. The motion was approved by the following vote:
AYES: Councilmembers Parra, Davis, Negrete, Brock, de la Torre, Mayor Pro Tem McCowan, Mayor Himmelrich
NOES: None
ABSENT: None
TRANSPORTATION
SOFTWARE
3.A. Approval of First Modification to Contract with Swiftly, Inc. for Software Service Solution for Department of Transportation, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a first modification to agreement #11000 with Swiftly, Inc., for the Department of Transportation (DOT) Big Blue Bus (BBB) Division:
1. To add two additional customer-facing Swiftly Software as a Service (SaaS) modules, Service Adjustments and Rider Alerts, for the remainder of the contract term including all option years;
2. To extend the contract term of Swiftly’s cloud-hosted Software as a Service (SaaS) solution for customer-focused real-time schedule information and service performance metrics for staff by one additional option year through June 30, 2025; and,
3. To adjust the annual contract year-end from May 20 to June 30 to align with the fiscal year by making a one-time payment for 41 days of service in FY2021-22.
This will result in a five-year agreement ending June 30, 2025 with a new total amount not to exceed $1,373,304 with future year funding contingent on Council budget approval.
WATER SYSTEM
PROCESS
IMPROVEMENTS
3.B. Approval of Second Modification to Agreement #10613 with Vertech Industrial Systems LLC for Programming Water,
Wastewater, Recycled Water and Storm Water Control System Process Improvements, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a second modification to agreement #10613 in the amount of $198,650 with Vertech Industrial Systems, LLC for programming water, wastewater, recycled water, and storm water control system process improvements for the Public Works Department. This will result in a five-year amended agreement with a new total amount not to exceed $759,400, with future year funding contingent on Council budget approval.
RECYCLING SERVICES 3.C. Award RFP #297 to Arakelian Enterprises, Inc., dba Athens DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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Services, for Organics Processing and Recycling Services, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award RFP# 297 to Arakelian Enterprises, Inc. dba Athens Services for organics processing and recycling services for the Public Works Department; and
2. Authorize the City Manager to negotiate and execute Agreement No. 11244 (CCS) with Arakelian Enterprises, Inc., dba Athens Services, in an amount not to exceed $4,280,000 (including a 10% contingency) for two years, with three additional one-year renewal options in the amount of $9,920,000 on the same terms and conditions for a total amount not to exceed $14,200,000 over a fiveyear period, with future year funding contingent on Council budget approval.
WATER
WELL/BOOSTER PUMP
MAINTENANCE
3.D. Approval of First Modification to Agreement #10692 with General Pump Company Inc. for Water Well and Booster Pump Maintenance Services, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a first modification to agreement #10692 CCS in the amount of $515,000 with General Pump Company Inc. for water well and booster pump maintenance services for the Public Works Department. This will result in a five-year amended agreement with a new total amount not to exceed $2,695,000, with future year funding contingent on Council budget approval.
SEISMIC MANAGEMENT
SERVICES
3.E. Award Request For Proposal to Engineering Solutions Services, Inc. for Seismic Grant Management Services, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award RFP #299 to Engineering Solutions Services, Inc. for grant management services for the Community Development Department;
2. Authorize the City Manager to negotiate and execute Agreement No. 11245 (CCS) with Engineering Solutions Services, Inc., in an amount not to exceed $669,330 (including a $66,933 contingency) for a total amount not to exceed $736,263 over a three-year period, with future year funding contingent on Council budget approval.
3. Authorize budget changes as outlined in the Financial Impacts & Budget Actions section of this report.
COVID-19 3.F. Adoption of Resolution No. 11403 (CCS) Ratifying entitled “AN DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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EMERGENCY RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF SANTA MONICA PURSUANT TO CHAPTER 2.16 OF THE SANTA
MONICA MUNICIPAL CODE RATIFYING THE PROCLAMATION OF
EXISTENCE OF LOCAL EMERGENCY AND SUPPLEMENTAL
PROCLAMATIONS THERETO”, was adopted.
Recommended Action
Staff recommends that Council adopt the proposed resolution ratifying the Executive Order issued by the Director of Emergency Services declaring the existence of a local emergency in the city of Santa Monica and the Supplements to that Order.
HUMAN RESOURCES 3.G. Approval of Reinstatement and Third Modification of Agreement with Governmentjobs.com dba NEOGOV for Legally Required Job Applicant Tracking Software, Remote Testing Integration, Job Posting Website, and System Training, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a reinstatement and third modification of agreement #10257 with Governmentjobs.com dba NEOGOV, to extend the term of the agreement for an additional five years and increase the total compensation by $192,224, for the continuation of job applicant tracking software, remote testing integration, job posting website, and system training services. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section 2.24.080(b).
This will result in a reinstated and amended agreement for five years with a new total amount not to exceed $357,293, with future year funding contingent on Council budget approval.
CAL/OSHA TRAINING 3.H. Award Request For Proposal and enter into Agreement No. 11246 (CCS) with EHS International, Inc. (EHS) for Cal/OSHA Safety Training, was approved.
Recommended Action
Staff recommends that the City Council:
1. Award RFP# 8421 to EHS International, Inc. (“EHS”) for required Cal/OSHA safety training;
2. Authorize the City Manager to negotiate and execute an agreement with EHS to provide safety training services, in an amount not to exceed $534,545 over a five-year period, with future year funding contingent on Council budget approval.
TELECONFERENCE 3.I. Adoption of Resolution No. 11404 (CCS) entitled “A RESOLUTION DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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MEETINGS OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA MAKING FINDINGS AS REQUIRED BY AB 361 TO PERMIT
COUNCIL AND CITY BOARD, COMMISSION, AND TASK FORCE
MEETINGS TO CONTINUE TO BE CONDUCTED BY
TELECONFERENCE WHILE THE COVID-19 EMERGENCY
REMAINS IN PLACE”, was adopted.
Recommended Action
Staff recommends that Council adopt a resolution making the findings required by AB 361 to continue teleconference meetings of the City Council and City Boards, Commissions, and Task Forces through April 7, 2022.
COUNCIL RULES 3.K. Adoption of Resolution to No. 11405 (CCS) entitled “A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA
MONICA AMENDING THE RULES OF ORDER AND
PROCEDURE FOR THE CONDUCT OF CITY COUNCIL MEETINGS
AND REPEALING RESOLUTION NUMBER 11360 (CCS)”, was
adopted.
Recommended Action
Staff recommends that the City Council adopt the attached proposed resolution amending the City Council’s Rules of Order and Procedure.
RESIDENT SURVEY 3.L. Approval of Reinstatement and Seventh Modification with Goodwin Simon Strategic Research (GSSR) to Conduct Resident Polling Services, was approved.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a reinstatement and seventh modification to agreement #10141 increasing the term of the contract with Goodwin Simon Strategic Research (GSSR) to June 30, 2024 and adding additional services to conduct resident polling related to Santa Monica’s potential revenue measures. This will result in a reinstated and amended agreement with a new total term of eight years and four months. The total amount of the contract will be unchanged at not to exceed $385,800 with future year funding contingent on Council budget approval.
MINUTES 3.M. Regular and Special Joint Meeting - February 22, 2022 5:30 PM, were approved.
MINUTES 3.N. City Council - Special Meeting - March 4, 2022 11:00 AM, were approved.
2022 ALL STAR EVENT 3.J. Accept Proposal and Enter into Agreement No. 11247 (CCS) with DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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Mayor Pro Tem McCowan
was excused at 6:54 p.m.
Major League Baseball for 2022 All Star Event, was presented.
Recommended Action
Staff recommends that the City Council authorize the City Manager to negotiate and execute a license agreement with Major League Baseball for use of the Pier Deck (Newcomb) Parking Lot and adjacent beach area from July 12-18, 2022 for the “MLB All-Star Oceanfront” Festival.
Mayor Pro Tem McCowan pulled this item to recuse herself due to her employment with the Los Angeles Dodgers, which could be a potential conflict of interest.
Motion by Councilmember Negrete, seconded by Councilmember de la Torre, to approve the staff recommendation. The motion was approved by the following vote:
AYES: Councilmembers Parra, Davis, Negrete, Brock, de la Torre, Mayor Himmelrich
NOES: None
ABSENT: Mayor Pro Tem McCowan
CONTINUED ITEMS:
DISABILITIES
COMMISSION
5.A. Appointment to one unscheduled vacancy on the Disabilities Commission for a term ending on 6/30/2022, was continued to a future meeting due to the lack of applicants.
HOUSING COMMISSION
Mayor Pro Tem McCowan
returned at 6:57 p.m.
5.B. Appointment to one unscheduled vacancy on the Housing Commission for a term ending on 6/30/2025, was presented.
Members of the public Olga Zurawska, Michelle Gray, Denise Barton, and Theresa Marasco spoke on the appointment.
On order of the Mayor, the floor was opened for nominations to the Housing Commission.
Councilmember Parra nominated Michelle Gray
Councilmember Davis nominated Lydia Garcia
Michelle Gray was appointed by the following vote:
Gray: Councilmembers de la Torre, Brock, Negrete, Parra, Mayor Pro Tem McCowan
Garcia: Councilmember Davis, Mayor Himmelrich
Mayor Himmelrich and Councilmember Davis changed their votes to Gray, thereby appointing Michelle Gray by acclamation to the Housing Commission, with all members present.
PUBLIC SAFETY 5.C. Appointment to one unscheduled vacancy on the Public Safety DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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REFORM AND
OVERSIGHT
COMMISSION
Reform and Oversight Commission for a term ending on 6/30/2023, was presented.
Members of the public Joanne Berlin and Meredith Coon, spoke on the appointment.
On order of the Mayor, the floor was opened for nominations to the Public Safety Reform and Oversight Commission.
Councilmember Negrete nominated Jasmine Mercado
Councilmember Davis nominated Adya Mohanty
Adya Mohanty was appointed by the following vote:
Mercado: Councilmembers Parra, Negrete, Brock
Mohanty: Councilmembers Davis, de la Torre, Mayor Pro Tem McCowan Mayor Himmelrich
Councilmembers Parra and Negrete changed their votes to Mohanty for appointment to the Public Safety Reform and Oversight Commission for a term ending June 30, 2023.
ADMIN. PROCEEDINGS:
1243 20th STREET
6.A. Appeal 21ENT-0254 of Planning Commission approval of Development Review Permit 16ENT-0048, Major Modification 18ENT-0382, and certification of Final Environmental Impact Report 17ENT-0011 for the property located at 1242 20th Street to allow the retention and partial rehabilitation/adaptive reuse of an existing Tudor-style commercial building and the construction of a new Tier 1 three-story (45 feet) research/development and medical clinic facility (“Wellness Center”) consisting of approximately 76,167 square-feet and a five-level subterranean parking garage. A Major Modification is requested to consider Arizona Avenue, the parcel line separating the narrowest street frontage of the parcel from the street, as the side parcel line, was not heard, pending a written withdrawal from the applicant.
Recommended Action
Staff recommends that the City Council, based on the findings and analysis outlined in this report:
1. Deny Appeal 21ENT-0254;
2. Adopt a Resolution (CCS) Certifying Final EIR 17ENT-0011;
3. Approve Development Review Permit 16ENT-0048 and Major Modification 18ENT-0382; and
4. Adopt the draft Statement of Official Action.
ORDINANCES: 7.A. Second Reading and Adoption of Ordinance No. 2696 (CCS) DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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PIER DECK PARKING
LOT
entitled “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
SANTA MONICA AMENDING SANTA MONICA MUNICIPAL CODE
SECTION 3.04.030 TO AUTHORIZE THE CITY MANAGER TO
ESTABLISH HOURS OF OPERATION FOR THE SANTA
MONICA PIER PARKING DECK LOT”, was presented
Recommended Action
Staff recommends that City Council waive reading in full and adopt the attached Ordinance.
Motion by Councilmember Davis, seconded by Councilmember Brock, to adopt the ordinance, reading by title only and waiving further reading thereof. The motion was approved by the following vote:
AYES: Councilmembers de la Torre, Brock, Negrete, Davis, Parra, Mayor Pro Tem McCowan, Mayor Himmelrich
NOES: None
ABSENT: None
BOARDS AND
COMMISSIONS
7.B. Introduction and First Reading of an Ordinance Amending Santa Monica Municipal Code Sections 4.85.010 and 4.85.015 Related to Lobbying Activity and Participation of Lobbyists on City of Santa Monica Boards and Commissions, was presented.
Recommended Action
Staff recommends that Council introduce for first reading the attached ordinance, which does the following:
1. Amends Santa Monica Municipal Code Section 4.85.010 to define “lobbying activity”;
2. Creates Section 4.85.015 to prohibit any individual from serving on a City board, commission, task force, or advisory board if that individual is currently registered as a lobbyist in the City of Santa Monica or registered as a lobbyist in the two years prior to appointment; and,
3. Provides certain other options concerning when lobbying activities occur.
Members of the public Joe Antognini, Denise Barton, Leonora Camner, Olga Zurawska, and Michelle Gray spoke to the recommended action.
Questions asked and answered of staff included: if this is approved today, when would it take affect; would a current person who is registered as a Lobbyist have to wait two years after they leave their current position before they could serve on a board or commission; is there a way to change the language to exclude the person if the board or commission is not in their subject matter jurisdiction; if somebody receives any compensation, DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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Mayor Himmelrich was
excused at 9:00 p.m.
are they considered a paid lobbyist; if someone is an architect, and they’re receiving compensation for services as an architect, and they appear on behalf of a client who has a project residential or commercial in Santa Monica, they accept a variance from a zoning commissioner, as part of their job as a architect, for which they are receiving compensation, are they considered a lobbyist; if someone is the Executive Director of a non-profit who consults with city staff on various subjects, but they are not doing it at a public meeting, but they are doing it as the Executive Director of their organization, are they a lobbyist; if a person speaks as the Executive Director of a non-profit, and they attempt to influence city policy, but they do so in a public media, for example submitting letters or written policy, are they considered a lobbyist; if you’re not paid in cash, but paid in kind when lobbying at a state level, do you need to register as a local lobbyist; what if you’re an employee of a lobbyist organization, but you personally are not involved in the lobbying activity, are you considered a lobbyist; what if you’re an Attorney for a lobbyist organization, and you’re only hired to give advice, are you considered a lobbyist; have any of the other city’s lobbyist regulations been subject to first amendment challenges; what constitutes a public meeting, and is that the only type of public meeting that is being addressed in this ordinance; where is it in the ordinance that says a person who is compensated for influencing a city action; explain how the $5,000 dollar amount came to be; in other cities has it been noticed that adding expenditure lobbyist are causing confusion to understand, or is it pretty cut and dry; does this ordinance only apply to those lobbying in Santa Monica, but not somebody lobbying the state or other jurisdiction; does this exclude PTA members because they legislate and advocate for their schools, as they receive reimbursement for advocating activities; can it be very clear in the ordinance that volunteers who receive reimbursement are not considered part of compensation; and, does a person who gets paid in their everyday job advocate for their interest at a public meeting need to register as a lobbyist.
Considerable discussion ensued on topics including, but not limited to: city staff reaching out to individuals on specific topic, but may not realize that person is serving on city boards and commissions; concerns that this ordinance may be going too far penalizing individuals who advocate for their causes; concern that this ordinance is not clear and easy to understand; in order to have transparency in our government, we need to have a clean, simple or ordinance that everyone can understand; concerned about adding the new definition for Lobbying Activity, and it would increase the number of people who will need to register as a lobbyist; concerned that the boards and commissions will be losing some experts in certain fields because they receive payment for doing what they love; bothered by the lack of cut outs; not sure that this ordinance is clean and clear and doesn’t serve the purpose that was intended, but will end up removing a lot of good people from boards and commissions; this goes from an administrative penalty to the DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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ability to remove some valuable board and commission members; Motion by Councilmember Brock, seconded by Councilmember de la Torre, to table this item and bring it back addressing all of the comments and concerns raised during this session. The motion was approved by the following vote:
AYES: Councilmembers Parra, Davis, Negrete, Brock, de la Torre, Mayor Pro Tem McCowan
NOES: None
ABSENT: Mayor Himmelrich
WATER RECYCLING
Councilmember Parra was
excused at 9:30 p.m.
7.C. Introduction and First Reading of an Ordinance Modifying SMMC 7.12.170 to Add Water Recycling Requirements, was presented.
Recommended Action
Staff recommends that the City Council introduce for first reading the attached ordinance to modify Santa Monica Municipal Code Section
7.12.170 to add water recycling requirements.
There was no public comment on this item.
Questions asked and answered of staff included: is an Accessory Dwelling Unit (ADU) exempted in all circumstances; what does dual plumbing mean; this causing additional steps to get permits, has staff thought about ways to mitigate getting through this process quicker; do we plan to build out the water delivery lines to distribute recycled water to all residents in the area; are there plans to extend the service area, or is this all that the Sustainable Water Infrastructure Project (SWIP) can do; is there a target date for when the SWIP will be 100% complete; are there ways for a small business to get subsidized for the additional cost; will the city be lobbying the county or state laws regarding exempting ADUs; is there a way to bring recycled water up at San Vicente; does this ordinance address that the building officer could make extensions, given approval needs to go through other agencies; is this only for new buildings and not for remodeling; confirmation that Section (d) (4) addresses new development; what are the exceptions/exemptions; and, is the water to be used on construction sites exclusive or is the use on a case by case basis.
Discussion ensued on topics including, make sure the city is able to provide leniency to developers who may run into issues with delivery of pipes in a timely manner and may not be able to meet our deadlines.
Motion by Councilmember Brock, seconded by Councilmember Negrete, to introduce and hold first reading of the ordinance reading by title only and waiving further reading thereof. The motion was approved by the DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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following vote:
AYES: Councilmembers de la Torre, Brock, Negrete, Davis, Mayor Pro Tem McCowan
NOES: None
ABSENT: Mayor Himmelrich, Councilmember Parra
COUNCILMEMBER
DISCUSSIONS:
UKRAINE
13.A. Request of Councilmember Brock and Councilmember Negrete that the Santa Monica City Council fully condemns the unprovoked invasion of Ukraine by the Russian Government and their dictator, Vladimir Putin. This is not an invasion by the Russian people. It is a culmination of a years’-long harassment by a dictatorial tyrant of a border nation whose people have their own culture and language, and it is reminiscent of the power-grabbing that initiated the horrific events of World War II. The Council urges all citizens of the world to take notice and call for an end to the barbaric and tragic violence that is being waged on the peaceful nation of Ukraine. The Council hereby offers the heroic Ukrainian President Volodymyr Zelenskyy the title of Honorary Citizen of the City of Santa Monica. The Council directs the City Manager to research any sanctions or steps that Santa Monica might take to deplete the power of Mr. Putin and any Russian Oligarchs, including to divest of any city fund possessing Russian assets, and lobby CalPERS in favor of divesting any state funds possessing Russian assets and termination of state contracts with Russian firms. The Council calls on cities around the world to take similar action. The Council stands behind President Zelenskyy and the people of Ukraine, was presented.
Member of the public Jonathan Foster, spoke in support of the recommended action.
Motion by Councilmember Negrete, seconded by Councilmember Brock, to approve the recommendation. The motion was approved by the following vote:
AYES: Councilmembers Davis, Negrete, Brock, de la Torre, Mayor Pro Tem McCowan
NOES: None
ABSENT: Councilmember Parra, Mayor Himmelrich
PUBLIC INPUT: Members of the public Denise Barton and Jonathan Foster, and Harvey Eder commented on various local issues.
ADJOURNMENT On order of the Mayor, the City Council meeting adjourned at 9:55 p.m. in memory of Catherine Eldridge.
DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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ATTEST: APPROVED:
Denise Anderson-Warren Sue Himmelrich
City Clerk Mayor
Kristin McCowan
Mayor Pro Tem
DocuSign Envelope ID: 2552A0FA-F1FA-4AAF-BBB5-0744C293E62A
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CITY OF SANTA MONICA
OAKS INITIATIVE NOTICE
NOTICE TO APPLICANTS, BIDDERS, PROPOSERS
AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,
OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.
This information is required by City Charter Article XXII—Taxpayer Protection.
It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica.
All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees.
Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12- month period.
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the nameof everyperson who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.
DocuSign Envelope ID: 39E30AFF-6D72-4834-B33C-CA91A31B6575
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CITY OF SANTA MONICA
OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.
Public benefits include:
1. Personal services contracts in excess of $25,000 over any 12-monthperiod;
2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;
3. Purchase,sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;
4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;
5. Land use variance,special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;
6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or
7. Payment of “cash orspecie” of a net value to the recipient of $10,000 in any 12- month period.
Name(s) of persons or entities receiving public benefit:
Governmentjobs.com, Inc. (D/B/A/ NEOGOV), for and on behalf of itself and its subsidiaries PowerDMS, Inc., Cuehit, Inc., Ragnasoft LLC (D/B/A/ PlanIT Schedule), and Design PD, LLC (D/B/A Agency360) Name(s) of trustees, directors, partners, and officers:
Directors:
Brian Chang
NicholasSmithWang
Officers:
Shane Evangelist - CEO and President
Alex Chun - CFO
David Eisler - Secretary
Nicholas Smith Wang - Authorized Officer
Name(s) of persons with more than a 10% equity, participation, or revenue interest:
Warburg Pincus and its affiliated funds: 50%, Carlyle Group and its affiliated funds: 29%, Frontier Funds and its affiliated funds: 14%
Prepared by: Title:
Signature: Date:
Email: Phone:
DocuSign Envelope ID: 39E30AFF-6D72-4834-B33C-CA91A31B6575 8007495104
Chief Customer Officer
[email protected]
4/18/2024 | 8:27:57 AM PDT
Sandy Miranda
5.W.d
Packet Pg. 967 Attachment: Oaks- Signed 04-18-2024 (6794 : NEOGOV Onboard Platform)
CITY OF SANTA MONICA
OAKS INITIATIVE DISCLOSURE FORM
FOR CITY USE ONLY:
Bid/PO/Contract # Permit #
DocuSign Envelope ID: 39E30AFF-6D72-4834-B33C-CA91A31B6575
5.W.d
Packet Pg. 968 Attachment: Oaks- Signed 04-18-2024 (6794 : NEOGOV Onboard Platform) City of Santa Monica Levine Act Disclosure Form
CITY OF SANTA MONICA
CALIFORNIA LEVINE ACT DISCLOSURE
In 2022, California’s SB1439 extended requirements under Government Code Section 84308, also known as the "Levine Act", to prohibit City “Officers” from participating in any action related to a contract, license, permit, or entitlement if such Officer received campaign contributions totaling more than $250 within the previous twelve months, and for twelve months following the date of a final decision, from a party or participant to the proceeding, or their agent.
Section 84308(a)(4) of the Levine Act defines an "Officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “Officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency or officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position;
(2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or
(4) Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Santa Monica Elected Officials and members of boards and commissions can be found at the following links. The party making this certification is responsible for determining whether a recipient of a political contribution is a City Officer prior to completing this form.
https://www.smgov.net/departments/council/
https://www.santamonica.gov/departments/rent-control
https://www.smgov.net/boards
Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $250 to any City Officer in the twelve months preceding the date of the submission of your application or proposal? ____YES ____ NO
Name of Councilmember or City Officer: _________________________________ ✔
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Packet Pg. 969 Attachment: Levine_Act_Disclosure_Form_2.6.24 - signed (6794 : NEOGOV Onboard Platform) City of Santa Monica Levine Act Disclosure Form
Name of Contributor: _________________________________________________ Date(s) of Contribution(s): ____________________________________________ Amount(s) ________________________________________________________ Please specify below and/or add additional sheet(s) to identify additional Councilmembers or City Officers to whom you and/or your agents made campaign contributions.
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.
By signing below, you certify you also agree to disclose to the City any future contributions made to Councilmembers or other City Officers by you or your agent(s) after the date of signing this disclosure form, and within 12 months following the approval, renewal, or extension of the requested contract, license, permit, or entitlement.
I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:
Please note this form is a public record and subject to a California Public Records Act request.
12/9/2024 Karen Peay Sr. AR Manager Governmentjobs.com,Inc. DBA Neogov Karen Peay 12/9/2024 | 10:38:51 AM PST
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Packet Pg. 970 Attachment: Levine_Act_Disclosure_Form_2.6.24 - signed (6794 : NEOGOV Onboard Platform) SANTA MONICA CITY ATTORNEY’S OFFICE
TO: Public
FROM: City Attorney’s Office
RE: Levine Act Disclosure Form
DATE: January 25, 2024
The Levine Act (Government Code 84308) is a California law aimed at preventing “pay to play” practices by prohibiting parties, participants, and their agents in a proceeding involving a license, permit, or other entitlement from contributing more than $250 to an officer of the City during a 12-month period. The prohibition applies to any 12-month period while the proceeding is pending and for 12 months following the date a final decision is rendered in the proceeding.
State law requires a party to a proceeding to disclose any contributions exceeding an aggregate $250 that the party and their agents have made to an officer of the City within the preceding 12 months. The Disclosure Form is intended to assist City officials with recognizing when they have an obligation to disclose and recuse themselves, and to aid parties with their disclosure obligations.
1. To what sort of proceedings is the disclosure form applicable? The Levine Act applies to all discretionary entitlements and contracts, with the exception of labor contracts, personal employment contracts, and contracts that must be awarded to the lowest responsive/responsible bidder. It does not apply to ministerial approvals.
For instance, the Levine Act applies to the following:
• Building and development permits
• Conditional use permits
• Contracts generally (unless an exception applies):
o Contracts for goods, services, professional services
o Real property contracts for purchase, sale, lease
o Contract amendments
o Settlement agreements
o Small contracts, including purchase orders, and zero dollar contracts (no de minimis exception)
• Public street abandonments
• Private development plans
• Professional license revocations
• Rezoning of specific real estate parcels
• Event permits
• Rulemaking procedures affecting a particular industry where only a small number of businesses are affected
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Packet Pg. 971 Attachment: Levine_Act_Disclosure_Form_2.6.24 - signed (6794 : NEOGOV Onboard Platform)
• Special district formation proceedings involving the creation of a special use or benefit to the person in the district
• Tentative subdivision and parcel maps
• Zoning variances
• Vacation of a public easement across private property • Pre-applications, such as for General Plan Amendment, considered by the legislative body prior to filing of formal application
• Contracts entered under the City Manager’s Authority
• Closed session items that may result in a contract/settlement agreement approved by Council (real estate or litigation)
It does not apply to:
• Purely ministerial decisions
• General policy decisions or rules where the interests affected are many and diverse
• Ordinances and resolutions (except items like development agreements adopted by ordinance)
• Ballot measures
• Departmental policies
• Council rules
• Contracts awarded to the lowest responsive/responsible bidder (not applicable in Santa Monica)
• Labor contracts and project labor agreements
• Personal employment contracts
• Allocation of resources in the City budget
2. Who is required to disclose?
A “party” to a proceeding is any person who files an application for, or is the subject of, a proceeding. In general, a person or company who applies for a permit, license, or right to use property in a particular way, which requires the City’s discretionary approval, will qualify as a party.
Parties are also required to disclose contributions by their agents. An “agent” is someone who (1) represents a party to a proceeding for compensation; and (2) appears before or otherwise communicates with the City for the purpose of influencing the pending proceeding. This can include law firms, architects, engineers, consultants, and similar entities. Both the individual and their employer or firm are considered “agents.” A party should also disclose contributions of other entities majority owned by the party, as well as contributions of any other entity whose contributions it directs or controls.
3. What must be disclosed?
A party must disclose campaign contributions over $250 made in the prior twelve months.
A “contribution” is anything of value for which the party has not received full consideration, including money, nonmonetary items, payments made for advertising or
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Packet Pg. 972 Attachment: Levine_Act_Disclosure_Form_2.6.24 - signed (6794 : NEOGOV Onboard Platform)
other expenses coordinated with a candidate or committee, loans, tickets to political fundraisers, etc.
4. Who is considered an officer of the City?
An “officer” is anyone who may make, participate in making, or attempt to influence a decision in the proceeding or who exercises authority over officers who may do so. This includes elected officials, members of appointed boards and commissions, the City Manager, and any individual who is a candidate for elected office or who has been a candidate in the twelve months prior to the decision. This definition is included on the Disclosure Form.
5. When should the disclosure occur?
The Disclosure Form must be completed (1) by a party to a contract with the City (or that party’s agent) at the time the party submits a response to a Request for Proposal or other competitive solicitation, enters into contract negotiations with the City, or executes a contract with the City, whichever is earliest; or (2) by a party to a license, permit, or other entitlement proceeding before the City at the time the party (or their agent) submits the license, permit, or entitlement application to the City. The party (or their agent) must submit a supplemental form if they make any new reportable contributions while the same contract, license, permit, or other entitlement is being considered. The party (or their agent) must also use the form if they need to correct any previously submitted form.
Parties are solely responsible for completing the form accurately, and could face penalties for failure to do so. The California Fair Political Practices Commission (FPPC) is the body who enforces violations of the Levine Act. If a party is uncertain about whether they are required to report or combine a contribution, they should consult with their attorney.
Nothing herein constitutes legal advice and individuals are urged to consult with their own attorney regarding the requirements of the law. To the extent there is any inconsistency, the language of the Levine Act and FPPC Regulations govern over this notice. Resources for officers, parties, participants, and agents, are available on the FPPC’s website at https://www.fppc.ca.gov/learn/pay-to-play-limits-and-prohibitions.html
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Packet Pg. 973 Attachment: Levine_Act_Disclosure_Form_2.6.24 - signed (6794 : NEOGOV Onboard Platform) Redevelopment Successor
Agency Report
City Council Meeting: December 17, 2024
Agenda Item: 5.X
1 of 4
To: Redevelopment Successor Agency
From: Heather Averick, Director, Housing and Human Services Department Subject: Annual Report on Low-Mod Income Housing Asset Fund Recommended Action
Staff recommends that the Redevelopment Successor Agency:
1. Receive the Annual Report on the Low- and Moderate-Income Housing Asset Fund for Fiscal Year 2023-24 and authorize the City Manager to post the report on the City's website by December 31, 2024; and
2. Direct the City Manager to present the independent audit of the Low- and Moderate-Income Housing Asset Fund to the City Council upon completion of the independent audit of the City’s Annual Comprehensive Financial Report (ACFR) and authorize the City Manager to post the results of the audit on the City's website after presentation to City Council.
Summary
The City provides financial assistance to support the acquisition, rehabilitation, and new construction of housing affordable to lower income households, a local strategy that supports the City Council’s priorities of Addressing Homelessness and Cultivate Economic Recovery & Expand Community & Cultural Offerings. City funding to support the investments comes from a variety of sources (e.g., voter-approved Measure GSH funds, loan repayments, and development impact fees), and is accounted for in various funds. The Low- and Moderate-Income Housing Asset Fund (Fund) specifically accounts for the housing assets of the former Santa Monica Redevelopment Agency (RDA). State law requires the City to report annually on the Fund of the former RDA and requires an independent audit of the Fund, which will be completed as part of the City’s annual audit process.
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Discussion
The City as Housing Successor assumed the housing functions of the former RDA on January 10, 2012. The transfer of the functions included the transfer of formerly designated RDA low- and moderate-income housing assets together with any funds generated by former RDA housing assets. The funds must be maintained by the City in a separate Fund and expended in accordance with California Health and Safety Code Section 34176.1. Allowable expenditures include the development of affordable housing, monitoring and preservation of housing subject to affordability restrictions and covenants, and homeless prevention and rapid rehousing services for homeless individuals.
Senate Bill 341, which is codified in Section 34176.1 of the California Health and Safety Code and became effective on January 1, 2014, requires each housing successor that assumed the housing functions of a former redevelopment agency to post a report on its website that contains information regarding the Fund for the previous fiscal year. In this case, the City, as the Housing Successor, is required to prepare and post the report (Attachment A), after the City Council's review and receipt.
The report includes the following information:
• The balance in the Fund as of the close of the Fiscal Year 2023-24 was $13,899,006 with $499,022 in deposits from interest income and residual receipts, and $180,575 in expenditures for the development of affordable housing. The balance is currently set aside as part of the adopted Housing Element strategy to focus the City’s affordable housing efforts towards City-owned sites.
o The use of City-owned land for affordable housing provides multiple benefits including maximizing the value of the City’s Housing Trust Funds (HTF) as most of the HTF’s loaned to affordable housing organizations are used to acquire land. By contributing land it already owns, the direct cost of acquiring land is eliminated and the City can stretch its resources further to increase the supply of affordable housing.
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o The balance in the Fund may be needed by affordable housing predevelopment costs and/or closing the construction gap for affordable housing developments on City-owned sites.
o Based on the six most recent new construction housing developments the City funded, the average City subsidy for pre-development costs and closing the construction gap was $106,768 per affordable residence and an average City subsidy for land acquisition was $156,145 per affordable residence. Given this average subsidy, the balance in the Fund could provide subsidy to approximately 130 affordable residences on Cityowned sites while it would support only 53 homes if private land must be purchased.
• $0 of the balance in the Fund has been encumbered by loan commitments to non-profit affordable housing organizations for the production and preservation of affordable housing.
• The former RDA’s replacement housing and inclusionary housing obligations have been satisfied.
• Obligations related to development or disposition of real property acquired by the former RDA prior to February 1, 2012 have been met
• The senior housing test has been met, with 30 percent of assisted residences deed-restricted to seniors within the previous 10 years • Currently there are excessive accumulated funds in the amount of $2,087,704 (often called “excess surplus”) that need to be encumbered within three fiscal years. These funds will be utilized for affordable housing developments on Cityowned sites within this timeframe.
Additionally, to ensure monies in the Fund are spent in accordance with the law, Section 34176.1(f) requires an independent financial audit of the Fund within six months of the end of the fiscal year. The independent audit of the Fund is conducted as part of the year-end audit by the City’s independent auditor and is included as part of the City’s Annual Comprehensive Financial Report (ACFR). Staff is working to complete the ACFR during the required six month timeframe. Staff will post the results of the
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independent audit of the Fund on its website after the ACFR is presented to the City Council.
Financial Impacts and Budget Actions
There is no immediate financial impact or budget action necessary as a result of the recommended action.
Prepared By: Natalie Verlinich, Housing Manager
Approved Forwarded to Council
Attachments:
A. Attachment A-Annual Summary Report-LMIHAF 23-24
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Santa Monica Housing Successor Page | 1
Attachment A
ANNUAL REPORT
REGARDING THE LOW AND MODERATE INCOME HOUSING ASSET FUND FOR FISCAL YEAR 2023-2024
PURSUANT TO CALIFORNIA HEALTH AND SAFETY CODE SECTION 34176.1(f)
FOR THE SANTA MONICA HOUSING SUCCESSOR
This Housing Successor Annual Report (Report) regarding the Low and Moderate Income Housing Asset Fund (LMIHAF) has been prepared pursuant to California Health and Safety Code Section 34176.1(f). This Report sets forth certain details of the Santa Monica Housing Successor (Housing Successor) activities during fiscal year 2023-2024 (Fiscal Year). The purpose of this Report is to provide the governing body of the Housing Successor an annual report on the housing assets and activities of the Housing Successor under Part 1.85, Division 24 of the California Health and Safety Code, in particular sections 34176 and 34176.1 (Dissolution Law).
This Report conforms with and is organized into sections I. through XI. inclusive, pursuant to Section 34176.1(f) of the Dissolution Law:
I . Amount the City received from City-Agency loans
This section provides the total amount of funds received from repayment of City-Agency loans during the Fiscal Year pursuant to Section 34191.4(b)(3)(A).
Fiscal Year 2020-2021 was the final year that the City received payment pursuant to 34191.4(b)(3)(A) from the repayment of City-Agency loans.
II. Amounts Deposited into LMIHAF
This section provides the total amount of funds deposited into the LMIHAF during the Fiscal Year, distinguishing between amounts deposited pursuant to 34191.4(b)(3)(B) and 34191.4(b)(3)(C), amounts deposited for other items listed on the Recognized Obligation Payment Schedule (ROPS), and other amounts deposited.
Pursuant to 34191.4(b)(3)(B) and 34191.4(b)(3)(C) $0 was deposited into the LMIHAF during the Fiscal Year, of which none of the funds deposited into the LMIHAF were held for items listed on the ROPS. Other amounts deposited into the LMIHAF during Fiscal Year were $499,022 from residual receipts (affordable housing loan repayments) and interest income.
III. Ending Balance of LMIHAF
This section provides a statement of the balance in the LMIHAF as of the close of the Fiscal Year. Any amounts deposited for items listed on the ROPS must be distinguished from the other amounts deposited.
At the close of the Fiscal Year, the ending balance in the LMIHAF was $13,899,006 of which $0 was held for items listed on the ROPS.
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IV. Description of Expenditures from LMIHAF
This section provides a description of the expenditures made from the LMIHAF during the Fiscal Year. The expenditures are to be categorized.
The following table provides the description of expenditures from the LMIHAF by category.
Expenditure Description Amount
Monitoring and preserving the long-term affordability of units subject to affordability restrictions or covenants entered into by the redevelopment agency or housing successor. Includes expenditures for administration of affordable housing activities.
$ 180,575
Homeless Prevention and rapid rehousing services $ 0
Development of affordable housing pursuant to 34176.1(a)(3)(A) $ 0 Total LMIHAF Expenditures $ 180,575
V. Statutory Value of Assets Owned by Housing Successor Thissection providesthe statutory value of real property owned by the Housing Successor, the value of loans and grants receivables, and the sum of these two amounts.
Under the Dissolution Law and for purposes of this Report, the “statutory value of real property” means the value of properties formerly held by the former redevelopment agency as listed on the housing asset transfer schedule approved by the Department of Finance as listed in such schedule under Section 34176(a)(2), the value of the properties transferred to the Housing Successor pursuant to Section 34181(f), and the purchase price of property purchased by the Housing Successor. Further, the value of loans and grants receivable is included in the reported assets held in the LMIHAF.
The following table provides the statutory value of assets owned by the Housing Successor.
Description Amount
Statutory Value of Real Property $ 11,060,000
Value of Loans and Grants Receivable $ 152,632,983
Total Value of Housing Successor Assets $ 163,692,983
VI. Description of Transfers
This section describes transfers, if any, to another housing successor agency made in previous fiscal years, including whether the funds are unencumbered and the status of projects, if any, for which the transferred LMIHAF will be used. The sole purpose of the transfers must be for the development of transit priority projects, permanent supportive housing, housing for agricultural employees or special needs housing.
The Housing Successor did not make any LMIHAF transfers to other Housing Successor(s) under Section 34176.1(c) (2) during the Fiscal Year.
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VII. Project Descriptions
This section describes any project for which the Housing Successor receives or holds property tax revenue pursuant to the ROPS and the status of that project.
The Housing Successor does not receive or hold property tax revenue pursuant to the ROPS.
VIII. Status of Compliance with Section 33334.16
This section provides a status update on compliance with Section 33334.16 for interests in real property acquired by the former redevelopment agency prior to February 1, 2012.
With respect to interests in real property acquired by the former redevelopment agency prior to February 1, 2012, the time periods described in Section 33334.16 shall be deemed to have commenced on the date that the Department of Finance approved the property as a housing asset in the LMIHAF; thus, as to real property acquired by the former redevelopment agency now held by the Housing Successor in the LMIHAF, the Housing Successor must initiate activities consistent with the development of the real property for the purpose for which it was acquired within five years of the date the DOF approved such property as a housing asset.
The following table provides a status update on the real property acquired by the former redevelopment agency prior to February 1, 2012 and transferred to the Housing Successor.
Property Address Date
Acquired
DOF Approved
Transfer Date
Status as of June 30, 2021
1725 Ocean Avenue 4/11/2000 10/2/2013 The property was developed with 160 affordable apartments.
1751 Cloverfield
Bld.
10/3/2003 10/2/2013 The property was developed as congregate housing and emergency shelter providing 55
affordable beds.
2018 19th Street 6/26/2009 10/2/2014 The property was sold. All sales proceeds were deposited in the LMIHAF.
IX. Description of Outstanding Obligations under Section 33413 This section describes the outstanding inclusionary and replacement housing obligations, if any, under Section 33413 that remained outstanding prior to dissolution of the former redevelopment agency as of February 1, 2012 along with the Housing Successor’s progress in meeting those prior obligations, if any, of the former redevelopment agency and how the Housing Successor plans to meet unmet obligations, if any.
There are no outstanding inclusionary or replacement housing obligations pursuant to Section 33413. The former Redevelopment Agency’s Implementation Plan is posted on the City’s website at:
http://www.smgov.net/uploadedFiles/Departments/HED/Housing_and_Redevelopment/RDA/Attach%20A %202009%205%20Yr%20Implementation%20Plan%20-%20FINAL.pdf
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X. Income Test
This section provides the information required by Section 34176.1(a)(3)(B), or a description of expenditures by income restriction for the period beginning January 1, 2014 and whether the statutory thresholds have been met for 2019, and every five years thereafter, from January 1, 2014, through the end of the latest fiscal year covered in the report.
All funds expended during the five-year period beginning July 1, 2019 and ending June 30, 2024 were for the development of housing affordable to and occupied by households earning 80 percent of less of the area median income. The following table provides the expenditures by income restriction pursuant to Section 34176.1(a)(3)(B).
Income Restriction Statutory Threshold Expenditures Percent of Total 30% of AMI or less At least 30% $8,151,876 80%
50% of AMI or less None $0 0%
80% of AMI or less No more than 20% $2,025,107 20%
Total $10,176,983
XI. Senior Housing Test
This section provides the percentage units of deed-restricted rental housing restricted to seniors and assisted individually or jointly by the Housing Successor, its former Redevelopment Agency, and its host jurisdiction within the previous ten years in relation to the aggregate number of units of deed-restricted rental housing assisted individually or jointly by the Housing Successor, its former Redevelopment Agency and its host jurisdiction within the same time period.
The following table provides the Housing Successor’s Senior Housing Test for the ten-year period from July 1, 2014 through June 30, 2024.
Description Amount
Number of Assisted Senior Rental Units 126
Number of Total Assisted Rental Units 423
Senior Housing Percentage 30%
XII. Excess Surplus Test
This section provides the amount of Excess Surplus in the LMIHAF (defined as unencumbered funds exceeding one million or the aggregate amount deposited in the fund over the preceding four fiscal years, whichever is greater), the length of time that the Housing Successor has had excess surplus, and the Housing Successor’s plan for eliminating the excess surplus within three fiscal years.
This report calculates the excess surplus per the Health and Safety Code definition, which states that “the ‘excess surplus’ shall mean an unencumbered amount in the account that exceeds the greater of one million dollars ($1,000,000) or the aggregate amount deposited into the account during the housing successor’s preceding four fiscal years, whichever is greater”. The following table provides the calculation of the Excess Surplus test. The Housing Successor plan to utilize excess surplus on Housing Trust Fund loan for affordable housing development on City-owned sites within the three fiscal years.
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Description Amount
LMIHAF Balance $ 13,899,006
Less Encumbrances $ (1,049,753)
Unencumbered balance $ 12,849,253
Less the greater of $1,000,000 or the aggregate amount deposited into the account during the housing successor’s preceding four fiscal years, whichever is greater $ (10,761,549)
Excess Surplus $ 2,087,704
XIII. Inventory of Homeownership Units
This section provides an inventory of homeownership units that were assisted by the former Redevelopment Agency or Housing Successor that are subject to covenants or restrictions or to an adopted program that protects the investment of moneys from the LMIHF pursuant to Section 33334.3(f) and includes any losses of units to the portfolio, funds returned to the Housing Successor, and whether an outside entity has been contracted to manage these units.
The Housing Successor does not have any homeownership units that were assisted by the former Redevelopment Agency or the Housing Successor.
5.X.a
Packet Pg. 982 Attachment: Attachment A-Annual Summary Report-LMIHAF 23-24 [Revision 3] (6696 : Low-Moderate Report) Redevelopment Successor
Agency Report
City Council Meeting: December 17, 2024
Agenda Item: 5.Y
1 of 5
To: Redevelopment Successor Agency
From: David Martin, Director, Administration
Subject: Approval of Annual Recognized Obligation Payment Schedule (ROPS) Recommended Action
Staff recommends that the Redevelopment Successor Agency:
1. Adopt resolutions approving the Agency’s recognized obligation payment schedule and administrative budget for July 1, 2025 through June 30, 2026.
2. Adopt a finding that the recognized obligation payment schedule is not a “project” subject to the California Environmental Quality Act (CEQA).
Summary
The Santa Monica Redevelopment Successor Agency (Successor Agency) is required to prepare and adopt an annual Recognized Obligation Payment Schedule (ROPS) and Administrative Budget, which is subject to approval by the Third Supervisorial District Consolidated Oversight Board prior to being submitted to the California Department of Finance (DOF) and the Los Angeles County Auditor-Controller no later than February 1 of each year. The DOF-approved ROPS and Administrative Budget for fiscal year 2025- 26 provides the basis for the County Auditor-Controller to remit Redevelopment Property Tax Trust Funds (RPTTF) to the Successor Agency and authorize the Successor Agency to make scheduled payments for enforceable obligations for the period July 1, 2025 through June 30, 2026.
Discussion
Following the elimination of Redevelopment Agencies in 2012, under California Health and Safety Code (HSC) Section 34177, the City of Santa Monica elected to serve as the Successor Agency to the Redevelopment Agency, established the Santa Monica
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Redevelopment Successor Agency (Successor Agency) to administer outstanding enforceable obligations and comply with necessary state regulations, and designated the City Council as the Governing Board of the Successor Agency. Additionally, Per ABX1 26, the Santa Monica Redevelopment Successor Agency Oversight Board was established to oversee certain fiscal management matters and assets of the former redevelopment agency, except for affordable housing. Per SB 107, on July 1, 2018, each of the 71 Oversight Boards in Los Angeles County were consolidated into five Consolidated Oversight Boards organized by supervisorial district. The Third Supervisorial District Consolidated Oversight Board has jurisdiction over the Santa Monica Successor Agency.
In compliance with the statewide elimination of all Redevelopment Agencies in 2012, the Successor Agency is required to prepare a ROPS and corresponding administrative budget on a yearly basis. The ROPS identifies the former redevelopment agency’s enforceable obligations and the agency’s administrative costs. The ROPS also identifies the sources of payment for the obligations, including bond proceeds, interest income, and distributions of tax increment revenue from the State’s Redevelopment Property Tax Trust Fund (RPTTF). Before submission to the California Department of Finance (DOF) and the Los Angeles County Auditor-Controller, no later than February 1 of each year, both the Successor Agency and the Third Supervisorial District Consolidated Oversight Board must approve the ROPS and Administrative Budget.
The ROPS 2025-26 includes Successor Agency enforceable obligations of $17,004,737 and an Administrative Budget of $64,416 covering July 1, 2025 to June 30, 2026. All proposed enforceable obligations have been previously listed and approved for payment on a previous ROPS. In addition, all enforceable obligations have received final and conclusive determinations from the DOF. Staff recommends that the Successor Agency adopt the proposed resolutions (Attachments A and B) authorizing the submission of the ROPS 2025-26 and Administrative Budget to both the DOF and the County Auditor-Controller.
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One of the enforceable obligations included in the ROPS, the Bank of America Term Loan, is subject to semi-annual payments based on floating interest rates. On November 21, 2014 DOF issued a letter notifying the Successor Agency of its final and conclusive approval of the Bank of America Term Loan as an enforceable obligation (Attachment C). Pursuant to a November 7, 2024 letter from Bank of America (Attachment F), the 6-month LIBOR Rate previously used to set interest payments is no longer available. Therefore, interest will be reset at a fluctuating rate of interest equal to the Federal Funds Rate plus 1.7% per annum. Payments will continue to be due on January 15 and July 15 of each year. As interest rates are uncertain, the payments are estimated based on the actual Federal Funds Rate published on November 20, 2024 plus a 2 percent escalation in order to ensure sufficient funding is available to make the next payments. Should the final interest payment be less than forecasted, any excess RPTTF would be recovered through the prior period adjustment process.
Under AB 26 and SB 107, the Agency may receive an administrative cost allowance (ACA) of up to three percent of the property tax allocated to the Agency the prior fiscal year less the prior year administrative cost allowance. Furthermore, the ACA shall not exceed fifty percent of the RPTTF distributed to pay enforceable obligations in the preceding year and shall be based upon an approved Administrative Budget which justifies the ACA. Based on the estimated property tax allocation to the Successor Agency, the ACA of $64,416 is within the cap of $414,143 for fiscal year 2025-26 and is included as an enforceable obligation on the ROPS 2025-26 (see Attachment A, Exhibit 1, Item 30).
Environmental Review
The approval of the ROPS 2025-26 is not a “project” subject to CEQA, as it is administrative in nature. Pursuant to CEQA Section 21065, the project does not meet the definition of a “project” subject to CEQA as it will not “cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment”. Additionally, per Section 15378(b) of the CEQA Guidelines, a “project” does not include organizational or administrative activities of governments that will not
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result in direct or indirect physical changes in the environment. Therefore, the adoption of the ROPS is not subject to CEQA.
Next Steps
The Third Supervisorial District Consolidated Oversight Board (Consolidated Oversight Board), which has jurisdiction over the Santa Monica Successor Agency, is meeting on January 7, 2025 and will be asked to approve the Successor Agency’s ROPS 2025-26 and administrative budget, for the period July 1, 2025 through June 30, 2026, and authorize the transmittal to the Department of Finance for approval. The ROPS 2025- 26, as approved by the Consolidated Oversight Board, must be sent to the State Controller’s Office and the Department of Finance and posted on the Successor Agency’s website no later than February 1, 2025. The Department of Finance must make its determination regarding the ROPS 2025-26 no later than April 15, 2025.
Financial Impacts and Budget Actions
On June 1, 2025 and January 2, 2026, the Los Angeles County Auditor-Controller will transfer property taxes into the Successor Agency’s cash account from which the Agency will pay enforceable obligations listed on the approved ROPS 2025-26. Before the distributions take place, the DOF must issue a determination letter with the total RPTTF revenues to be disbursed for enforceable obligations along with a final administrative cost allowance cap amount.
Prepared By: Denise Smith, Principal Administrative Analyst Approved Forwarded to Council
Attachments:
A. SA Attachment A - ROPS 25-26
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B. SA Attachment B - ROPS 25-26 - Admin Budget
C. SA Attachment C - Letter from DOF
D. SA Attachment D - Credit Agreement
E. SA Attachment E - BofA Letter
F. SA Attachment F - BofA letter (2024)
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Packet Pg. 987
Successor Agency Meeting: December 17, 2024 Santa Monica, California RESOLUTION NO. (SA)
A RESOLUTION OF THE SANTA MONICA REDEVELOPMENT SUCCESSOR AGENCY
APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE FOR THE PERIOD JULY 1, 2025 THROUGH JUNE 30, 2026
WHEREAS, pursuant to ABx 1 26, enacted on June 28, 2011, and as subsequently amended by AB 1484, SB 341, and SB 107 ("Dissolution Act"), the Redevelopment Agency to the City of Santa Monica was dissolved as of February 1, 2012, and the City of Santa Monica elected to serve as the Successor Agency to the former Redevelopment Agency to the City of Santa Monica (“Successor Agency”); and
WHEREAS, pursuant to Health and Safety Code Section 34179 (q), commencing on and after July 1, 2018, in the County of Los Angeles, where more than 40 oversight boards were created by the Dissolution Act, the oversight boards were consolidated into five consolidated oversight boards each encompassing one of the County’s five supervisorial districts; and WHEREAS, the Third Supervisorial District Consolidated Oversight Board ("Third District Consolidated Oversight Board") has jurisdiction over the Successor Agency of the Former Redevelopment Agency to the City of Santa Monica; and
WHEREAS, Section 34177(a)(3) of the Health and Safety Code, as reformed by the California Supreme Court in California Redevelopment Association v. Matosantos (2011) 53 Cal. 4th 231, provides that commencing on May 1, 2012, only those payments listed in a Recognized Obligation Payment Schedule (“ROPS”) may be made by the Successor Agency from the funds specified in the ROPS; and
WHEREAS, Section 34177(o) of the Health and Safety Code requires that the Successor Agency submit an oversight board-approved ROPS to the Department of Finance (“DOF”) and
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Packet Pg. 988 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and County Auditor-Controller (“CAC”) no later than February 1 of each year, commencing February 1, 2016; and
WHEREAS, the Third District Consolidated Oversight Board is scheduled to hold a regular meeting on January 7, 2025; and
WHEREAS, the Third District Consolidated Oversight Board is scheduled to review and duly consider the Recognized Obligation Payment Schedule for the period July 2025 – June 2026, inclusive, attached as Exhibit 1, and other written evidence presented at the meeting, if any; and
WHEREAS, under Title 14 of the California Code of Regulations, Section 15061(b)(3), the approval of the FY 2025-26 ROPS is exempt from the requirements of the California Environmental Quality Act (“CEQA”), in that it can be seen with certainty that there is no possibility that the FY 2025-26 ROPS will have any significant effect on the environment.
NOW THEREFORE, THE SUCCESSOR AGENCY DOES HEREBY RESOLVE AND FIND AS FOLLOWS:
SECTION 1. The Successor Agency hereby finds and determines that the foregoing recitals are true and correct.
SECTION 2. The Successor Agency hereby approves and adopts the Recognized Obligation Payment Schedule for the period July 2025 – June 2026, inclusive, attached hereto as Exhibit 1 (referenced hereinafter as “the Recognized Obligation Payment Schedule”).
SECTION 3. The Successor Agency authorizes the Community Development Director to:
(1) Submit the Recognized Obligation Payment Schedule to the County Auditor-Controller for review;
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Packet Pg. 989 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and and
(2) Submit an electronic copy of the Recognized Obligation Payment Schedule to the State Department of Finance for approval; and Designate a Successor Agency representative to respond to all questions related to the Recognized Obligation Payment Schedule; and (3) Take such other actions and execute such other documents as are appropriate to effectuate the intent of this Resolution.
SECTION 4. The Secretary of the Successor Agency shall certify the adoption of this Resolution and thenceforth and thereafter the same shall be in full force and effect.
APPROVED AS TO FORM:
DOUGLAS SLOAN
Successor Agency Counsel
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Packet Pg. 990 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Exhibit 1
Recognized Obligation Payment Schedule (ROPS 25-26)
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Packet Pg. 991 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and 25-26A (July - December) 25-26B (January - June)
Fund Sources Fund Sources
Ite
m #
Project
Name/Debt
Obligation
Obligation
Type
Agreem
ent
Executi
on Date
Agreem
ent
Termina
tion
Date Payee Description
Project
Area
Total
Outstanding
Debt or
Obligation
Retir
ed?
ROPS
24-25
Total
Bo
nd
Pr
oc
ee
ds
Rese
rve
Bala
nce
Oth
er
Fun
ds RPTTF
Admin
RPPTF
Period A
Total
Bo
nd
Pro
cee
ds
Rese
rve
Bala
nce
Other
Funds RPTTF
Adm
in
RPP
TF
Period B
Total
222,766,017 - - - - 8,487,616 64,416 8,552,032 - - 3,300,000 5,217,121 - 8,517,121 1 2011 Earthquake
RDA Bonds
Bonds Issued
After 12/31/10
06/07/
11 07/01/4
2 Union Bank Bond Payment Earthqu
ake
66,609,999
N
2,262,413 2,262,413 -
2 2006 Earthquake
RDA Series A
Bonds
Bonds Issued
On or Before
12/31/10
04/27/
06 07/01/2
9 Union Bank Bond Payment Earthqu
ake
21,789,219
N
4,368,570 4,368,570 -
13 Bank of America
Term Loan
Third-Party
Loans
05/08/
08 07/15/2
8 Bank of
America
Bank of America
Loan Payment
Earthqu
ake 12,831,599
N
1,853,333 1,853,333 1,917,121 1,917,121
24 Arizona and 4th
Notes
Miscellaneous 10/13/
10 01/01/4
2 Multiple
entities
Mixed-use
development with
public plaza and
underground
parking
Earthqu
ake
58,500,000
N
- 3,300,000 3,300,000
30 Successor
Administrative
Cost Allowance
Admin Costs 02/01/
12 06/30/1
4 Successor
Agency
3% Administration
Costs
All
4,500,000 64,416 64,416 -
34 Bond Trustee
Fees- 2011
Earthquake RDA
Bonds
Fees 06/07/
11 07/01/4
2 Union Bank of
California
Annual Bond
Administrative Fees
Earthqu
ake
32,000 N
2,000 2,000 -
35 Bond Trustee
Fees- 2006
Earthquake RDA
Series A Bonds
Fees 04/27/
06 07/01/2
9 Union Bank of
California
Annual Bond
Administrative Fees
Earthqu
ake
3,200 N
1,300 1,300 -
40 Arizona and 4thReimbursement
Agreement
Miscellaneous 06/23/
10 01/01/4
2 City of Santa
Monica
Mixed-use
development with
public plaza and
underground
parking
Earthqu
ake
58,500,000 N
- 3,300,000 3,300,000
Santa Monica ROPS 2025-26 - Report of Cash Balances
July 1, 2022 through June 30, 2023
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Packet Pg. 992 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized ROPS 22-23 Cash Balances
(07/01/22 - 06/30/23) Comments
Fund Sources
Bond Proceeds Reserve Balance Other Funds RPTTF
Bonds
issued
on or
before
12/31/1
0 Bonds issued on
or after
01/01/11
Prior ROPS RPTTF and
Reserve Balances
retained for future
period(s)
Rent, Grants,
Interest, etc.
Non-Admin and Admin
1 Beginning Available Cash Balance
(Actual 07/01/22) RPTTF amount
should exclude "A" period
distribution amount
- 2,263,233 - 2,570,432 -
2 Revenue/Income (Actual
06/30/23)
RPTTF amount should tie to the
ROPS 22-23 total distribution from
the County Auditor-Controller
- 6,129 - 5,258 13,205,776 D2 and F2 are for interest earned 3 Expenditures for ROPS 22-23
Enforceable Obligations (Actual
06/30/23)
- - - 673,598 13,036,770
4 Retention of Available Cash
Balance (Actual 06/30/23) RPTTF
amount retained should only
include the amounts distributed as
reserve for future period(s)
- 2,269,362 -
5 ROPS 22-23 RPTTF Prior Period
Adjustment
RPTTF amount should tie to the
Agency's ROPS 22-23 PPA form
submitted to the CAC
No
entry
required
169,006
6 Ending Actual Available Cash
Balance (06/30/23) C to F = (1 + 2 -
3 - 4), G = (1 + 2 - 3 - 4 - 5)
- - - 1,902,091 0 F6 includes Other Funds authorized for use in future periods.
2,071,097 Actual amount available for future ROPS
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Packet Pg. 993 Attachment: SA Attachment A - ROPS 25-26 [Revision 2] (6657 : Approval of Annual Recognized Successor Agency Meeting: December 17, 2024 Santa Monica, California RESOLUTION NO. ______ (SA)
A RESOLUTION OF THE SANTA MONICA REDEVELOPMENT SUCCESSOR AGENCY
APPROVING THE ADMINISTRATIVE BUDGET FOR THE SUCCESSOR AGENCY OF THE
FORMER REDEVELOPMENT AGENCY TO THE CITY OF SANTA MONICA FOR THE PERIOD JULY 1, 2025 THROUGH JUNE 30, 2026
WHEREAS, pursuant to ABx 1 26, enacted on June 28, 2011, and as subsequently amended by AB 1484, SB 341, and SB 107 ("Dissolution Act"), the Redevelopment Agency to the City of Santa Monica was dissolved as of February 1, 2012, and the City of Santa Monica elected to serve as the Successor Agency to the former Redevelopment Agency to the City of Santa Monica (“Successor Agency”); and
WHEREAS, pursuant to Health and Safety Code Section 34179 (q), commencing on and after July 1, 2018, in the County of Los Angeles, where more than 40 oversight boards were created by the Dissolution Act, the oversight boards were consolidated into five consolidated oversight boards each encompassing one of the County’s five supervisorial districts; and WHEREAS, the Third Supervisorial District Consolidated Oversight Board ("Third District Consolidated Oversight Board") has jurisdiction over the Successor Agency of the Former Redevelopment Agency to the City of Santa Monica; and
WHEREAS, Section 34177(j) of the Health and Safety Code, provides that the Successor Agency shall prepare an administrative budget (“Administrative Budget”) and submit it to the Oversight Board of the Successor Agency for its approval; and WHEREAS, the Administrative Budget shall include the following:
(1) Estimated amounts for successor agency administrative costs for the upcoming annual fiscal period;
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Packet Pg. 994 Attachment: SA Attachment B - ROPS 25-26 - Admin Budget [Revision 1] (6657 : Approval of Annual Recognized Obligation Payment Schedule (2) Proposed sources of payment for the costs identified in subparagraph (1); (3) Proposals for arrangements for administrative and operations services provided by a city, county, city and county, or other entity; and
WHEREAS, on February 2, 2012, the Successor Agency approved a Reimbursement Agreement by and between the City of Santa Monica and Successor Agency, Contract No. 9549 (CCS/RAS/SA), in accordance with Section 34171(d)(1)(F) of the California Health and Safety Code; and
WHEREAS, Section 34177(k) of the California Health and Safety Code requires the Successor Agency to provide administrative cost estimates, from its approved Administrative Budget, that are to be paid from property tax revenues deposited in the Redevelopment Property Tax Trust Fund, to the Los Angeles County Auditor-Controller for each six-month fiscal period; and
WHEREAS, under Title 14 of the California Code of Regulations, Section 15061(b)(3), the approval of the Administrative Budget is exempt from the requirements of the California Environmental Quality Act (“CEQA”), in that it is not a project as the adoption of the Administrative Budget will not have the potential of causing a significant environmental effect and it can be seen with certainty that there is no possibility that the adoption of the Administrative Budget will have any significant effect on the environment; and
WHEREAS, the Third District Consolidated Oversight Board is scheduled to hold a regular meeting on January 7, 2025; and
WHEREAS, the Third District Consolidated Oversight Board is schedule to review and duly considered the Administrative Budget for the period July 2025 – June 2026, inclusive, attached as Exhibit 1, and other written evidence presented at the meeting.
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Packet Pg. 995 Attachment: SA Attachment B - ROPS 25-26 - Admin Budget [Revision 1] (6657 : Approval of Annual Recognized Obligation Payment Schedule
NOW THEREFORE, THE SUCCESSOR AGENCY DOES HEREBY RESOLVE AND FIND AS FOLLOWS:
SECTION 1. The Successor Agency hereby finds and determines that the foregoing recitals are true and correct.
SECTION 2. The Successor Agency hereby approves and adopts the Administrative Budget for the period July 2025 – June 2026, inclusive, attached hereto as Exhibit 1.
SECTION 3. The Successor Agency authorizes the Community Development Director to:
(1) Provide an administrative cost estimate to the County Auditor-Controller for the period July 2025 – June 2026, inclusive, based upon the approved Administrative Budget; and
(2) Submit the Administrative Budget to the Department of Finance; and (3) Take such other actions and execute such other documents as are appropriate to effectuate the intent of this Resolution and to implement the Administrative Budget on behalf of the Successor Agency.
SECTION 4. The Secretary of the Successor Agency shall certify the adoption of this Resolution and thenceforth and thereafter the same shall be in full force and effect.
APPROVED AS TO FORM:
_____________________________
DOUGLAS SLOAN
Successor Agency Counsel
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Packet Pg. 996 Attachment: SA Attachment B - ROPS 25-26 - Admin Budget [Revision 1] (6657 : Approval of Annual Recognized Obligation Payment Schedule Exhibit 1
Successor Agency Administrative Budget
July 1, 2025 to June 30, 2026
SUCCESSOR AGENCY ADMINISTRATIVE BUDGET
July 1, 2025 to June 30, 2026
Department/Responsibilities
Community Development Oversees Successor Agency, prepares ROPS, PPA and acts as liaison to the Consolidated Oversight Board, Department of Finance, and County Auditor-Controller. Works with Finance to facilitate payments of enforceable obligations and maintain records of Successor Agency.
POSITION (percent allocation) Budget
PRINCIPAL ADMINISTRATIVE ANALYST (10%) $22,899
SENIOR ADMINISTRATIVE ANALYST (5%) $9,687
DIRECTOR OF COMMUNITY DEVELOPMENT (1%) $2,114
TOTAL COMMUNITY DEVELOPMENT $34,700
Finance Processes Successor Agency payments for enforceable obligations, records accounting, oversees financial audit.
POSITION (percent allocation) Budget
DIRECTOR OF FINANCE (.5%) $2,064
ACCOUNTING MANAGER (1%) $3,117
FINANCIAL REPORTING SUPERVISOR (1%) $2,151
TREASURY OPERATIONS SUPERVISOR (1%) $1,515
TOTAL FINANCE $8,847
City Attorney's Office Legal review of all Successor Agency actions, staff reports, resolutions, and reporting obligations.
Attends Successor Agency and Oversight Board meetings.
POSITION (percent allocation) Budget
DEPUTY CITY ATTORNEY III (1%) $4,687
TOTAL CITY ATTORNEY'S OFFICE $4,687
Records and Elections
Services
Facilitates Successor Agency meetings, agendas, and minutes.
POSITION (percent allocation) Budget
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Packet Pg. 997 Attachment: SA Attachment B - ROPS 25-26 - Admin Budget [Revision 1] (6657 : Approval of Annual Recognized Obligation Payment Schedule
DEPUTY CITY CLERK (
1%)$1,479
TOTAL CITY ATTORNEY'S OFFICE$1,479
Staffing Budget$49,713
Supplies and Expenses
Financial Consulting
Services
$7,262
Audit Services$7,441
Insurance$-
Computer
Equipment/Software
$-
Supplies and Expenses
Budget
$14,703
Total Budget$64,416
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Packet Pg. 998 Attachment: SA Attachment B - ROPS 25-26 - Admin Budget [Revision 1] (6657 : Approval of Annual Recognized Obligation Payment Schedule Attachment C
November 21, 2014 letter from the California Department of Finance
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Packet Pg. 999 Attachment: SA Attachment C - Letter from DOF (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
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Packet Pg. 1000 Attachment: SA Attachment C - Letter from DOF (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
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Packet Pg. 1001 Attachment: SA Attachment C - Letter from DOF (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Attachment D
May 1, 2008 Credit Agreement with Bank of America
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Packet Pg. 1002 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
CREDIT AGREEMENT
This Agreement dated as of May 1, 2008, is between Bank of America, N.A. (the "Bank") and the Redevelopment Agency of the City of Santa Monica, a public body corporate and politic (the "Borrower'').
1. LINE OF CREDIT; AMOUNT AND TERMS
1.1 Line of Credit.
(a) During the availability period described below, the Bank will provide a line of credit (the "Line of Credit") to the Borrower. The amount of the Line of Credit ("Commitment") is Fifty Million Dollars ($50,000,000.00). (b) At any time during the availability period, Borrower may request that the initial Commitment be increased to a total Commitment of up to $75,000,000, which is the maximum commitment amount under this Agreement.
Such request of the Borrower must be in the form attached hereto as Exhibit "B" and must be accompanied by the most recent financial information of Borrower set forth in Sections 8.2(a) and (b). Within thirty (30) days following the receipt of such request and accompanying information, and receipt of such other information as the Bank may reasonably request, the Bank shall send written notice to Borrower of its election to increase or not increase the Commitment; provided, that if the Bank fails to send such notice, the Bank shall be deemed to have denied the requested increase.
Any increase to the Commitment is subject to, but not limited to, the conditions that (i) On or before the date the increased Commitment becomes available, Borrower shall pay an additional loan fee equal to .05% of the amount of the increase to the Commitment;
(ii) Borrower and Lender shall enter into an Amendment to Credit Agreement in the form attached hereto as Exhibit "C";
(iii) No Event of Default (as defined in Section 9 of this Agreement) or event which with the passage of time, the giving of notice or both, would constitute an Event of Default has occurred and is continuing under this Agreement;
(iv) No Material Adverse Change has occurred; and
(v) No litigation or governmental action that purports to have a Material Adverse Change shall have occurred and be continuing.
For purposes of this Agreement, the terms "Material Adverse Change" and "Material Adverse Effect" have the following meanings:
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Packet Pg. 1003 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and "Material Adverse Change" shall mean the occurrence of any event or change resulting in a material and adverse change in the business, financial condition or operations of the Borrower with respect to the Project Area that materially and adversely affects the ability of the Borrower to collect sufficient Pledged Revenues to pay its obligations hereunder and under any other Parity Debt when due or which materially and adversely affects the enforceability of this Agreement or the ability of the Borrower to perform its obligations hereunder.
"Material Adverse Effect" means a materially adverse effect on the Borrower's ability to collect sufficient Pledged Revenues to pay its obligations hereunder and under any other Parity Debt when due or on the Borrower's ability to perform its obligations under this Agreement.
(c) At any time after May 1, 2009, the Borrower may elect to reduce the Commitment by giving the Bank at least 10 Business Days written notice of such election specifying the amount of the Commitment to be maintained and the date on which the Commitment will be reduced.
(d) This is a revolving Line of Credit solely to provide financing for housing activities eligible for funding from the Borrower's Low and Moderate Income Housing Fund funded from the Earthquake Recovery Redevelopment Project Area (the "Project").
During the availability period, Borrower may repay and reborrow principal amounts repaid; provided, that the outstanding principal amount may not exceed the amount of the Commitment at any time; provided that the Commitment shall be reduced by any amounts that are converted to Term Loans.
(e) Each advance of the Commitment (each an "Advance") shall be subject to all of the conditions set forth in Section 6.
1.2 Availability Period.
(a) Initial Expiration Date. The Line of Credit is available between the date of this Agreement and June 1, 2013 (the "Availability Period") or such earlier date as the availability may terminate as provided in this Agreement or such later date if the Line of Credit is extended pursuant to Section 1.2(b) (the "Expiration Date"). (b) Extensions. On any date on or after March 1, 201 0 and at least one year prior to the Expiration Date then in effect and not more frequently than once per year, the Borrower may request a one, two or three-year extension of the Availability Period and the Expiration Date; provided, that (i) the Availability Period may not exceed five years from the date the extension is requested and (ii) the Availability Period may not be extended beyond June 1, 2016 and the Expiration Date may not be extended beyond June 1, 2031. Such request must be in writing and must be accompanied by the following:
(i) Annual cash flow projections for the Borrower for the proposed extension period, together with the assumptions made in preparation of such cash flow projections; (ii) The most recent Five-Year Implementation Plan for the Earthquake Recovery Redevelopment Project Area (the "Project Area"); -2- 5/13/08
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Packet Pg. 1004 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (iii) The most recent fiscal consultant's report with respect to the Project Area; (iv) The most recent Annual Report and any other disclosure provided by the Borrower pursuant to the Continuing Disclosure Certificate dated April 27, 2006 (the "Continuing Disclosure Certificate") with respect to the Borrower's Senior Debt; and (v) Most recently available audited annual financial statements.
Within thirty (30) days following the Bank's receipt of the foregoing and any other documents and information reasonably requested by the Bank, the Bank shall send written notice to Borrower of its election to extend or not to extend the Expiration Date; provided, that if the Bank fails to send such notice, the Bank shall be deemed to have denied the requested extension.
Any extension is subject to, but not limited to, the conditions that:
(A) No Event of Default or event which with the passage of time, the giving of notice, or both, would constitute an Event of Default has occurred and is continuing under this Agreement;
(B) No Material Adverse Change has occurred with respect to the Borrower; and
(C) No litigation or governmental action that purports to have a Material Adverse Change on the Borrower shall have occurred and be continuing.
1.3 Prime Rate Defined. The Prime Rate is the rate of interest publicly announced frorn time to time by the Bank as its Prime Rate. The Prime Rate is set by the Bank based on various factors, including the Bank's costs and desired return, general economic conditions and other factors, and is used as a reference point for pricing some loans. The Bank may price loans to its customers at, above, or below the Prime Rate. Any change in the Prime Rate shall take effect at the opening of business on the day specified in the public announcement of a change in the Bank's Prime Rate.
1.4 Interest Rate; Optional Interest Rates. Unless the Borrower elects one of the optional interest rates described below, the interest rate is a rate per year equal to (i) during the Availability Period, the LIBOR Rate plus .55% for a one-month period and (ii) during the TermOut Period, the LIBOR Rate plus 1.25% for a one-month period. The optional interest rates shall be subject to the terms and conditions described later in this Agreement. Any principal amount bearing interest at an optional rate under this Agreement is referred to as a "Portion." The following optional interest rates are available:
(a) During the Availability Period, (i) the Prime Rate less 2.0%; (ii) the LIBOR Rate plus .55% during interest periods elected by Borrower pursuant to Section 2.2 below; and (iii) the IBOR Rate plus .55% during the interest periods elected by Borrower pursuant to Section 2.3 below; or, at the Borrower's election and upon delivery of an opinion of nationally recognized bond counsel in form and content acceptable to Bank, Borrower may elect a tax-exempt rate equal to 62.347% of the LIBOR Rate plus 1.47% or the 62.347% of the Prime Rate less 0.12%; and
-3- 5/13/08
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Packet Pg. 1005 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (b) During the Term-Out Period, (i) the Prime Rate less 1.30%; (ii) the LIBOR Rate plus 1.25% during interest periods elected by Borrower pursuant to Section 2.2 below; and (iii) the IBOR Rate plus 1.25% during the interest periods elected by Borrower pursuant to Section 2.3 below; or, at the Borrower's election and upon delivery of an opinion of nationally recognized bond counsel in form and content acceptable to Bank, Borrower may elect a tax-exempt rate equal to 62.347% of the LIBOR Rate in effect on the Conversion Date (as defined below) plus 1.91% or 62.347% of the Prime Rate plus .32%.
(c) In the event that the Borrower's long-term rating for the Senior Debt for the Project Area is reduced below BBB+ by Standard & Poor's Rating Service or below BBB+/Baa1/BBB+ by any two of Standard & Poor's Rating Service, Moody's Investors Service or Fitch Ratings, respectively, the interest rate during the Availability Period will be increased to the Prime Rate less 1.75% or.80% over the LIBOR Rate or IBOR Rate, as applicable, or for loans bearing interest at a tax-exempt rate, 62.347% of the LIBOR Rate plus 1.63% or 62.347% of the Prime Rate plus 0.04% and the interest rate for Term Loans will be increased to the Prime Rate less 1.00% or 1.55% over the LIBOR Rate or IBOR Rate, as applicable or for loans bearing interest at a tax-exempt rate, 62.347% of the LIBOR Rate plus 2.10% or 62.347% of the Prime Rate plus 0.51%. Notwithstanding the foregoing, the Borrower shall have the right to obtain from the above-referenced rating agencies, a rating with respect to the Pledged Revenues, which if rated BBB+ from Standard & Poor's or BBB+/Baa1/BBB+ by any two of such rating agencies shall restore the spread over the Prime Rate, the LIBOR Rate or IBOR Rate during the Availability and the Term-Out Period to the prior rate before the downgrade by such rating agencies.
(d) In the event LIBOR rates are not available pursuant to Section 2.2(g) or
2.3(f), the Borrower may elect a Fed Funds Rate pursuant to Section 2.4.
1.5 Repayment Terms.
(a) Interest Payments. Interest shall accrue from the date the Portion is advanced to the Borrower and shall be paid in arrears commencing on July 1, 2008 and quarterly thereafter; provided, that with respect to Portions, the Borrower will pay interest on the final day of the interest period for each Portion with an interest period of less than 90 days, and if the interest period applicable to any Portion is 90 days or more, the Borrower shall pay interest quarterly and on the final day of the applicable interest period. In all cases, interest shall be paid on all outstanding amounts until payment in full of any principal outstanding under the Line of Credit. Interest shall be calculated on the basis of a 360-day year and actual days elapsed.
(b) Principal Repayment.
(i) Except as provided in subsections (ii) and (iii) below, the Borrower will repay in full all remaining principal and any unpaid interest or other charges outstanding under the Line of Credit no later than the Expiration Date (the "Line of Credit Maturity Date"). Any interest period for a LIBOR-based interest rate (as described below) shall expire no later than the Line of Credit Maturity Date. -4- 5/13/08
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Packet Pg. 1006 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (ii) To the extent that Borrower receives cash proceeds from the sale or refinance of any Borrower owned asset financed with the proceeds of the Line of Credit and such cash proceeds are not reinvested in the Project within 180 days upon such sale or refinance, Borrower shall repay a portion of the outstanding principal amount of the Line of Credit on the last day of next Interest Rate Period for Advances bearing interest at a LIBOR Rate or IBOR Rate or on the first day of the next succeeding month for Advances bearing interest at the Prime Rate.
(iii) (A) Term-Out Period. At any time during the Availability Period, subject to the conditions set forth below, the Borrower may elect to convert all or a portion of the outstanding principal amount .of the Line of Credit to a permanent loan with a maturity date the earlier of (a) fifteen years plus the remaining term of the Availability Period and (b) fifteen years after the end of the Availability Period (the "Term-Out Maturity Date").
The period between the Conversion Date and the Term-Out Maturity Date for each amount so converted is referred to as the "Term-Out Period." Each amount so converted is referred to as a "Term Loan."
(B) Payment during Term-Out Period. During the Term-Out Period, the Borrower shall make equal semi-annual payments of principal plus accrued interest with respect to each Term Loan on January 15 and July 15 of each year, and the Borrower will repay in full all remaining principal and any unpaid interest or other charges outstanding with respect to each Term Loan no later than Term-Out Maturity Date. (C) Conversion to Term-Out Period. Upon not less than ten days written notice to Lender in the form attached hereto as Exhibit "D", Borrower may elect to convert not less than $5,000,000 of the outstanding principal of the Line of Credit to a Term Loan. The conversion notice shall include the amount to be converted to a Term Loan and the date upon which the amount is to be converted (the "Conversion Date").
Any conversion is subject to, but not limited to, the conditions that:
(1) No Event of Default or event which with the passage of time and giving notice, or both, would constitute an Event of Default has occurred and is continuing under this Agreement;
(2) The Conversion Date shall be the last day of all Portions that are to be converted to a Term Loan on such date; and
(3) Upon each conversion, the Commitment available to be drawn down by Borrower shall be reduced by the amount of such Term Loan.
(c) Notice of Amount Due. At least 5 business days prior to each interest or principal payment date, the Bank shall provide the Borrower with written notice containing a calculation of the principal and interest due on each Portion on such date.
2. OPTIONAL INTEREST RATES
2.1 Optional Rates. Each optional interest rate is a rate per year. Interest will be paid as provided in Section 1.4. At the end of any interest period, the Borrower shall be -5- 5/13/08
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Packet Pg. 1007 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and deemed to have elected for the Portion a new interest rate based on the same optional interest rate program for a one-month period, unless the Borrower provides different instructions to Lender at least three days prior to the end of such interest period if Borrower elects a LIBORbased interest rate or at least one Business Day prior to the end of such interest period if Borrower elects an IBOR-based interest rate or a Prime Rate-based interest rate. No Portion will be converted to a different interest rate during the applicable interest period.
2.2 LIBOR Rate. The election of LIBOR Rates shall be subject to the following terms and requirements:
(a) The interest period during which the LIBOR Rate will be in effect will be one week, or one, three or six months as selected by Borrower. The first day of the interest period must be a day other than a Saturday or a Sunday on which the Bank is open for business in New York and London and dealing in offshore dollars (a "LIBOR Banking Day"). The last day of the interest period and the actual number of days during the interest period will be determined by the Bank using the practices of the London inter-bank market.
(b) Each LIB OR Rate Portion will be for an amount not less than Five Hundred Thousand Dollars ($500,000).
(c) The "LIBOR Rate" means the interest rate determined by the following formula, rounded upward to the nearest 1/100 of one percent. (All amounts in the calculation will be determined by the Bank as of the first day of the interest period.) Where,
LIBOR Rate= London Inter-Bank Offered Rate
(1.00- Reserve Percentage)
(i) "London Inter-Bank Offered Rate" means the average per annum interest rate at which U.S. dollar deposits would be offered for the applicable interest period by major banks in the London inter-bank market, as shown on the Telerate Page 3750 (or any successor page) at approximately 11:00 a.m.
London time two (2) London Banking Days before the commencement of the interest period. If such rate does not appear on the Telerate Page 3750 (or any successor page), the rate for that interest period will be determined by such alternate method as reasonably selected by Bank. A "London Banking Day" is a day on which the Bank's London Banking Center is open for business and dealing in offshore dollars.
(ii) "Reserve Percentage" means the total of the maximum reserve percentages for determining the reserves to be maintained by member banks of the Federal Reserve System for Eurocurrency Liabilities, as defined in Federal Reserve Board Regulation D, rounded upward to the nearest 1/100 of one percent. The percentage will be expressed as a decimal, and will include, but not be limited to, marginal, emergency, supplemental, special, and other reserve percentages.
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Packet Pg. 1008 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (d) The Borrower shall irrevocably request a LIBOR Rate Portion no later than 12:00 noon Los Angeles time on the LIBOR Banking Day preceding the day on which the London Inter-Bank Offered Rate will be set, as specified above. For example, if there are no intervening holidays or weekend days in any of the relevant locations, the request must be made at least three days before the LIBOR Rate takes effect. (e) Each prepayment of a LIBOR Rate Portion, whether voluntary, by reason of acceleration or otherwise, will be accompanied by the amount of accrued interest on the amount prepaid and a prepayment fee as described below. A "prepayment" is a payment of an amount on a date earlier than the scheduled payment date for such amount as required by this Agreement.
(f) The prepayment fee shall be equal to the amount (if any) by which:
(i) The additional interest which would have been payable during the interest period on the amount prepaid had it not been prepaid, exceeds (ii) The interest which would have been recoverable by the Bank by placing the amount prepaid on deposit in the domestic certificate of deposit market, the Eurodollar deposit market, or other appropriate money market selected by the Bank and communicated to the Borrower, for a period starting on the date on which it was prepaid and ending on the last day of the interest period for such Portion (or the scheduled payment date for the amount prepaid, if earlier).
(g) The Bank will have no obligation to accept an election for a LIBOR Rate Portion if any of the following described events has occurred and is continuing:
(i) Dollar deposits in the principal amount, and for periods equal to the interest period, of a LIBOR Rate Portion are not available in the London interbank market; or (ii) The LIBOR Rate does not accurately reflect the cost of a LIBOR Rate Portion.
2.3 IBOR Rate. The election of IBOR Rates shall be subject to the following terms and requirements:
(a) The interest period during which the IBOR Rate will be in effect will be from one to fourteen days, one week, or one, three or six months. The last day of the interest period will be determined by the Bank using the practices of the offshore dollar inter -bank market.
(b) Each IBOR Rate Portion will be for an amount not less than One Hundred Thousand Dollars ($100,000).
(c) The "IBOR Rate" means the interest rate determined by the following formula, rounded upward to the nearest 1/100 of one percent. (All amounts in the calculation will be determined by the Bank as of the first day of the interest period.) -7- 5/13/08
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Packet Pg. 1009 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and IBOR Rate= IBOR Base Rate
(1.00- Reserve Percentage)
Where,
(i) "IBOR Base Rate" means the interest rate at which the Bank's Grand Cayman Banking Center, Grand Cayman, British West Indies, would offer U.S. dollar deposits for the applicable interest period to other major banks in the offshore dollar inter-bank market.
(ii) "Reserve Percentage" means the total of the maximum reserve percentages for determining the reserves to be maintained by member banks of the Federal Reserve System for Eurocurrency Liabilities, as defined in Federal Reserve Board Regulation D, rounded upward to the nearest 1/100 of one percent. The percentage will be expressed as a decimal, and will include, but not be limited to, marginal, emergency, supplemental, special, and other reserve percentages.
(d) Each prepayment of an IBOR Rate Portion, whether voluntary, by reason of acceleration or otheJWise, will be accompanied by the amount of accrued interest on the amount prepaid, and a prepayment fee as described below. A "prepayment" is a payment of an amount on a date earlier than the scheduled payment date for such amount as required by this Agreement.
(e) The prepayment fee shall be equal to the amount (if any) by which:
(i) The additional interest which would have been payable during the interest period on the amount prepaid had it not been prepaid, exceeds (ii) The interest which would have been recoverable by the Bank by placing the amount prepaid on deposit in the domestic certificate of deposit market, the Eurodollar deposit market, or other appropriate money market selected by the Bank and communicated to the Borrower for a period starting on the date on which it was prepaid and ending on the last day of the interest period for such Portion (or the scheduled payment date for the amount prepaid, if earlier).
(f) The Bank will have no obligation to accept an election for an IBOR Rate Portion if any of the following described events has occurred and is continuing:
(i) Dollar deposits in the principal amount, and for periods equal to the interest period, of an IBOR Rate Portion are not available in the offshore dollar inter-bank market; or
(ii) The IBOR Rate does not accurately reflect the cost of an IBOR Rate Portion.
2.4 "Fed Funds Rate" shall mean the arithmetic average of the rates of interest asked by two (2) New York Federal funds traders for the purchase of Federal funds, multiplied by the quotient of 365 divided by 360, (a) plus 1.00% during the Availability Period, and (b) plus -8- 5/13/08
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Packet Pg. 1010 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
1.70% during the Term-Out Period. The rate will be determined by the Bank, and will be rounded to the nearest 1/100 of one percent. The Federal funds traders will be selected by the Bank at approximately 10:00 a.m., and will be of recognized standing. For days on which banks in New York (or any other location relevant to this Agreement) are required or permitted to be closed, the applicable interest rate will be the rate for the next preceding banking day.
3. FEES AND EXPENSES
3.1 Fees.
(a) Loan Fee. The Borrower agrees to pay a loan fee of Twenty Five Thousand Dollars ($25,000) on the Effective Date, which fee shall be deemed earned by the Bank and shall be nonrefundable. If the Commitment is increased pursuant to Section 1.1 (b), Borrower shall pay an additional Joan fee equal to .05% of the amount of the increase to the Commitment as provided in Section 1.1 (b). (b) Unused Commitment Fee. During the availability period described in Section 1.2, the Borrower shall pay an annual fee on any difference between the amount of the Commitment and the aggregate amount of credit it actually uses, determined by the average of the daily amount of credit outstanding during the specified period, calculated at .30% per annum. Such fee shall be payable quarterly in arrears commencing on July 1 , 2008 with the final payment due on the Expiration Date, as such date may be extended. If Borrower elects to reduce the Commitment as provided in Section 1.1 (c), the unused Commitment fee shall be reduced to .30% of the unused Commitment as of the date of such reduction.
The Bank shall provide written notice to the Borrower of amount due pursuant to this subsection at least 5 business days in advance of each payment date.
In the event that the Borrower's long-term rating for the Senior Debt for the Project Area is reduced below BBB+ by Standard & Poor's Rating Service or BBB+/Baa1/BBB+ by any two of Standard & Poor's Rating Service, Moody's Investor Service or Fitch Ratings, respectively, the unused commitment fee will be calculated at .40% per annum; provided, however, the Borrower shall have the right to obtain from the abovereferenced rating agencies, a rating with respect to the Pledged Revenues, which if rated BBB+ by Standard & Poor's Rating Service or BBB+/Baa1/BBB+ by any two of such rating agencies shall restore the unused Commitment fee to .30% per annum. (c) Waiver Fee. If the Bank, at its discretion, agrees to waive or amend any terms of this Agreement, the Borrower will, at the Bank's option, pay the Bank a fee for each waiver or amendment in an amount advised by the Bank at the time the Borrower requests the waiver or amendment for Bank's reasonable legal and administrative costs in processing such waiver or amendment. Nothing in this paragraph shall imply that the Bank is obligated to agree to any waiver or amendment requested by the Borrower. The Bank may impose additional requirements as a condition to any waiver or amendment. (d) Late Fee. To the extent permitted by Jaw, the Borrower agrees to pay a late fee in an amount not to exceed four percent (4%) of any payment that is more than -9- 5/13/08
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Packet Pg. 1011 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and five (5) days late. The imposition and payment of a late fee shall not constitute a waiver of the Bank's rights with respect to the default.
3.2 Expenses. In connection with the negotiation, execution and delivery of this Agreement, the Borrower shall pay to Kathleen Johnson, Esq., counsel for the Bank, $ __ .
The Borrower shall also pay (a) all reasonable out-of-pocket expenses of the Bank, including reasonable fees and expenses of counsel retained by the Bank in connection with any waiver or consent hereunder or any amendment hereof or thereof, {b) if any Event of Default occurs or an event which with the passage of time, the giving of notice or both would constitute an Event of Default, all out-of-pocket expenses incurred by the Bank, including the fees and disbursements of counsel and experts retained by the Bank in connection with such event and collection and other enforcement proceedings resulting therefrom and (c) all costs associated with any performance of, or any payment made under, this Agreement, or any amendment hereto.
4. SECURITY FOR THE LINE OF CREDIT
4.1 Pledge of Revenues. The Borrower's obligation to make payments pursuant to the Line of Credit established pursuant to this Agreement is a special limited obligation of the Borrower payable from and secured solely by a pledge of and security interest in and to all of the Pledged Revenues, subordinate only to the first priority pledge of the tax increment revenues from the Project Area to secure the Senior Debt outstanding as of the date of this Agreement and any Senior Parity Debt issued pursuant to the terms of the Senior Indenture.
Pursuant to Section 33671.5 of the Redevelopment Law, the pledge of the Pledged Revenues hereunder and the lien thereon shall be subject in all respects to the prior liens, claim and charge thereon of any Senior Debt now or hereafter issued or refunded in accordance with the terms hereof. The Bank acknowledges that to the extent Pledged Revenues constitute Tax Revenues, such monies are only available to the extent such Tax Revenues are released as surplus from the Special Fund established pursuant to the Senior Indenture. Except for the Pledged Revenues, no other funds or properties of the Borrower shall be pledged to or otherwise liable for payments with respect to the Line of Credit. The Borrower shall allocate Pledged Revenues FIRST, to the payment of the principal and interest or other payments then due with respect to the existing Senior Debt and Senior Parity Debt, SECOND, to the payment of the principal and interest or other payments then due with respect to the Line of Credit and any Subordinate Parity Debt on a pari passu basis, and, only after all principal and interest then due with respect to the Senior Debt and Senior Parity Debt, the Line of Credit and Subordinate Parity Debt have been paid, then to the payment of administrative expenses and other obligations of the Borrower. The pledge and allocation of Pledged Revenues hereunder is for the exclusive benefit of the Bank and shall be irrevocable until all principal, interest and other sums owed by the Borrower to the Bank have been paid in full.
4.2 Defined Terms.
For purposes of this Agreement, unless otherwise defined in this Agreement, the following terms shall have the following meanings:
"Low and Moderate Income Housing Fund" means the Low and Moderate Income Housing Fund maintained by the Borrower in accordance with Section 33334.3 of the Redevelopment Law.
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Packet Pg. 1012 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and "Low and Moderate Income Housing Tax Revenues" means the portion of Tax Revenues derived from the Redevelopment Plan required by Section 33334.2, 33334.3 and 33334.6 of the Redevelopment Law to be deposited in the Low and Moderate Income Housing Fund.
"Pledged Revenues" means that portion of Low and Moderate Income Housing Tax Revenues derived from the Redevelopment Plan received by the Agency with respect to the Project Area, and, with respect to any portion thereof comprising Tax Revenues, subject to the prior lien of the Senior Debt.
""Redevelopment Law" means the Community Redevelopment Law of the State of California, constituting Part 1 of Division 24 of the California Health and Safety Code, and the acts amendatory thereof and supplemental thereto.
"Redevelopment Plan" means the Redevelopment Plan for the project designated as the "Santa Monica Earthquake Recovery Redevelopment Project", approved by Ordinance No. 1747 of the City Council of the City of Santa Monica, adopted on June 21, 1994, together with any amendments thereof heretofore or hereafter duly enacted pursuant to the Redevelopment Law.
"Senior Debt" means the Borrower's $49,945,000 2006 Tax Allocation Refunding Bonds, Series A and the Borrower's $14,775,000 2006 Taxable Tax Allocation Refunding Bonds, Series B, to the extent such obligations are outstanding as of the date of this Agreement and any other obligations under the Senior Indenture with respect thereto which are secured thereunder by the Tax Revenues, and any debt issued on a parity therewith in accordance with the provisions of the Senior Indenture or any refunding thereof.
"Senior Indenture" means the Indenture of Trust dated as of April 1, 2006 between the Borrower and Union Bank of California, N.A., as trustee (the 'Trustee"), and the First Supplement to Indenture of Trust dated as of April 1, 2006 between the Borrower and the Trustee or, in the event the Senior Indenture is defeased, the instrument pursuant to which the Special Fund (as defined in the Senior Indenture for Senior Debt is maintained. "Subordinate Parity Debt" means any obligation of the Borrower payable from and secured by a lien on the Pledged Revenues on a parity herewith. "Tax Revenues" shall have the meaning set forth in the Senior Indenture.
5. DISBURSEMENTS. PAYMENTS AND COSTS
5.1 Disbursements and Payments.
(a) Each payment by the Borrower will be made at the Bank's banking center (or other location) selected by the Bank from time to time; and will be made in immediately available funds, or such other type of funds selected by the Bank. -11- 5/13108
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Packet Pg. 1013 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (b) Each request for an Advance shall be made in writing in the form of the requisition attached hereto as Exhibit "A" (an "Advance Request") signed by an individual identified in a certificate delivered to the Bank specifying the authorized representatives of the Borrower (each an "Authorized Representative"). Each disbursement by the Bank and each payment by the Borrower will be evidenced by records kept by the Bank. In addition, the Bank may, if required by any statute or regulation applicable to all national banks or a class of all national banks, require the Borrower to sign one or more promissory notes with terms consistent with this Agreement.
5.2 Telephone and Telefax Authorization for LIBOR-Based and IBOR-Based Portions.
(a) In connection with the expiration of any LIBOR-based or IBOR-based Portion and the selection by the Borrower of the interest rate that will apply to such Portion following expiration, the Bank may honor telephone or telefax instructions for advances or repayments or for the designation of LIBOR-based or IBOR-based interests given, or purported to be given, by an Authorized Representative, or any other individual designated by any one of such authorized signers. Each request shall be confirmed in writing and shall confirm the information for the Advance required by Section 5.2(b ). (b) Any request for an Advance, including the initial Advance under this Agreement, received by Noon on a business day will be funded by the Bank by 11:00 a.m. on (i) the third Business Day thereafter if such Advance will bear interest at the LIBOR Rate or (ii) on the next succeeding Business Day if such Advance will bear interest at the Prime Rate or the IBOR Rate. Each Advance Request given pursuant to Section 5.1 and each instruction regarding the rollover of LIBOR-based or IBOR-based Portions must include the Borrower's election of the interest rate to apply to such Advance or LIBOR-based or IBOR-based Portion, but if no election is made, the Advance or LIBOR-based or IBOR-based Portion will bear interest at a rate based on the Prime Rate until another interest rate election is made by the Borrower. If the Borrower selects an interest rate based on the LIBOR Rate, the request for Advance must be made no later than the date the Borrower must make its interest rate election under Section 2.2(d).
(c) Advances will be deposited in the account designated to the Bank by the Borrower in writing.
(d) The Borrower will indemnify and hold the Bank harmless from all liability, loss, and costs in connection with any act resulting from telephone or telefax instructions the Bank reasonably believes are made by any individual authorized by the Borrower to give such instructions. This paragraph will survive this Agreement's termination, and will benefit the Bank and its officers, employees, and agents. (e) In connection with each Advance, the Borrower shall certify to the Bank that the amount of the Advance requested plus all amounts then outstanding under the Line of Credit are equal to or less than the Annual Principal Cap set forth in the certificate of Borrower delivered pursuant to Section 8.2(d) on the immediately preceding -12- 5/13/08
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Packet Pg. 1014 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and March 15
' or as then certified in accordance with Section 8.2(d) and accompanied by the most recent information available as described in Section 8.2(a).
5.3 Banking Days. Unless otherwise provided in this Agreement, a banking day is a day other than a Saturday, Sunday or other day on which commercial banks are authorized to close, or are in fact closed, in the state where the Bank's lending office is located, and, if such day relates to amounts bearing interest at an offshore rate (if any), means any such day on which dealings in dollar deposits are conducted among banks in the offshore dollar interbank market. All payments and disbursements which would be due on a day which is not a banking day will be due on the next banking day. All payments received on a day which is not a banking day will be applied to the credit on the next banking day.
5.4 Taxes.
(a) Taxes. Any and all payment to the Bank by the Borrower hereunder shall be made free and clear of and without deduction for any and all taxes, levies, imposts, deductions, charges, withholdings or liabilities imposed thereon, excluding, however, taxes imposed thereon or measured by the net income or capital of the Bank by any jurisdiction or any political subdivision or taxing authority thereof or therein solely as a result of a connection between the Bank and such jurisdiction or political subdivision (all such non-excluded taxes, levies, imposts, deductions, charges, withholdings and liabilities being hereinafter referred to as "Taxes"). If the Borrower shall be required by law to withhold or deduct any Taxes imposed by the United States or any political subdivision thereof from or in respect of any sum payable hereunder to the Bank, (i) the sum payable shall be increased as may be necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section 5.4 ), the Bank receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower shall make such deductions and (iii) the Borrower shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law. If the Borrower shall make any payment under this Section 5.4 to or for the benefit of the Bank with respect to Taxes and if the Bank shall claim any credit or deduction for such Taxes against any other taxes payable by the Bank to any taxing jurisdiction in the United States then the Bank shall pay to the Borrower an amount equal to the amount by which such other taxes are actually reduced; provided that the aggregate amount payable by the Bank pursuant to this sentence shall not exceed the aggregate amount previously paid by the Bank pursuant to this sentence shall not exceed the aggregate amount previously paid by the Borrower with respect to such Taxes. In addition, the Borrower agrees to pay any present or future stamp, recording or documentary taxes and any other excise or property taxes, charges or similar levies that arise under the laws of the United States of America or the State of New York from any payment made hereunder or from the execution or delivery or otherwise with respect to this Agreement (hereinafter referred to as "Other Taxes"). The Bank shall provide to the Borrower within a reasonable time a copy of any written notification it receives with respect to Other Taxes owing by the Borrower to the Bank hereunder provided that the Bank's failure to send such notice shall not relieve the Borrower of its obligation to pay such amounts hereunder. (b) Indemnity. The Borrower shall, to the fullest extent permitted by law, indemnify the Bank for the full amount of Taxes and Other Taxes including any Taxes or Other Taxes imposed by any jurisdiction on amounts payable under this Section 5.4 paid -13-
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Packet Pg. 1015 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and by the Bank or any liability (including penalties, interest and expenses) arising therefrom or with respect thereto, whether or not such Taxes or Other Taxes were correctly or legally asserted; provided that the Borrower shall not be obligated to indemnify the Bank for any penalties, interest or expenses relating to Taxes or Other Taxes arising from the Bank's gross negligence or willful misconduct. The Bank agrees to give notice to the Borrower of the assertion of any claim against the Bank relating to such Taxes or Other Taxes as promptly as is practicable after being notified of such assertion; provided that the Bank's failure to notify the Borrower promptly of such assertion shall not relieve the Borrower of its obligation under this Section 5.4. Payments by the Borrower pursuant to this indemnification shall be made within thirty (30) days from the date the Bank makes written demand thereof. The Bank agrees to repay to the Borrower any refund (including that portion of any interest that was included as part of such refund) with respect to Taxes or Other Taxes paid by the Borrower pursuant to this Section 5.4 received by the Bank for Taxes or Other Taxes that were paid by the Borrower pursuant to this Section
5.4 and to contest, with the cooperation and at the expense of the Borrower, any such Taxes or Other Taxes which the Bank or the Borrower reasonably believes not to have been proper assessed.
(c) Notice. Within thirty (30) days after the date of any payment of Taxes by the Borrower, the Borrower shall furnish to the Bank, the original or a certified copy of a receipt evidencing payment thereof.
(d) Survival of Obligations. The obligations of the Borrower under this Section 5.4 shall survive the termination of this Agreement.
5.5 Additional Costs
(a) If the Bank shall have determined that the adoption or implementation of, or any change in, any law, rule, treaty or regulation, or any policy, guideline or directive of, or any change in the interpretation or administration thereof by any court, central bank or other administrative or governmental authority (in each case, whether or not having the force of law), or compliance by the Bank with any request or directive of any such court, central bank or other administrative or governmental authority (whether or not having the force of law), shall (A) change the basis of taxation of payments to the Bank of any amounts payable hereunder (except for taxes on the overall net income of the Bank), (B) impose, modify or deem applicable any reserve, special deposit or similar requirement against making or maintaining its obligations under this Agreement or assets held by, or deposit with or for the account of, the Bank or (C) impose on the Bank any other condition regarding this Agreement, and the result of any event referred to in clause (A), (B) or (C) above shall be to increase the cost to the Bank of making or maintaining its obligations hereunder, or to reduce the amount of any sum received or receivable by the Bank hereunder, then, the Borrower shall pay to the Bank, at such time and in such amount as is set forth in paragraph (c) of this Section 5.5, such additional amount or amounts as will compensate the Bank for such increased costs or reductions in amount.
(b) If the Bank shall have determined that the adoption or implementation of, or any change in, any law, rule or regulation, or any policy, guideline or directive of, or any change in the interpretation or administration thereof, by, any court, central bank or other administrative or governmental authority, or compliance by the Bank with any -14- 5/13/08
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Packet Pg. 1016 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and directive of or compliance by the Bank with any directive of or guidance from any central bank or other authority (in each case, whether or not having the force of law), shall impose, modify or deem applicable any capital adequacy or similar requirement (including, without limitation, a request or requirement that affects the manner in which the Bank allocates capital resources to its commitments, including its obligations under lines of credit) that either (A) affects or would affect the amount of capital to be maintained by the Bank or (B) reduces or would reduce the rate of return on the Bank's capital to a level below that which the Bank could have achieved but for such circumstances (taking into consideration the Bank's policies with respect to capital adequacy) then, the Borrower shall pay to the Bank, at such time and in such amount as is set forth in paragraph {c) of this Section, such additional amount or amounts as will compensate the Bank for such cost of maintaining such increased capital or such reduction the rate of return on the Bank's capital.
(c) All payments of amounts referred to in paragraphs (a) and (b) of this Section shall be due and payable thirty (30) days following the Borrower's receipt of notice thereof. Interest on the sums due as described in paragraphs (a) and (b) of this Section, and in the preceding sentence, shall begin to accrue from the date when the payments were first due and shall otherwise be payable in accordance with Section 1.6 hereof; provided, that from and after the required date of payment, interest shall begin to accrue on such obligations at a rate per annum equal to the Default Rate until such delinquent payments have been paid in full. A certificate as to such increased cost, increased capital or reduction in return incurred by the Bank as a result of any event mentioned in paragraphs (a) or {b) of this Section setting forth, in reasonable detail, the basis for calculation and the amount of such calculation shall be submitted by the Bank to the Borrower and shall be conclusive (absent manifest error) as to the amount thereof.
In making the determinations contemplated by the above referenced certificate, the Bank may make such reasonable estimates, assumptions, allocations and the like that the Bank in good faith determines to be appropriate. Notwithstanding anything contained in paragraphs (a) or (b) of this Section, above, the Borrower shall have no liability to the Bank for any increased costs, increased capital or reduction in return to the extent incurred by the Bank more than sixty (60) days prior to the date the above-described certificate is given to the Borrower.
(d) Notwithstanding the foregoing, on any date following receipt of notice pursuant to subsection (c) above, the Borrower shall have the right to repay all amounts outstanding, including accrued interest to the date of repayment, on the Line of Credit upon 10 days' notice to the Bank, without penalty other than any prepayment fee due pursuant to Section 2.2(f) or 2.3(e) above and without further liability for any Additional Costs identified in subsections (a) and (b) above.
5.6 Interest Calculation. Except as otherwise stated in this Agreement, all interest and fees, if any, will be computed on the basis of a 360-day year and the actual number of days elapsed. This calculation results in more interest or a higher fee than if a 365-day year is used.
Installments of principal which are not paid when due under this Agreement shall continue to bear interest until paid.
5.7 Default Rate.
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Packet Pg. 1017 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (a) Borrower Defaults. Upon the occurrence of any default under this Agreement, principal amounts outstanding under this Agreement will at the option of the Bank bear interest at a rate which is 2.0 percentage point(s) higher than the rate of interest otherwise provided under this Agreement; provided, that such rate shall not exceed 12% per annum or the maximum rate then permitted by applicable law.
(b) The Bank's election to apply the default rate as provided in this Section 5. 7 will not constitute a waiver of any default.
6. CONDITIONS
The Bank must receive the following items, in form and content acceptable to the Bank, before it is required to extend any credit to the Borrower under this Agreement:
6.1 Authorizations. Evidence that the execution, delivery and performance by the Borrower of this Agreement and any instrument or agreement required under this Agreement has been duly authorized.
6.2 Documents. Fully executed and, where required, acknowledged copies of this Agreement.
6.3 Legal Opinions. Written opinions from bond counsel and the Borrower's legal counsel, covering such matters as the Bank may require, including without limitation an opinion that the Borrower is authorized under California law to enter into this loan agreement, that this agreement is enforceable against the Borrower in accordance with its terms. The legal counsel and the terms of the opinion must be acceptable to the Bank.
6.4 Payment of Fees. Payment of all accrued and unpaid expenses incurred by the Bank as required by Section 3.3 entitled "Reimbursement of Closing Costs."
6.5 Resolution of Board. Copies of resolutions of the Governing Board of the Borrower, certified as of the execution date by the Secretary of the Board, authorizing, among other things, the execution, delivery and performance by the Borrower of this Agreement.
6.6 Authoritv; Incumbency. A certificate of an authorized representative of the Borrower dated the execution date certifying as to the authority, incumbency and specimen signatures of the representative of the Borrower authorized to sign this Agreement and any other documents to be delivered by it hereunder and who will be authorized to represent the Borrower in connection with this Agreement, upon which the Bank may rely until it receives a new such certificate.
6. 7 Governmental Approvals. Except for state "blue sky" laws, true and correct copies of any and all governmental approvals necessary for the Borrower to enter into this Agreement and such approvals necessary at the Closing Date for the transactions contemplated thereby and hereby, or if no governmental approvals are required, a certificate of an Authorized Representative of the Borrower to the effect that no such approvals are necessary.
6.8 Financial Statements and Other Information. Borrower's most recent audited financial statements, fiscal consultant reports, analysis of composition of redevelopment project areas, values and collection trends and any other financial information reasonably requested by -16-
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Packet Pg. 1018 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Bank.
6.9 Additional Bonds Test. Documents for Senior Debt, and any other debt of Borrower that is senior to or on a parity with this Agreement confirming that execution, delivery and performance of Borrower's obligations under this Agreement will not constitute a default under any such documents.
7. REPRESENTATIONS AND WARRANTIES
When the Borrower signs this Agreement, and until the Bank is repaid in full, the Borrower makes the following representations and warranties. Each request for an Advance constitutes a renewal of these representations and warranties as of the date of the request:
7.1 Legal Status. Borrower is a redevelopment agency and public body corporate and politic, duly and validly created under Part 1 of Division 24 of the California Health and Safety Code (the "Law") and has all requisite power and authority to carry on its business as now conducted.
7.2 Authorization. This Agreement, and any instrument or agreement required hereunder, are within the Borrower's powers, have been duly authorized, and do not conflict with any of its organizational papers.
7.3 Business Operations. The Borrower has all powers and all governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.
7.4 Approvals. No further approval, authorization, consent, order, notice to or filing or registration with any governmental authority or any public board or body (other than in connection or in compliance with the provisions of the securities or "blue sky" laws of any jurisdiction which were not required on or prior to the Closing Date) is legally required with respect to the Borrower's obligations under this Agreement.
7.5 Disclosure of Information. The statements and information provided to the Bank in connection with this Agreement which consists solely of the materials identified on Exhibit E hereto, are accurate in all material respects as of the date of such materials, except as otherwise disclosed to the Bank in writing.
7.6 Enforceable Agreement. Subject to fraudulent conveyance, moratorium and other laws relating to or affecting creditors' rights, to the application of equitable principles, to the exercise of judicial discretion in appropriate cases and to limitations on legal remedies against redevelopment agencies in the State of California, this Agreement is a legal, valid and binding agreement of the Borrower, enforceable against the Borrower in accordance with its terms, and any instrument or agreement required hereunder, when executed and delivered, will be similarly legal, valid, binding and enforceable.
7.7 No Conflicts. This Agreement does not conflict with any law, agreement, or obligation by which the Borrower is bound, including without limitation any provisions of the loan agreements, indentures or fiscal agent agreements relating to the Senior Debt.
7.8 Financial Information. To the actual knowledge of the Borrower, all financial and other information that has been supplied to the Bank is sufficiently complete to give the Bank -17-
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Packet Pg. 1019 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and accurate knowledge of the Borrower's financial condition, including all material contingent liabilities which could have a Material Adverse Effect. Since the date of the most recent financial statement provided to the Bank, there has been no Material Adverse Change in the business condition (financial or otherwise), operations, properties or prospects of the Borrower.
7.9 Lawsuits. There is no lawsuit, tax claim or other dispute pending or threatened against the Borrower which, if lost, would have a Material Adverse Effect, except as have been disclosed in writing to the Bank.
7.10 Other Obligations. The Borrower is not in default on any obligation for borrowed money, any purchase money obligation or any other material lease, commitment, contract, instrument or obligation, except as have been disclosed in writing to the Bank.
7.11 No Event of Default. There is no event which is, or with notice or lapse of time or both would be, a default under this Agreement.
7.12 Location of Borrower. The Borrower's place of business (or, if the Bqrrower has more than one place of business, its chief executive office) is located at the address listed under the Borrower's signature on this Agreement.
7.13 Changes in Law. To the best of the Borrower's knowledge, there is not pending any change of law, which, if enacted or adopted, could have a Material Adverse Effect on the Borrower's ability to perform its obligations under this Agreement.
7.14 Immunity from Jurisdiction. Borrower is not entitled under California law to claim immunity on sovereign or other similar grounds with respect to itself in relation to this Agreement or the Pledged Revenues from (i) suit, (ii) jurisdiction of any court, or (iii) relief by way of injunction, order for specific performance or order for recovery of property; provided, that no representation is made with respect to the waiver of immunity under the XI Amendment of the United States Constitution; and provided further, that any claim made hereunder shall be made in accordance with and pursuant to the procedures provided by the laws of the State of California.
7.15 Redevelopment Plan. The Redevelopment Plan has been duly authorized and adopted by the Borrower, remains in full force and effect and, except as disclosed to the Bank in writing, has not been amended, superseded or replaced. The Borrower is permitted to enter into this Agreement by the terms of the Redevelopment Plan.
8. COVENANTS
The Borrower agrees, so long as credit is available under this Agreement and until the Bank is repaid in full:
8.1 Use of Proceeds. To use the proceeds of the Line of Credit only for the purposes permitted by Section 1.1.
8.2 Financial Information. To provide the following financial information and statements in form and content acceptable to the Bank, and such additional information as requested by the Bank from time to time:
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Packet Pg. 1020 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (a) By March 1 of each year, commencing with March 1, 2009, an annual statement of estimated tax increment revenue of the Borrower for the current fiscal year based on information provided by the County tax collector, certified and dated by an authorized financial officer of the Borrower and a statement of actual tax increment revenues for the preceding fiscal year.
(b) Within 180 days after the Borrower's fiscal year end, commencing with the fiscal year ended June 30, 2007, the Borrower's annual financial statements, certified and dated by an authorized financial officer of the Borrower. These financial statements must be audited (with an unqualified opinion) by a firm of independent certified public accountants of recognized national or regional standing. (c) By March 1 of each year, commencing with March 1, 2009, the Annual Report and any other disclosure provided by the Borrower pursuant to the Continuing Disclosure Certificate for the current fiscal year with respect to the Borrower's Senior Debt. (d) By March 1 of each year, commencing with March 1, 2009, a certificate of an authorized financial officer that states the Debt Service Coverage Ratio (as defined in Section 8.9) as of March 1 of such year and demonstrates on a pro forma basis for the current and each fiscal year thereafter (taking into account all financial limitations imposed pursuant to the Redevelopment Plan or the Redevelopment Law and other factors which would cause a reduction in Pledged Revenues in any future year) the maximum amount of Advances that may be outstanding during such period in order for Borrower to maintain a Debt Service Coverage Ratio of at least 1.25: 1 (the "Annual Principal Cap").
(e) Within the periods provided in (a), (b), (c) and (d) above, a compliance certificate of the Borrower signed by an authorized financial officer of the Borrower setting forth whether there existed as of the date of such statements and whether there exists as of the date of the certificate, any default under this Agreement and, if any such default exists, specifying the nature thereof and the action the Borrower is taking and proposes to take with respect thereto.
(f) Any official statement or similar disclosure document circulated by the Borrower in connection with the offering of any bonds, notes or other evidence of indebtedness of the Project Area, or issued by or on behalf of, the Borrower. (g) The Borrower shall give prompt notice in writing to the Bank of any litigation or administrative proceeding which may have a Material Adverse Effect, and shall in all events give prompt notice of any such litigation or proceeding involving a claim in excess of $5,000,000.
(h) Such other information regarding the business, affairs and condition of the Borrower as the Bank may from time to time reasonably request.
8.3 Books and Records. To maintain adequate books and records.
8.4 Inspection Rights. The Borrower shall, at any reasonable time and from time to time, upon reasonable notice, permit the Bank or any agents or representatives thereof, at the Bank's expense, to examine and make copies of the records and books of account related to -19-
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Packet Pg. 1021 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and the transactions contemplated by this Agreement, to visit its properties and to discuss its affairs, finances and accounts with any of its officers and independent accountants. The Borrower will not unreasonably withhold its authorization for its independent accountants to discuss its affairs, finances and accounts with the Bank.
8.5 Compliance with Laws. To comply with the laws, regulations and orders of any government body with authority over the Borrower's business or activities.
8.6 Maintenance of Approvals. Etc. The Borrower shall at all times maintain in effect, renew and comply with all the terms and conditions of all approvals and authorizations as may be necessary or appropriate under any applicable law or regulation for its execution, delivery and performance of this Agreement.
8.7 Cooperation. To take any action reasonably requested by the Bank to carry out the intent of this Agreement.
8.8 Payment of Obligations. The Borrower will pay and discharge all of its obligations and liabilities when due.
8.9 Additional Debt; Against Encumbrances. ·
(a) The Borrower covenants and agrees that it will not issue any additional Senior Debt payable from Pledged Revenues unless prior to issuing such Senior Debt, Borrower delivers to the Bank a certificate of an authorized financial officer that demonstrates on a pro forma basis for the current fiscal year and each fiscal year during the proposed term thereof (taking into account all financial limitations imposed pursuant to the Redevelopment Plan or the Redevelopment Law and other factors which would cause a reduction in Pledged Revenues in any future year) that the Debt Service Coverage Ratio calculated as if such additional Senior Debt were issued and outstanding during such term is at least 1.25:1.
(b) The Borrower covenants and agrees that it will not issue or enter into any Subordinate Parity Debt payable from the Pledged Revenues unless prior to issuing such Subordinate Parity Debt, Borrower delivers to the Bank a certificate of an authorized financial officer that demonstrates on a pro forma basis for the current fiscal year and each fiscal year during the proposed term thereof (taking into account all financial limitations imposed pursuant to the Redevelopment Plan or the Redevelopment Law and other factors which would cause a reduction in Pledged Revenues in any future year) that the Debt Service Coverage Ratio as if such additional obligations were issued and outstanding during such term is at least 1.25:1.
"Debt Service Coverage Ratio" means the total amount of Pledged Revenues for the period divided by Required Payments for the same period.
The term "Required Payments" means, for any period of calculation, the sum of:
(1) principal and interest due with respect to any outstanding Term Loans, assuming interest calculated at (i) for any Term Loans that bear interest at a fixed rate, the fixed rate then applicable to such Term Loans or (ii) for Term Loans that bear interest at variable rates, 30-day LIBOR Rate currently in effect plus 4.25% or for Term -20- 5/13/08
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Packet Pg. 1022 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Loans bearing interest at a tax-exempt rate, 62.347% of the 30-day LIBOR Rate currently in effect plus 4.91 %,
(2) principal and interest on any principal outstanding under the Line of Credit that has not been converted to a Term Loan, assuming a 15-year amortization from the date of calculation and equal semiannual payments of principal and interest calculated at the 30-day LIBOR Rate currently in effect plus 4.25% or for principal bearing interest at a tax-exempt rate, 62.347% of the 30-day LIBOR Rate currently in effect plus 4.47%, (3) the interest accrued during such period on all outstanding Senior Debt secured by Pledged Revenues and Subordinate Parity Debt (collectively, the "Other Project Area Debt") during such period, assuming that all outstanding serial Other Project Area Debt is retired as scheduled and that all outstanding term Other Project Area Debt is prepaid or paid from sinking fund payments as scheduled (except to the extent that such interest is capitalized),
(4) those portions of the principal amount of all outstanding serial Other Project Area Debt maturing in such period or the next succeeding period, (5) those portions of the principal amount of all outstanding term Other Project Area Debt required to be prepaid or paid in such period or the next succeeding period, and
(6) those portions of payments under any subordinate obligations of the Borrower secured by Pledged Revenues, but subordinate to the Borrower's obligations hereunder and under any Subordinate Parity Debt (exclusive of the Borrower's obligation to fund the Low and Moderate Income Housing Fund) ("Subordinate Debt") required to be made during such period, or the next succeeding period, in each case accruing during such period and computed as if such Subordinate Debt was deemed to accrue daily during such period in equal amounts (except to the extent the interest evidenced and represented thereby is capitalized);
but less the earnings to be derived from the investment of moneys on deposit in debt service reserve funds established for any Other Project Area Debt or Subordinate Debt; provided that, as to any such Other Project Area Debt bearing or comprising interest at other than a fixed rate, the rate of interest used to calculate Required Payments shall, for all purposes be assumed to bear interest at 30-day LIBOR currently in effect plus 4.25%; and
provided, further, that if any series or issue of such Other Project Area Debt has twentyfive percent (25%) or more of the aggregate principal amount of such series or issue due in any one year, Required Payments shall be determined for the period of determination as if the principal of and interest on such series or issue of such Other Project Area Debt were being paid from the date of incurrence thereof in substantially equal annual amounts over a period of fifteen (15) years from the date of calculation; and provided, further, that, as to any such Other Project Area Debt or portions thereof bearing no interest but which are sold at a discount and which discount accretes with -21- 5/13/08
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Packet Pg. 1023 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and respect to such Other Project Area Debt or portions thereof, such accreted discount shall be treated as interest in the calculation of Required Payments; and provided, further, that, if the interest rate with respect to Other Project Area Debt has been effectively fixed pursuant to an interest rate swap or other derivative agreement, the interest rate on such Other Project Area Debt shall be the resulting linked rate or the effective fixed interest rate to be paid by the Borrower in connection with the interest rate swap or derivative agreement; and
provided, further, that the amount on deposit in a debt service reserve fund on any date of calculation of Required Payments shall be deducted from the amount of principal due at the final maturity of the Other Project Area Debt for which such debt service reserve fund was established and to the extent the amount in such debt service reserve fund is in excess of such amount of principal, such excess shall be applied to the full amount of principal due, in each preceding year, in descending order, until such amount is exhausted.
8.10 Payments of Taxes and Other Charges. The Borrower will pay and discharge, or cause to be paid and discharged, all taxes, service charges, assessments and other governmental charges which may hereafter be lawfully imposed upon the Borrower or the properties then owned by the Borrower in the Earthquake Recovery Redevelopment Project Area, or upon the revenues therefrom, when the same shall become due. Nothing contained in this Agreement shall require the Borrower to make any such payment so long as the Borrower in good faith shall contest the validity of said taxes, assessments or charges. The Borrower will duly observe and confomn with all valid requirements of any governmental authority relative to the Redevelopment Plan, the projects undertaken pursuant to the Redevelopment Plan (collectively, the "Redevelopment Project") or any part thereof.
8.11 Taxation of Leased Property. Whenever any property in the Project Area has been redeveloped and thereafter is leased by the Borrower to any person or persons, or whenever the Borrower leases real property in the Project Area to any person or persons for redevelopment, the Borrower will provide Los Angeles County with the information and cooperation needed to establish a possessory interest in property leased by the Borrower as provided in Section 33673.1 of the Redevelopment Law.
8.12 Tax Revenues. The Borrower shall comply with all requirements of the Law to ensure the allocation and payment to it of the Pledged Tax Revenues including, without limitation, the timely filing of any necessary statements of indebtedness with appropriate officials of the County of Los Angeles.
8.13 Amendment of Redevelopment Plan. The Borrower shall not amend the Redevelopment Plan, or enter into any agreement with the County of Los Angeles or any other governmental unit, which would have the effect of materially reducing the amount of Pledged Tax Revenues available to the Borrower for payment of the principal and interest with respect to the Line of Credit, unless the Borrower delivers a certificate of an authorized financial officer to the effect that, following such amendment, the Debt Service Coverage Ratio shall be at least
1.25:1 throughout the Availability Period and the Term-Out Period. -22- 5/13/08
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Packet Pg. 1024 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
9. DEFAULT
If any of the following events (each an "Event of Default") occurs, the Bank may do one or more of the following: declare the Borrower in default, stop making any Advances available to the Borrower, and require the Borrower to repay its entire debt immediately and without prior notice. If an event of default occurs under the paragraph entitled "Bankruptcy," below, with respect to the Borrower, then the entire debt outstanding under this Agreement will automatically be due immediately.
9.1 Failure to Pay. Any principal or interest owed to the Bank under this Agreement shall not be paid when due and shall remain unpaid for five (5) business days after written notice of such failure has been given to the Borrower, or the Borrower fails to pay any amount owing under Section 3.1 within fifteen (15) after the date when due.
9.2 False Information. Any representation or warranty made by or on behalf of the Borrower under this Agreement or in any certificate or statement of the Borrower delivered pursuant to Section 6 shall be incorrect or untrue in any materiaLrespect when made or deemed to have been made.
9.3 Bankruotcv. The Borrower files a bankruptcy petition, a bankruptcy petition is filed against the Borrower or the Borrower makes a general assignment for the benefit of creditors. The default will be deemed cured if any bankruptcy petition filed against the Borrower is dismissed within a period of 60 days after the filing; provided, however, that the Bank will not be obligated to extend any additional credit to the Borrower during that period; and provided further that such cure opportunity will be terminated upon the entry of an order for relief in any bankruptcy case arising from such a petition.
9.4 Receivers. A receiver or similar official is appointed for a substantial portion of the Borrower's business, or the business is terminated.
9.5 Judgments. Any uninsured judgments or arbitration awards are entered against the Borrower, or the Borrower enters into any settlement agreements with respect to any litigation or arbitration, in an aggregate amount of Five Million Dollars ($5,000,000) or more and any such judgment or award shall not have been satisfied, stayed or bonded pending appeal within a period of sixty (60) days from the date it was required to be paid.
9.6 Material Adverse Change. A Material Adverse Change occurs.
9. 7 Cross-default. Any default occurs under any agreement in connection with any other credit which Borrower has obtained from Bank, or which Borrower has obtained from anyone else, or which Borrower has guaranteed and any cure period with respect to such default has expired.
9.8 Lien Priority. The Bank fails to have an enforceable first lien (subject to Senior Debt, Subordinate Parity Debt and any prior liens to which the Bank has consented in writing) on or security interest in any property given as security for this Agreement (or any guaranty).
9.9 Other Breach under Agreement. The Borrower fails to meet the conditions of, or fails to perform any obligation under, any term of this Agreement not specifically referred to in this Article. This includes any failure or anticipated failure by the Borrower to comply with any -23- 5/13/08
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Packet Pg. 1025 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and financial covenants set forth in this Agreement, whether such failure is evidenced by financial statements delivered to the Bank or is otherwise known to the Borrower. If, in the Bank's opinion, the breach is capable of being remedied, the breach will not be considered an event of default under this Agreement for a period of thirty (30) days after the date on which the Bank gives written notice of the breach to the Borrower, which period may be extended to ninety (90) days if Borrower demonstrates to the Bank that it is diligently pursuing a cure; provided, however, that the Bank will not be obligated to extend any additional credit to the Borrower during that period.
10. ENFORCING THIS AGREEMENT: MISCELLANEOUS
10.1 GAAP. Except as otherwise stated in this Agreement, all financial information provided to the Bank and all financial covenants will be made under generally accepted accounting principles, consistently applied.
10.2 Successors and Assigns. This Agreement is binding on the Borrower's and the Bank's successors and assignees. The Borrower agrees that it may not assign this Agreement without the Bank's prior consent. The Bank may sell participations in or assign this loan, and may exchange financial information about the Borrower with actual or potential participants or assignees. If participation is sold or the loan is assigned, the purchaser will have the right of set-off against the Borrower. If the Bank delivers any information to a potential participant or assignee other than its loan history with respect to this Agreement or information concerning the Borrower that is publicly available, the Bank shall give the Borrower the opportunity to review and approve such information for accuracy prior to its delivery to the potential participant or assignee.
10.3 Severability; Waivers. If any part of this Agreement is not enforceable, the rest of the Agreement may be enforced. The Bank retains all rights, even if it makes a loan after default. If the Bank waives a default, it may enforce a later default. Any consent or waiver under this Agreement must be in writing.
10.4 Attorneys' Fees. In the event of a lawsuit or arbitration proceeding, the prevailing party is entitled to recover costs and reasonable attorneys' fees incurred in connection with the lawsuit or arbitration proceeding, as determined by the court or arbitrator. In the event that any case is commenced by or against the Borrower under the Bankruptcy Code (Title 11, United States Code) or any similar or successor statute, the Bank is entitled to recover costs and reasonable attorneys' fees incurred by the Bank related to the preservation, protection, or enforcement of any rights of the Bank in such a case. As used in this paragraph, "attorneys' fees" includes the allocated costs of the Bank's in-house counsel and the allocated costs of the Borrower's in-house counsel.
10.5 One Agreement. This Agreement and any related security or other agreements required by this Agreement, collectively:
(a) represent the sum of the understandings and agreements between the Bank and the Borrower concerning this credit;
(b) replace any prior oral or written agreements between the Bank and the Borrower concerning this credit; and
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Packet Pg. 1026 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (c) are intended by the Bank and the Borrower as the final, complete and exclusive statement of the terms agreed to by them.
In the event of any conflict between this Agreement and any other agreements required by this Agreement, this Agreement will prevail.
10.6 Indemnification. In addition to any and all rights of reimbursement, indemnification, subrogation or any other rights pursuant hereto or under law or equity, the Borrower hereby agrees to indemnify and hold harmless each of the Bank and its respective officers, directors, employees and agents (each an "Indemnified Party") from and against any and all claims, damages, losses, liabilities, reasonable costs or expenses whatsoever (including reasonable attorneys' fees) that an Indemnified Party may incur (or which may be claimed against an Indemnified Party by any person whatsoever) that arises out of the transactions contemplated by this Agreement other than any such claim, damage, losses, liabilities, costs or expenses caused by the gross negligence or willful misconduct of the Bank. This indemnity will survive repayment of the Borrower's obligations to the Bank. All sums due to the Bank hereunder shall be obligations of the Borrower, due and payable immediately without demand.
10.7 Notices. Unless otherwise provided in this Agreement or in another agreement between the Bank and the Borrower, all notices required under this Agreement shall be personally delivered or sent by first class mail, postage prepaid, or by overnight courier, to the addresses on the signature page of this Agreement, or sent by facsimile to the fax numbers listed on the signature page, or to such other addresses as the Bank and the Borrower may specify from time to time in writing. Notices and other communications sent by (a) first class mail shall be deemed delivered on the earlier of actual receipt or on the fourth business day after deposit in the U.S. mail, postage prepaid, (b) overnight courier shall be deemed delivered on the next business day, and (c) telecopy shall be deemed delivered when transmitted.
10.8 Headings. Article and paragraph headings are for reference only and shall not affect the interpretation or meaning of any provisions of this Agreement.
10.9 Counterparts. This Agreement may be executed in as many counterparts as necessary or convenient, and by the different parties on separate counterparts each of which, when so executed, shall be deemed an original but all such counterparts shall constitute but one and the same agreement.
-25- 5/13/08
5.Y.d
Packet Pg. 1027 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and
10.10 Transfer; Assignment of Credit Agreement. This Agreement is binding on the Borrower's and the Bank's successors and assignees. The Borrower agrees that it may not assign this Agreement without the Bank's prior consent. If the Bank sells participations in the Line of Credit and this Agreement, it agrees that it will have the exclusive right to service the Line of Credit and the Borrower shall deal solely with the Bank with respect to this Agreement. The parties agree that this Line of Credit will not in any case be securitized.
10.11 Notices. Unless otherwise provided in this Agreement or in another agreement between the Bank and the Borrower, all notices required under this Agreement shall be personally delivered or sent by first class mail, postage prepaid, or by overnight courier, to the addresses on the signature page of this Agreement, or sent by facsimile to the fax nurnbers set forth below, or to such other addresses as the Bank and the Borrower rnay specify frorn time to time in writing. Notices and other communications shall be effective (i) if mailed, upon the earlier of receipt or five (5) days after deposit in the U.S. mail, first class, postage prepaid, (ii) if telecopied, when transmitted, or (iii) if hand-delivered, by courier or otherwise (including telegram, lettergram or mailgram), when delivered.
Bank of America
CA9-193-13-17
333 South Hope Street, 131
h Floor
Los Angeles, California 90071
Facsimile: 213-621-3606
Redevelopment Agency of the City
of Santa Monica
1717 Fourth Street, Ste. 250
Santa Monica, California 90401
Attn:
Facsimile: 310-394-0647
With copy to:
-26-
Redevelopment Agency of the City
of Santa Monica
1717 Fourth Street, Ste. 250
Santa Monica, California 90401
Attn: Carol Swindell
Director of Finance
Facsimile: 310-458-8243
5/13/08
5.Y.d
Packet Pg. 1028 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and This Agreement is executed as of the date stated at the top of the first page.
BANK OF AMERICA, N.A.
By __ ~--~~~~~~------ Typed Name: Paul F. Sutherlen
Title: Senior Vice President
-27-
REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA
By_·~~--~~--~~~------
Typed Name: P. Lamont Ewell
Title: Executive Director
5/13/08
5.Y.d
Packet Pg. 1029 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and EXHIBIT "A"
ADVANCE REQUEST
Bank of America, N.A.
Loan Servicing, California
101 South Marengo Ave, 5th floor
Pasadena, CA 91101
Attention: Linda Escamilla
Or
Telephone No.: (626) 666-8456
Facsimile No.: (626) 666-2241
Michael Towman
Telephone No.: (626) 666-2238
Facsimile No.: (626) 666-2241
With a copy to:
Paul F. Sutherlen
Telephone No.: (213) 621-7134
Facsimile No.: (213) 621-3606/3607
Re: Credit Agreement dated as of May 1, 2008 between the Redevelopment Agency of the City of Santa Monica and Bank of America, N.A.
Ladies and Gentlemen:
The undersigned, Redevelopment Agency of the City of Santa Monica (the "Borrower''), refers to the Credit Agreement, dated as of May 1, 2008 (as amended frorn time to time, the "Agreement"; the terms defined therein being used herein as therein defined}, between the undersigned and Bank of America, N.A. ("Bank"}, and hereby gives you notice, pursuant to Sections 5.1 (b) and 5.2 of the Agreement, that the undersigned hereby desires an Advance under the Credit Agreement as follows:
(i) The date of the Advance is , 200_ [insert a date that is (x) no earlier the third Business Day following the date of this notice if the Advance is to bear interest initially calculated by reference to the LIBOR Rate or (y) no earlier than the next Business Day following the date of this notice if such Advance is to bear interest initially at the Prime Rate or IBOR Rate].
(ii) The principal amount of the Advance is $ [insert an amount not less than $500,000 if the Advance is to bear interest with reference to the L/BOR Rate].
(iii) The Advance shall initially bear interest calculated by reference to [insert one of the following rates: Prime Rate, IBOR Rate or LIBOR Rate]. -28- 5/13/08
5.Y.d
Packet Pg. 1030 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (iv) If the Advance is to bear interest initially calculated by reference to the LIBOR Rate, the initial Interest Period is months [insert one of the following: one week, one month, three months or six months. (v). If the Advance is to bear interest initially calculated by reference to the IBOR Rate, the initial Interest Period is months [insert one of the following:
one day, one week, one month, three months or six months.
The Borrower hereby certifies that the following statements are true on the date hereof, and will be true on the date of the Advance before and after giving effect to the requested Advance:
(A} The purpose of this Advance is _____________ _
which constitutes a part of the Project.
(B) All representations and warranties contained in the Agreement and the other related documents are true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date hereof or the date of the Advance, as the case may be; and (C) No Event of Default or event which with the passage of time, the giving of notice, or both, would constitute an Event of Default has occurred and is continuing. (D) The amount of the Advance requested plus all amounts currently outstanding under the Line of Credit are equal to or less than the Annual Principal Cap set forth in the certificate of Borrower delivered pursuant to Section 8.2(d} on the March 15 ' immediately preceding the date of this request.
Very truly yours,
REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA
By: _________ _
Name:. ___________________ __
Title:. ____________________ _
By:. __________ ___
Name: ____________________ __
Title: ____________________ __
-29-
5/13/08
5.Y.d
Packet Pg. 1031 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and EXHIBIT "8"
REQUEST FOR INCREASE TO COMMITMENT
Bank of America, N.A.
CA9-193-13-17
333 South Hope Street, 13'h Floor
Los Angeles, California 90071
Attention: Paul F. Sutherlen
Telephone No.: (213) 621-7134
Facsimile No.: (213) 621-3606/3607
Re: Credit Agreement dated as of May 1, 2008 between the Redevelopment Agency of the City of Santa Monica and Bank of America, N.A.
Ladies and Gentlemen:
The undersigned, Redevelopment Agency of the City of Santa Monica (the "Borrower"), refers to the Credit Agreement, dated as of May 1, 2008 (as amended from time to time, the "Agreement"; the terms defined therein being used herein as therein defined), between the undersigned and Bank of America, N.A. ("Bank"). Borrower hereby requests that the Commitment be increased to$[ insert amount not to exceed $75,000,000 ].
Borrower has delivered or is delivering with this request Borrower's most recent audited financial statements and monthly cash flow projections for the Borrower for the next succeeding 12-month period. Borrower understands that the Bank may request additional information prior to making a decision regarding this request.
Borrower hereby represents and warrants as follows:
(i) There exists no Event of Default as defined in the Credit Agreement, nor any condition, act or event which with the giving of notice or the passage of time or both would constitute any such Event of Default;
(ii) No Material Adverse Change has occurred with respect to the Borrower; and -30- 5/13/08
5.Y.d
Packet Pg. 1032 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (iii) No litigation or governmental action that could have a Material Adverse Effect on the Borrower or any transaction contemplated by the Credit Agreement or the ability of Borrower to perform its obligations under the Credit Agreement has occurred and is continuing.
Very truly yours,
REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA
Nam By: __ e_: ____________________ _
Title: ____________________ _
By: Nam __ e_: ---------------------
Title: ________________ _
-31-
5/13/08
5.Y.d
Packet Pg. 1033 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and EXHIBIT "C"
FIRST AMENDMENT TO CREDIT AGREEMENT
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of --::---:-:-::=-:-:-=-:--:-:-::-:' 200_, by and between the REDEVELOPMENT AGENCY OF THE CITY OF SANTA MONICA, a public body corporate and politic (the "Borrower") and BANK OF AMERICA, N.A., a national banking association (the "Bank").
RECITALS
AGREEMENT
For good and valuable consideration, receipt of which is hereby acknowledged, the Borrower, the Authority and the Bank agree as follows:
1. Commitment Amount. Upon the execution of this Amendment and satisfaction of the conditions to the Effective Date set forth below, the Commitment shall be increased to $ , and from and after the Effective Date, all references to the "Commitment" in the Credit Agreement shall mean the Commitment, as increased pursuant to this Amendment.
2. Miscellaneous.
(a) Effective Date. This Amendment shall be effective and the Effective Date shall occur on the date on which all of the following conditions have been satisfied by Borrower or waived by Lender:
(i) Execution of Documents. This Amendment shall be fully executed and delivered to the Bank;
(ii) Additional Loan Fee. Borrower shall have paid an additional loan fee equal to .05% of the amount of the increase to the Commitment; and (ii) Costs and Expenses. Borrower shall have paid all costs and expenses incurred by the Bank in connection with this transaction, including without limitation reasonable attorneys' fees in the amount of$ ___ _
(b) Effect of Amendment. Except as specifically provided herein, all terms and conditions of the Original Credit Agreement remain in full force and effect, without waiver or modification. This Amendment and the Original Credit Agreement shall be read together, as one document.
(c) Representations and Warranties. The Borrower hereby remakes all representations and warranties contained in the Original Credit Agreement and reaffirms all covenants set forth therein. The Borrower further certifies that as of the date of this Amendment:
-32- 5/13/08
5.Y.d
Packet Pg. 1034 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and (i) There exists no Event of Default as defined in the Original Credit Agreement, nor any condition, act or event which with the giving of notice or the passage of time or both would constitute any such Event of Default;
(ii) No Material Adverse Change has occurred with respect to the Borrower; and (iii) No litigation or governmental action that could have a Material Adverse Effect on the Borrower or any transaction contemplated by the Original Credit Agreement, as amended by this Amendment, or the ability of Borrower to perform its obligations under the Original Credit Agreement, as amended by this Amendment, has occurred and is continuing.
(d) Successors. This Amendment shall inure to the benefit of the parties hereto and their respective successors and assigns.
(e) Amendments. No modification, waiver, amendment, discharge or change of this Amendment shall be valid unless the same is in writing and signed by the party against which the enforcement of such modification, waiver or amendment, discharge or change is or may be sought.
(f) Counterparts. This Amendment may be simultaneously executed in several counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument.
-33- 5/13/08
5.Y.d
Packet Pg. 1035 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and IN WITNESS WHEREOF. this Amendment has been executed as of the date first set forth above.
-34-
REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA
By: ____________ _
Name: ___________ __
Title: ___________ _
Nam_e_: By: _________ __
Title: __________ __
BANK OF AMERICA, N.A.
By: N~a_m_e_:~P~a-u 1~F-.S~u~t~he-r1e_n ____ _
Title: Senior Vice President
5/13/08
5.Y.d
Packet Pg. 1036 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and EXHIBIT "D"
CONVERSION NOTICE
Bank of America, N.A.
Loan Servicing, California
101 South Marengo Ave, 51
h floor
Pasadena, CA 91101
Attention: Linda Escamilla
Or
Telephone No.: (626) 666-8456
Facsimile No.: (626) 666-2241
Michael Towman
Telephone No.: (626) 666-2238
Facsimile No.: (626) 666-2241
With a copy to:
Paul F. Sutherlen
Telephone No.: (213) 621-7134
Facsimile No.: (213) 621-3606/3607
Re: Credit Agreement dated as of May 1, 2008 between the Redevelopment Agency of the City of Santa Monica and Bank of America, N.A.
Ladies and Gentlemen:
The undersigned, Redevelopment Agency of the City of Santa Monica (the "Borrower''), refers to the Credit Agreement, dated as of May 1, 2008 (as amended from time to time, the "Agreement"; the terms defined therein being used herein as therein defined), between the undersigned and Bank of America, N.A. ("Bank"), hereby gives you notice, pursuant to Section
1.5(b)(ii)(C) of the Agreement, that the undersigned desires to convert a portion of the outstanding principal of the Line of Credit to a Term Loan as follows:
(i) The principal amount to be converted is $. ________ _ [[insert an amount equal to at least $5,000, 000].
(ii) The Conversion Date is , 20_jif any of the principal to be converted then bears interest at the LIBOR Rate or the IBOR, the Conversion Date must be the last day of the Interest Period(s) applicable to such Portion(s) or the principal must bear interest at the Prime Rate on the Conversion Date].
Interest Rates:
(a) Borrower hereby requests a quote from the Bank for a tax-exempt interest rate and agrees that if such interest rate is accepted, Borrower will deliver an opinion of bond counsel in form and substance satisfactory to Bank regarding the tax-exempt status of the Term Loan that bears interest at the tax-exempt rate. -35- 5/13/08
5.Y.d
Packet Pg. 1037 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and OR
{b) The Advance shall initially bear interest calculated by reference to [insert one of the following rates: Prime Rate, IBOR or LIB OR Rate]. (i) If the Advance is to bear interest initially calculated by reference to the LIBOR Rate, the initial Interest Period is months [insert one of the following: one week, one month, three months or six months. (ii) If the Advance is to bear interest initially calculated by reference to the IBOR Rate, the initial Interest Period is months [insert one of the following: one day, one week, one month, three months or six months.
The Borrower hereby certifies that the following statements are true on the date hereof, and will be true as of the Conversion Date:
{A) All representations and warranties contained in the Agreement and the other related documents are true and correct in all material respects with the same effect as though such representations and warranties had been made on and as of the date hereof or the Conversion Date, as the case may be; and
(B) No Event of Default or event which with the passage of time, the giving of notice, or both, would constitute an Event of Default has occurred and is continuing.
Very truly yours,
REDEVELOPMENT AGENCY OF THE
CITY OF SANTA MONICA
By: _________ _
Name:
Title: ----------
Nam By: __ e_: ____________ _
Title: ______________ _
-36- 5/13/08
5.Y.d
Packet Pg. 1038 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and EXHIBIT"E"
LIST OF DUE DILIGENCE MATERIALS PROVIDED TO BANK
-37-
5/13/08
5.Y.d
Packet Pg. 1039 Attachment: SA Attachment D - Credit Agreement (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Attachment E
April 26, 2022 Letter from Bank of America
5.Y.e
Packet Pg. 1040 Attachment: SA Attachment E - BofA Letter (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Administrative April 26, 2022
Gigi Decavalles
Director of Finance
City of Santa Monica
E-Mail: [email protected]
Dear Ms. Decavalles:
In light of the LIBOR transition, Bank of America, N.A. is providing this courtesy letter to the City of Santa Monica (the “City”) relating to the Credit Agreement dated May 1, 2008 between the Redevelopment Agency of the City of Santa Monica and Bank of America, N.A. and the related Conversion Notice dated January 30, 2012 (collectively, the “Credit Agreement”).
Certain USD LIBOR tenors and many global IBORs ceased publication on 12/31/2021, with the remaining USD LIBOR tenors to cease publication after June 30, 2023, including the 6-month USD LIBOR tenor currently utilized to set interest payments in the Credit Agreement. As such, per Sections 1.4(d) and 2.4 of the Credit Agreement, effective July 1, 2023 and thereafter, interest on the City’s term loan will reset at Fed Funds + 1.70%, following the USD LIBOR cessation expected on June 30, 2023.
This discussion reflects Bank of America’s understanding of benchmark reform matters as of today. The content is subject to change without notice, and Bank of America accepts no obligation to update or correct the information and accepts no liability for the impact of reliance on, or any decisions made based upon, the information, views or opinion expressed herein. Clients should consult their financial, legal, accounting, tax or other professional advisors on matters relating to the possible implications of a change or discontinuation of LIBOR or benchmark interest rates.
Please do not hesitate to reach out, should you have any questions or concerns.
Thank you,
Stephanie Apsey
Vice President
Public Sector Banking
Bank of America, N.A.
–––––––
cc:
David Carr Susan Cola Melissa Lindley
City of Santa Monica
[email protected]
City of Santa Monica
[email protected]
City of Santa Monica
[email protected]
Louis M. Choi Wes Hough
Public Resources Advisory Group
[email protected]
Public Resources Advisory Group
[email protected]
5.Y.e
Packet Pg. 1041 Attachment: SA Attachment E - BofA Letter (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Administrative November 7, 2024
City of Santa Monica
Successor Agency to the Santa Monica Redevelopment Agency 1685 Main Street
Mail Stop 9
Santa Monica, CA 90401
Attention: Oscar Santiago,
Telephone: (310) 458-8281
Email: [email protected]
Re: Credit Agreement dated May 1, 2008, by and among the City of Santa Monica as Successor Agency to the Redevelopment Agency of the City of Santa Monica, (“Santa Monica”) and Bank of America, N.A. (as amended to date, the “Credit Agreement”)
Dear Mr. Santiago,
Bank of America, N.A. (the “Bank”) is the provider of a credit facility evidenced by the above referenced Credit Agreement. All capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Credit Agreement.
Per Section 2.2.(g) of the Credit Agreement, a LIBOR rate is not available in the London interbank market.
To memorialize the agreement between Santa Monica and Bank pursuant to Sections 1.4(d), 2.2(g) and 2.4 of the Credit Agreement, commencing on January 15, 2025, interest shall accrue and be payable on the unpaid principal balance of the Line of Credit (the “Loan”) until its Maturity Date (whether by acceleration, declaration, extension or otherwise) at a fluctuating rate of interest equal to the Federal Funds Rate plus one and 70 hundredth percent (1.70%) per annum.
The term “Federal Funds Rate” means, for any day, the rate per annum calculated by the Federal Reserve Bank of New York based on such day’s federal funds transactions by depository institutions (as determined in such manner as the Federal Reserve Bank of New York shall set forth on its public website from time to time) and published on the next succeeding Business Day by the Federal Reserve Bank of New York as the federal funds effective date; provided, that, if the Federal Funds Rate as so determined would be less than zero, such rate shall be deemed to be zero for purposes of this Agreement. Interest on the loan will continue to accrue based on an actual and 360-day year.
Each time the Federal Funds Rate changes, the per annum rate of interest on the Loan shall change immediately and contemporaneously with such change in the Federal Funds Rate. If the Federal Funds Rate ceases to exist or is deemed by the Bank to be administratively unfeasible, the applicable index that replaces the Federal Funds Rate and the spread thereon will be selected by the Bank upon a minimum 10 days’ notice to the City.
Note that the current Credit Agreement is dated May 1, 2008. There is various language in this Agreement that is no longer relevant. If desired by the City, we can explore updating/modernizing the
5.Y.f
Packet Pg. 1042 Attachment: SA Attachment F - BofA letter (2024) (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Credit Agreement with a 2024 Amended and Restated version. Such a revision will incur Bank and /Bank Counsel fees.
As stated above, the modifications set forth herein shall become effective on January 15, 2025.
Except as provided above, the Credit Agreement remains in full force and effect.
BANK OF AMERICA, N.A.
By: ____________________________________
Name: Scott T. Nash
Title: Senior Vice President
Confirmed Receipt:
CITY OF SANTA MONICA, CA
By:____________________________________
Name:_Oscar Santiago________________
Title: __Director of Finance____________
WE ARE NOT YOUR MUNICIPAL ADVISOR OR FIDUCIARY. BofA Securities, Inc. and Bank of America, N.A. and its subsidiaries and affiliates are not acting as your “municipal advisor” within the meaning of Section 15B of the Securities Exchange Act of 1934, as amended (the “Act”), and do not owe a fiduciary duty to you pursuant to the Act with respect to the information and material contained in this communication.
5.Y.f
Packet Pg. 1043 Attachment: SA Attachment F - BofA letter (2024) (6657 : Approval of Annual Recognized Obligation Payment Schedule (ROPS) and Redevelopment Successor
Agency Report
City Council Meeting: December 17, 2024
Agenda Item: 5.Z
1 of 1
To: Redevelopment Successor Agency
From: Nikima Newsome, City Clerk, Records and Election Services Department Subject: Approval of Minutes for Redevelopment Successor Agency Meeting Recommended Action
Staff recommends that the Redevelopment Successor Agency approve the minutes of the February 13, 2024 meeting.
Prepared By: David Yakobson, Staff Assistant III
Approved Forwarded to Council
Attachments:
A. February 13, 2024 Minutes
5.Z
Packet Pg. 1044
December 13, 2024
1 (NOT APPROVED)
CITY OF SANTA MONICA
REDEVELOPMENT SUCCESSOR AGENCY MEETING MINUTES
FEBRUARY 13, 2024
A special meeting of the Santa Monica Redevelopment Successor Agency was called to order by Chair Brock at 8:46 p.m., on Tuesday, February 13, 2024, at City Council Chambers, 1685 Main Street, Santa Monica, CA.
Roll Call: Present: Chair Phil Brock
Chair Pro Tem Lana Negrete
Agency Member Gleam Davis
Agency Member Oscar de la Torre
Agency Member Christine Parra
Agency Member Caroline Torosis
Agency Member Jesse Zwick
Also Present: Executive Director David White
Agency Attorney Douglas Sloan
Interim Agency Secretary Nikima S. Newsome
CONVENE On order of the Chair, the Redevelopment Successor Agency convened to a joint meeting with the City Council at 8:46 p.m., with all members present.
REPORT ON MEETING
COMPENSATION
Pursuant to State law, Interim Agency Secretary Nikima S. Newsome announced that members will receive no compensation for meeting as the Redevelopment Successor Agency.
PUBLIC INPUT FOR
CONSENT CALENDAR
ONLY:
Members of the public Denise Barton and Harvey Eder commented on consent calendar items.
CONSENT CALENDAR:
JOINT MEETING WITH
THE REDEVELOPMENT
SUCCESSOR AGENCY
There being a Consent Calendar for the City Council and the Redevelopment Successor Agency, on order of the Mayor, with consensus of the Councilmembers, the Council convened to a joint meeting with the Redevelopment Successor Agency at 8:46 p.m., and the two Consent Calendars were heard concurrently, with all members present.
5.Z.a
Packet Pg. 1045 Attachment: February 13, 2024 Minutes (6818 : RSA Minutes (1 min)) December 13, 2024
2 ANNUAL INVESTMENT
POLICY UPDATE
All items were considered and approved in one motion unless removed by a Councilmember for discussion.
5.H. Annual Investment Policy Update, was presented.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the
California Environmental Quality Act (CEQA) Guidelines.
2. Review and approve the City’s revised Investment Policy.
3. Extend the delegation of investment authority to the Director of Finance, as City Treasurer, from March 1, 2024 through February
28. 2025.
Staff also recommends that the Redevelopment Successor Agency Governing Board:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the
California Environmental Quality Act (CEQA) Guidelines.
2. Review and approve the City Investment Policy for
Redevelopment Successor Agency Investments.
3. Extend investment authority to the Treasurer of the
Redevelopment Successor Agency, from March 1, 2024 through February 28, 2025.
MINUTES 5.I. Approval of Minutes for Redevelopment Successor Agency Meeting, were presented.
Recommended Action
Staff recommends that the Redevelopment Successor Agency approve the minutes of the December 12, 2023 meeting.
Motion by Agency/Councilmember Torosis, seconded by
Agency/Councilmember de la Torre, to approve the Consent Calendar, reading resolutions by title only and waiving further reading thereof. The motion was approved by the following vote:
AYES: Agency/Councilmembers de la Torre, Torosis, Davis, Parra, Zwick, Chair/Mayor Pro Tem Negrete, Chair/Mayor Brock
NOES: None
ABSENT: None
ADJOURNMENT: On order of the Chair, the Redevelopment Successor Agency meeting was adjourned at 8:48 p.m.
5.Z.a
Packet Pg. 1046 Attachment: February 13, 2024 Minutes (6818 : RSA Minutes (1 min)) December 13, 2024
3 ATTEST: APPROVED:
Nikima S. Newsome Phil Brock
Interim Agency Secretary Chair
5.Z.a
Packet Pg. 1047 Attachment: February 13, 2024 Minutes (6818 : RSA Minutes (1 min)) City Council
Report
City Council Meeting: December 17, 2024
Agenda Item: 10.A
1 of 6
To: Mayor and City Council
From: David Martin, Director, Administration
Subject: Introduction and First Reading of an Interim Zoning Ordinance Amending Interim Zoning Regulations Established by Interim Zoning Ordinance 2764 (CCS) and Extended by Interim Zoning Ordinance 2770 (CCS) to Extend the Operating Hours for the City’s Existing Cannabis Retailers Consistent with State Law
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.
2. Introduce for first reading an Interim Zoning Ordinance amending interim zoning regulations established by Interim Zoning Ordinance 2764 (CCS) and extended by Interim Zoning Ordinance 2770 (CCS) to extend the operating hours for the City’s existing cannabis retailers consistent with State law.
Summary
On November 14, 2023, Council adopted Interim Ordinance Number 2764 (CCS) (IZO 2764) which adopted interim zoning regulations to permit the City’s two existing Medicinal Cannabis Retailers to sell adult-use cannabis or adult-use cannabis products to persons 21 years of age and over with operating hours of 10:00 a.m. to 8:00 p.m.
Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays. On December 19, 2023, Council adopted Interim Ordinance Number 2770 (CCS) (IZO 2770) which extended the interim zoning regulations until February 12, 2026, while staff continues to develop an ordinance allowing for adult-use cannabis retail business and non-retail business types within the City and conduct an equity study to create a cannabis social equity program. On November 11, 2024, Council directed staff to amend IZO 2770 to
10.A
Packet Pg. 1048
2 of 6
extend the operating hours for the City’s existing cannabis retailers consistent with State law. The proposed amendment to IZO 2770 would allow the existing cannabis retailers to operate between 8:00 a.m. to 10:00 p.m. daily which is within current State cannabis regulations that allow cannabis retailers to operate between 6:00 a.m. to 10:00 p.m.
Discussion
The City of Santa Monica first adopted regulations for medical marijuana (medicinal cannabis) in June of 2015 as a part of the City’s comprehensive Zoning Ordinance update (Article 9 of the Santa Monica Municipal Code) which enabled up to two medicinal cannabis retailers within the City subject to a regulatory permit and selection process. All other cannabis-related uses were prohibited. The retailers were allowed only along limited sections of Wilshire Boulevard and Santa Monica Boulevard within the Mixed-Use Boulevard Low (MUBL), Mixed-Use Boulevard (MUB) or General Commercial (GC) zones subject to a Conditional Use Permit with hours of operation limited to between the hours of 10:00 a.m. and 8:00 p.m. Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays.
After a prolonged selection process, two medicinal cannabis retailers were selected.
Both retailers were granted Conditional Use Permits and regulatory licenses and began operations recently at 925 Wilshire Boulevard in 2023 and 1418 Wilshire Boulevard in 2024.
On October 24, 2017, the City Council adopted an Interim Zoning Ordinance (IZO) making changes as needed including replacing the term “Medical Marijuana Dispensary” with “Medicinal Cannabis Retailer” and removing certain requirements for Medicinal Cannabis Retailers in SMMC Section 9.31.185 for consistency with State law.
The ordinance prohibited all adult-use commercial cannabis activities including retail, cultivation, testing, distribution, and manufacturing. That IZO subsequently expired.
On July 26, 2022, the City Council voted to place a cannabis business license tax measure (Measure HMP) on the November 2022 ballot, imposing a tax on all commercial cannabis activities at initial rates of 3% of gross receipts for adult-use
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cannabis retailers, 2% for medicinal cannabis retailers, and 1% on other cannabis business types. Measure HMP was approved by over 66% of voters in November 2022.
The voter-approved rates are included in Santa Monica Municipal Code (SMMC) Chapter 6.204.
At its June 13, 2023, study session, Council considered various policy considerations for allowing adult-use cannabis businesses and other non-retail cannabis business types within the City and directed staff to return to Council with an Ordinance permitting the two previously approved Medicinal Cannabis Retailers to sell adult-use cannabis.
Expanding the operating hours for the existing adult-use cannabis retailers in the City will help with economic recovery efforts. As a result of the COVID-19 Declaration of Emergency, the City of Santa Monica, County of Los Angeles, and State of California maintained public health measures that included, at differing times, strict limitations on public gatherings, required closures of certain businesses, and strict limitations and protocols for the operations of businesses permitted to remain open. The local, state, and federal emergency declarations have since concluded, but the economic impacts of the COVID19 closures of, and limitations on, businesses and resulting behavior changes continue to affect the local Santa Monica economy. As the commercial and economic landscape evolves, the City’s economic recovery and competitive advantage will depend on its ability to deliver on a diverse range of unique dining, retail, commercial, and entertainment uses and other revenue streams. The City has an important governmental interest in maintaining a thriving business community and protecting the health, safety, and economic welfare of its citizens and businesses.
On November 14, 2023, Council adopted IZO 2764 which, among other items, permitted the two existing Medicinal Cannabis Retailers to sell adult-use cannabis or adult-use cannabis products to persons 21 years of age and over. The existing permitted hours of operation of 10:00 a.m. and 8:00 p.m. Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays were maintained. On December 19, 2023, Council adopted IZO 2770 which extended the interim zoning regulations until February 12, 2026.
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On November 11, 2024, Council directed staff to amend IZO 2770 to extend the operating hours for the City’s existing cannabis retailers consistent with State law.
Currently, State cannabis regulations allow cannabis retailers to sell cannabis goods between 6:00 a.m. and 10:00 p.m. with local jurisdictions allowed to set more restrictive hours. The City’s current allowable hours of operation of 10:00 a.m. to 8:00 p.m.
Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays are more restrictive than what State regulations allow. The proposed amendment to IZO 2770 would allow the existing cannabis retailers to operate between 8:00 a.m. to 10:00 p.m. daily which would be within what current State cannabis regulations allow but also slightly more restrictive in the morning. Communication with the two existing retailers indicates that the 8:00 a.m. opening time is agreeable to them.
The proposed amended IZO would continue to remain effective until February 12, 2026.
The proposed amendment would not preclude Council from revisiting the IZO prior to its expiration to potentially amend the provisions or duration of the IZO.
Environmental Review
The proposed interim ordinance is categorically exempt from the provisions of California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the State Implementation Guidelines (common sense exemption). Based on the evidence in the record, it can be seen with certainty that there is no possibility that the proposed interim ordinance may have a significant effect on the environment. The extension of operating hours for the City’s two existing cannabis retailers from 8:00 a.m. to 10:00 p.m. daily are consistent with existing State law. The change in allowable operating hours at the existing cannabis retailers with active licenses and permits are consistent with existing land uses and will not change the approved commercial land use for these locations. [See e.g., Lucas v. City of Pomona (2023) 92 Cal.App.5th 508 (holding that substantial evidence supported city’s determination that proposed commercial cannabis activities were exempt from CEQA as consistent with existing retail land uses and density covered by previous EIR)]. Therefore, it can be seen with certainty that the interim
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ordinance would not result in adverse physical impacts on the environment, and as such, is exempt from CEQA.
Past Council Actions
Meeting Date Description
10/24/17 (attachment A) Adoption of Interim Ordinance Replacing the Term "Medical Marijuana Dispensary" with "Medicinal Cannabis Retailer" Throughout the City's Zoning Ordinance, Chapter 9.01 Through Chapter 9.52 of Article 9 of the Santa Monica Municipal Code; Creating a Definition for "Medicinal Cannabis Retailer" to Replace the Definition for "Medical Marijuana Dispensary" to Conform With State Law; Removing Certain Requirements for Medicinal
Cannabis Retailers for Consistency with State Law and to Allow for Separate Regulation and Rulemaking; and Modifying the Definition of "Industry, Limited" to Allow for Medicinal Cannabis Light Manufacturing
02/25/20 (attachment B) Adoption of Interim Zoning Ordinance Extending Interim Zoning Ordinances Number 2557 (CCS) and 2566 (CCS), Which
Replaced the Term "Medical Marijuana Dispensary" with
"Medicinal Cannabis Retailer" Throughout the City's Zoning Ordinance, Chapter 9.01 Through Chapter 9.52 of Article 9 of the Santa Monica Municipal Code; Created a Definition for "Medicinal Cannabis Retailer" to Replace the Definition for "Medical Marijuana Dispensary" to Conform with State Law; Removed Certain Requirements for Medicinal Cannabis Retailers for Consistency with State Law and to Allow for Separate Regulation and Rulemaking; and Modified the Definition of "Industry, Limited" to Allow for Medicinal Cannabis Light Manufacturing
06/13/23 (attachment C) Adult-Use Cannabis Study Session 11/14/23 (attachment D) Adoption of an Interim Zoning Ordinance amending the text of the Zoning Ordinance to replace the term “Medical Marijuana Dispensary” with “Medicinal Cannabis Retailer”, to remove certain requirements for Medicinal Cannabis Retailers for consistency with State law, and to permit Medicinal Cannabis Retailers to deliver, cultivate, and sell adult-use cannabis or adult-use cannabis products to persons 21 Years of Age and Over
12/19/23 (attachment E) Adoption of an Interim Zoning Ordinance Extending Interim Zoning Regulations Adopted by Interim Zoning Ordinance 2764 (CCS) Amending the Text of the Zoning Ordinance to Replace the Term “Medical Marijuana Dispensary” with “Medicinal Cannabis Retailer”, to Remove Certain Requirements for Medicinal Cannabis Retailers for Consistency with State law, and to Permit Medicinal Cannabis Retailers to Sell Adult-Use Cannabis or AdultUse Cannabis Products to Persons 21 Years of Age and Over Financial Impacts and Budget Actions
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There is no budget action necessary as a result of the recommended action. Staff has not included tax revenue projections associated with adult-use cannabis sales in the FY 2024-25 budget; however, the potential revenue anticipated from the currently authorized businesses is nominal. Future year revenues based on the upcoming ordinance will be included in future year budgets.
Prepared By: Tony Kim, Principal Planner
Approved Forwarded to Council
Attachments:
A. October 24, 2017 Council Meeting Cannabis Interim Zoning Ordinance (Web Link)
B. February 25, 2020 Council Meeting Cannabis Interim Zoning Ordinance (Web Link)
C. June 13, 2023 Council Meeting Adult Use Cannabis Study Session (Web Link) D. November 14, 2023 Council Meeting Cannabis Interim Zoning Ordinance (Web Link)
E. December 19, 2023 Council Meeting Cannabis Interim Zoning Ordinance Extension (Web Link)
F. Cannabis Retailers Operating Hours Extension IZO
G. PowerPoint Presentation
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1 City Council Meeting: December 17, 2024 Santa Monica, California ORDINANCE NUMBER _____ (CCS)
(City Council Series)
INTRODUCTION AND FIRST READING OF AN INTERIM ZONING
ORDINANCE AMENDING INTERIM ZONING REGULATIONS ESTABLISHED BY INTERIM ZONING ORDINANCE 2764 (CCS) AND EXTENDED BY INTERIM ZONING ORDINANCE 2770 (CCS) TO EXPAND THE OPERATING HOURS FOR THE CITY’S EXISTING CANNABIS RETAILERS CONSISTENT WITH
STATE LAW
WHEREAS, the State of California has a long history of regulating cannabis uses within the State; and
WHEREAS, in 1996, California voters approved Proposition 215 (codified at Health and Safety Code section 11362.5 and titled the “Compassionate Use Act of 1996”), which provides criminal immunity for patients and primary caregivers for the cultivation and possession of cannabis if a doctor has recommended the cannabis for medical purposes; and
WHEREAS, in 2004, Senate Bill 420 was enacted (codified at Health and Safety Code section 11362.7 et seq. and titled the “Medical Marijuana Program Act”) to clarify the scope of the Compassionate Use Act of 1996; and WHEREAS, the Medical Marijuana Program Act allows cities and other governing bodies to adopt and enforce laws consistent with its provisions; and WHEREAS, in 2015, Assembly Bills 243 and 266 and Senate Bill 643 were enacted (codified at Business and Professions Code section 19300 et seq. and titled the “Medical Marijuana Regulation and Safety Act”) and provided for enhanced statewide marijuana regulations; and
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Packet Pg. 1054 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 2 WHEREAS, in November 2016, voters approved Proposition 64, the Adult Use of Marijuana Act (“AUMA”), which allows adults 21 years of age or older to legally grow, possess, and use cannabis for nonmedicinal purposes, with certain restrictions; and
WHEREAS, the AUMA authorizes the sale and distribution of cannabis for nonmedicinal purposes through a licensed business; and
WHEREAS, in 2017, the State legislature enacted Senate Bill 94 which created the Medicinal and Adult-Use Cannabis Regulation and Safety Act (“MAUCRSA”) and established regulations for the medicinal and adult-use cannabis markets, aligned all permit types, and authorized certain state agencies to establish rules governing cannabis operations and to implement the law; and WHEREAS, MAUCRSA continues to preserve local control over cannabisrelated uses by: (1) requiring medicinal cannabis businesses to obtain both a state license and a local license or permit, if required, to operate legally in California, (2) terminating the ability of a medicinal cannabis business to operate if its local license or permit is terminated, (3) continuing to authorize local governments to enforce local cannabis-related laws, (4) providing for penalties for unlicensed activities, and (5) expressly protecting local licensing practices, zoning and business regulation laws, and local actions taken under the constitutional police power; and
WHEREAS, consistent with State actions, City Council, when adopting its comprehensive update to its Zoning Ordinance in 2015, contemplated authorizing two medicinal cannabis retailers within the City to serve local needs; and
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Packet Pg. 1055 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 3 WHEREAS, on October 24, 2017, the City Council adopted an Interim Zoning Ordinance (IZO) which replaced the term “medical marijuana dispensary” with “medicinal cannabis retailer” throughout the Zoning Ordinance; created a definition for “medicinal cannabis retailer” to replace the definition for “medical marijuana dispensary” to conform with State law; removed certain requirements for medicinal cannabis retailers for consistency with State law and to allow for separate and more effective regulatory rulemaking; and modified the definition of “industry, limited” to allow for medicinal cannabis light manufacturing; and WHEREAS, that IZO initially prohibited all adult-use commercial cannabis activities, including retail, cultivation, testing, distribution, and manufacturing; and WHEREAS, since then, the City has commenced a prolonged medicinal cannabis retailer selection process and issued two permits for the operation of medicinal cannabis retailers in the City; and
WHEREAS, on March 13, 2020, the City Manager, as the Director of Emergency Services (“Director of Emergency Services”), proclaimed the existence of a local emergency to ensure the availability of mutual aid and effectuate the City’s response to the novel coronavirus (“COVID-19”), and this local emergency was restated on March 14, 2020, through a revised declaration of local emergency; and
WHEREAS, on March 16, 2020, the Director of Emergency Services issued a Third Supplement to the Executive Order, requiring the closure of a wide range of businesses including bars, nightclubs, on-premises restaurant service, movie theatres, live performance venues, gyms, fitness centers, spas, hair salons,
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Packet Pg. 1056 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 4 massage parlors, and nail salons; and
WHEREAS, on March 19, 2020, California Governor Gavin Newsom issued Executive Order N-33-20 directing all residents of the State of California to heed directives issued by the State Health Officer on the same date instructing all Californians to stay home except as needed to maintain continuity of operations of the federal critical infrastructure sectors; and
WHEREAS, on March 19, 2020, the Los Angeles County Department of Public Health issued an enhanced Health Officer Order, the Safer at Home Order for Control of COVID-19, amending and superseding its earlier March 16, 2020 Order, closing all nonessential businesses, and limiting gatherings; and WHERAS, after March 19, 2020, the Los Angeles Department of Public Health, on multiple occasions, amended and modified its Health Officer Order, recognizing the issues posed by community transmission of COVID-19 in Los Angeles County, and, in response, maintaining public health measures that have, at differing times, included strict limitations on public gatherings, required closures of certain businesses, and strict limitations and protocols for the operations of businesses permitted to remain open; and
WHEREAS, the local, state, and federal COVID-19 emergency declarations have since concluded, but the economic impacts of the COVID-19 closures of, and limitations on, businesses have been and continue to be devastating to the local Santa Monica economy; and
WHEREAS, as the commercial and economic landscape evolves, the City’s economic recovery and competitive advantage will depend on its ability to deliver
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Packet Pg. 1057 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 5 on a diverse range of unique dining, retail, commercial, and entertainment uses; and
WHEREAS, the City has an important governmental interest in maintaining a thriving business community and protecting the health, safety, and economic welfare of its citizens and businesses; and
WHEREAS, on May 10, 2022, City Council requested that the City Manager schedule a study session regarding whether to allow for the sale of nonmedicinal cannabis in the City of Santa Monica; and
WHEREAS, on July 26, 2022, in line with potential economic recovery efforts, the City Council voted to place a cannabis business license tax measure (Measure HMP) on the ballot, imposing a tax on all commercial cannabis activities; and
WHEREAS, in the November 2022 election, the voters approved Measure HMP; and
WHEREAS, on June 13, 2023, City Council held a study session where it:
(1) considered key policy considerations for allowing adult-use cannabis businesses and other non-retail cannabis business types within the City of Santa Moncia; (2) discussed options for allowing adult-use cannabis sales and associated regulatory restrictions as may be appropriate; and (3) provided direction to staff on bringing back changes to the Municipal Code to allow for adultuse cannabis retail businesses and non-retail cannabis business types within the City; and
WHEREAS, at the June 13, 2023, study session, City Council directed staff
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Packet Pg. 1058 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 6 to return with an ordinance amendment allowing the previously approved medicinal cannabis retailers to also sell adult-use cannabis while the permanent adult-use cannabis updates are pending; and
WHEREAS, on November 14, 2023, City Council the adopted IZO No. 2764, which: (1) updated the interim regulations in order to allow the two approved medicinal cannabis retailers to also sell adult-use cannabis; and (2) made the same changes to the terminology, definitions, and use standards as the prior 2017 IZO to be consistent with State law and the cannabis industry; and WHEREAS, in that IZO, Council adopted operating hours of 10:00 a.m. and 8:00 p.m. Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays; and WHEREAS, on December 19, 2023, City Council adopted IZO 2770, which extended IZO No. 2764 for two years in accordance with SMMC 9.46.090(C), with a new expiration date of February 12, 2026, to allow adequate time for staff to further evaluate the results of the land use changes included in the IZO and to develop a permanent adult-use cannabis program; and
WHEREAS, on November 11, 2024, in an effort to provide more flexibility to Cannabis retailers, Council directed staff to amend IZO 2770 to extend the operating hours for the City’s existing cannabis retailers consistent with State law; and
WHEREAS, the proposed amendment to IZO 2770 would allow the existing cannabis retailers to operate between 8:00 a.m. to 10:00 p.m. daily, which is within current State cannabis regulations that allow cannabis retailers to operate between 6:00 a.m. to 10:00 p.m., and
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Packet Pg. 1059 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 7 WHEREAS, the proposed amendment does not preclude Council from revisiting the IZO prior to its expiration to potentially amend other provisions or duration thereof where necessary; and
WHEREAS, the proposed amendments set forth in this IZO continue to support local business retention and promote new business opportunities addressing the needs of the business community and residents by expanding opportunities within the City; and
WHEREAS, the City Council finds and declares that there continues to exist a current and immediate threat to the public health, safety and general welfare that requires the IZO to allow for economic recovery within the City by expanding permitted cannabis retailer hours.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA
MONICA DOES HEREBY ORDAIN AS FOLLOWS:
SECTION 1. Interim Zoning Regulations. Santa Monica Municipal Code Chapters 9.01 through 9.52 are hereby amended as follows:
(a) The term “Medical Marijuana Dispensary” shall be replaced with “Medicinal Cannabis Retailer” throughout.
(b) Santa Monica Municipal Code Section 9.31.185 is hereby amended as follows:
9.31.185 Medicinal Cannabis Retailers
A. Purpose. The purpose of this subsection is to ensure that the development of Medicinal Cannabis Retailers does not adversely impact adjacent parcels or the surrounding neighborhoods in which they are located and that they will be
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Packet Pg. 1060 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 8 developed in a manner that protects the health, safety, and general welfare of nearby residents and businesses while providing for the needs of all segments of the community. Medicinal Cannabis Retailers shall be permitted, located, developed, and operated consistent with the following development standards:
B. Conditional Use Permit. Each Medicinal Cannabis Retailer shall be subject to the approval of a Conditional Use Permit by the Planning Commission, appealable to the City Council.
C. Number and Location. A maximum of 2 Medicinal Cannabis Retailers no larger than 2,500 square feet shall be permitted. Medicinal Cannabis Retailers are prohibited within 600 feet of a Child Care and Early Education or Family Day Care Facility, park, school, library, Social Service Center, or other Medicinal Cannabis Retailer. The distance shall be established on the date of application for the Conditional Use Permit.
D. Hours of Operation. Medicinal Cannabis Retailers may be operated between the hours of 8:0010:00 a.m. and 10:008:00 p.m. daily Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays.
E. Recommendations. No recommendations for medicinal cannabis shall be issued on-site.
F. Delivery. Delivery of medicinal cannabis to patients or primary care givers as defined in Health and Safety Code Section 11362.5 et seq. is permitted.
G. Source Requirement. Only medicinal cannabis cultivated in California may be sold in a Medicinal Cannabis Retailer.
H. On-Site Cultivation. A maximum area of 15% of the total floor area may
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Packet Pg. 1061 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 9 be used for on-site cultivation.
I. Litter. Outdoor trash receptacles shall be available near the entrances to and exits from the establishment. The premises shall be continuously maintained in a safe, clean, and orderly condition with twice daily litter pick-up within 500 feet of the Medicinal Cannabis Retailer.
J. Inspections. A Medicinal Cannabis Retailer owner shall authorize reasonable City inspection of the property by Santa Monica Code Enforcement and Police staff or other agents or employees of the City to ensure compliance with the conditions of approval imposed by the City in approving this project and will bear the reasonable cost of these inspections as established by Santa Monica Municipal Code Section 2.72.010 and Resolution No. 9905 (CCS) or any successor legislation thereto. These inspections shall be no more intrusive than necessary to ensure compliance with conditions of approval.
K. Enforcement Cooperation. A Medicinal Cannabis Retailer, and all employees thereof, shall use best efforts to assist the police in investigating and prosecuting any violations of this Chapter consistent with constitutional provisions.
L. Sale of Adult-Use Cannabis or Adult-Use Cannabis Products.
Notwithstanding anything to the contrary in this Section or Municipal Code, Medicinal Cannabis Retailers that have been issued a Conditional Use Permit as of October 10, 2023 shall be permitted to deliver and sell adult-use cannabis or adult-use cannabis products, as licensed and regulated by Business and Professions Code Section 26000 et seq., to persons 21 years of age and over, only if a regulatory permit for adult-use cannabis has been obtained by June 1,
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Packet Pg. 1062 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 10 2024. Only cannabis cultivated within California may be sold in accordance with this subsection. Cannabis shall not be consumed or used at the subject property.
Conditions of a Conditional Use Permit issued to a Medicinal Cannabis Retailer eligible to sell adult-use cannabis or adult-use cannabis products under this subsection L that prohibit or otherwise interfere with the sale of adult-use cannabis or adult-use cannabis products shall not be enforced by the City in accordance with the permissions set forth in this subsection L. All remaining Conditional Use Permit conditions shall be subject to enforcement and will apply equally to adultuse cannabis. (c) SMMC Section 9.51.030 is hereby amended to read as follows:
9.51.030 Nonresidential Use Classifications
A. Public and Semi-Public Use Classifications.
1. Adult Day Care. Establishments providing non-medical care for persons 18 years of age or older on a less than 24-hour basis licensed by the State of California.
2. Cemetery. Establishments primarily engaged in operating sites or structures reserved for the interment of human or animal remains, including mausoleums, burial places, and memorial gardens.
3. Child Care and Early Education Facility. Establishments providing non-medical care for persons less than 18 years of age on a less than 24-hour basis other than family day care (small and large). This classification includes commercial and nonprofit nursery schools, preschools, day care facilities for children, and any other day care facility licensed by the State of California. See
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Packet Pg. 1063 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 11 Division 3, Section 9.31.120, Child Care and Early Education Facilities, for further details.
4. College and Trade School. Institutions of higher education providing curricula of a general, religious or professional nature, typically granting recognized degrees, including conference centers and academic retreats associated with such institutions. This classification includes junior colleges, business and computer schools, management training, technical and trade schools, but excludes personal instructional services such as music lessons.
5. Community Assembly. A facility for public or private meetings including community centers, banquet centers, religious assembly facilities, civic auditoriums, union halls, meeting halls for clubs and other membership organizations. This classification includes functionally related facilities for the use of members and attendees such as kitchens, multi-purpose rooms, and storage. It does not include gymnasiums or other sports facilities, convention centers, or facilities, such as day care centers and schools that are separately classified and regulated. See Division 3, Section 9.31.100, Community Assembly, for further details.
6. Community Garden. An area of land managed and maintained by a public or nonprofit organization or a group of individuals to grow and harvest food crops and/or ornamental crops, such as flowers, for personal or group use, consumption, or donation. Community gardens may be divided into separate plots for cultivation by one or more individuals or may be farmed collectively by members of the group and may include common areas maintained and used by group
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Packet Pg. 1064 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 12 members. Community gardens may be accessory to public or institutional uses such as parks, schools, community centers, or religious assembly uses. This classification does not include gardens that are on a property in residential use when access is limited to those who reside on the property. Community gardens do not include medical marijuana collectives.
7. Cultural Facility. Facilities engaged in activities to serve and promote aesthetic and educational interest in the community that are open to the public on a regular basis. This classification includes performing arts centers for theater, music, dance, and events; spaces for display or preservation of objects of interest in the arts or sciences; libraries; museums; historical sites; aquariums; art galleries; and zoos and botanical gardens. It does not include schools or institutions of higher education providing curricula of a general nature.
8. Hospitals and Clinics. State-licensed public, private, and nonprofit facilities providing medical, surgical, mental health, or emergency medical services. This classification includes facilities for inpatient or outpatient treatment, including substance-abuse programs, as well as training, research, and administrative services for patients and employees. This classification excludes veterinary services and animal hospitals (see Animal Care, Sales, and Services). a. Hospital. A facility providing medical, surgical, mental health, or services primarily on an in-patient basis, and including ancillary facilities for outpatient and emergency treatment, diagnostic services, training, research, administration, and services to patients, employees, or visitors. b. Clinic. A facility providing medical, mental health, or surgical
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Packet Pg. 1065 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 13 services exclusively on an out-patient basis, including emergency treatment, diagnostic services, administration, and related services to patients who are not lodged overnight. Services may be available without a prior appointment. This classification includes licensed facilities offering substance abuse treatment, blood banks, plasma, dialysis centers, and emergency medical services offered exclusively on an out-patient basis.
This classification does not include private medical and dental offices that typically require appointments and are usually smaller scale (see Offices, Medical and Dental).
9. Park and Recreation Facility. Parks, playgrounds, recreation facilities, trails, wildlife preserves, and related open spaces, which are open to the general public. This classification also includes playing fields, courts, gymnasiums, swimming pools, picnic facilities, tennis courts, golf courses, and botanical gardens, as well as related food concessions or community centers within the facilities and restrooms within a primary structure or in an accessory structure on the same site.
10. Public Safety Facility. Facilities providing public-safety and emergency services, including police and fire protection and emergency medical services, with incidental storage, training and maintenance facilities.
11. School. Facilities for primary or secondary education, including public schools, charter schools, and private and parochial schools.
12. Social Service Center. Facilities providing a variety of supportive services for disabled and homeless individuals and other targeted groups on a less
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Packet Pg. 1066 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 14 than 24-hour basis. Examples of services provided are counseling, meal programs, personal storage lockers, showers, instructional programs, television rooms, and meeting spaces. This classification is distinguished from licensed day care centers (see Adult Day Care and Child Care and Early Education Facility), clinics (see Clinic), and emergency shelters providing 24-hour or overnight care (see Emergency Shelter).
B. Commercial Use Classifications
1. Adult-Oriented Business. See Sexually-Oriented Businesses.
2. Animal Care, Sales and Services. Retail sales and services related to the boarding, grooming, and care of household pets, including:
a. Grooming and Pet Store. Retail sales of animals and/or services, including grooming, for animals on a commercial basis. Typical uses include dog bathing and clipping salons, pet grooming shops, and pet stores and shops. This classification excludes dog walking and similar pet care services not carried out at a fixed location, and excludes pet supply stores that do not sell animals or provide on-site animal services (see General Retail Sales).
b. Kennel. A commercial, nonprofit, or governmental facility for keeping, boarding, training, breeding or maintaining 4 or more dogs, cats, or other household pets not owned by the kennel owner or operator on a 24-hour basis. This classification includes animal shelters and animal hospitals that provide boarding-only services for animals not receiving services on the site but excludes the provision by shops and hospitals of
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Packet Pg. 1067 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 15 24-hour accommodation of animals receiving medical services on site. This classification also includes kennels that, in addition to 24-hour accommodation, provide pet care for periods of less than 24 hours but it does not include facilities that provide pet day care exclusively or predominantly.
c. Pet Day Care Service. A commercial, nonprofit, or
governmental facility for keeping 4 or more dogs, cats, or other household pets not owned by the kennel owner or operator primarily for periods of less than 24 hours.
d. Veterinary Service. Veterinary services for domesticated animals. This classification allows 24-hour accommodation of animals receiving medical services but does not include kennels.
3. Automobile/Vehicle Sales and Services. Retail or wholesale businesses that sell, rent, and/or repair automobiles, boats, recreational vehicles, trucks, vans, trailers, and motorcycles, including the following:
a. Alternative Fuels and Recharging Facility. A facility offering motor vehicle fuels not customarily offered by commercial refueling stations (e.g., LPG) as well as equipment to recharge electric-powered vehicles.
This classification does not include facilities within public garages or other stations that are accessory to a permitted use.
b. Automobile Rental. Rental of automobiles. Typical uses include car rental agencies. See Division 3, Section 9.31.050, Automobile Rental, for further details.
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Packet Pg. 1068 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 16 c. Automobile Storage Parcel. Any property used for short- or long-term parking of vehicles for sale or lease at an automobile dealership or rental agency on a separate parcel from such agency or dealership. d. Automobile/Vehicle Sales and Leasing. Sale or lease, retail or wholesale, of new or used automobiles, light trucks, motorcycles, motor homes, and trailers, together with associated repair services and parts sales for vehicles sold or leased by the manufacturer associated with the dealership. (For auto repair, see Automobile/Vehicle Service and Repair, Major and Minor.) This classification includes on-site facilities for maintaining an inventory of vehicles for sale or lease but excludes buildings and property on a separate site that are used for storing vehicles (see Automobile Storage Parcel). Typical uses include automobile dealers and recreational vehicle sales agencies. This classification also includes minor on-site preparation, washing, buffing, waxing, and detailing of vehicles for sale or vehicles repaired at the facility. Any outdoor preparation, washing, buffing, waxing, and detailing of vehicles shall comply with the standards of Section 9.31.080(C), (D), (M), (N), (P), and (Q). This classification does not include automobile brokerage and other establishments that solely provide services of arranging, negotiating, assisting, or effectuating the purchase of automobiles for others. See Division 3, Section 9.31.070, Automobile/Vehicle Sales, Leasing, and Storage, for further details. e. Automobile/Vehicle Repair, Major. Repair of automobiles, trucks, motorcycles, motor homes, boats and recreational vehicles,
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Packet Pg. 1069 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 17 including the incidental sale, installation, and servicing of related equipment and parts. This classification includes auto repair shops, body and fender shops, transmission shops, wheel and brake shops, auto glass services, vehicle painting, tire sales and installation, and installation of car alarms, sound, telecommunications, and navigation systems, but excludes vehicle dismantling or salvaging and tire retreading or recapping. See Division 3, Section 9.31.060, Automobile/Vehicle Repair, Major and Minor, for further details.
f. Automobile/Vehicle Service and Repair, Minor. The service and repair of automobiles, light-duty trucks, boats, and motorcycles, including the incidental sale, installation, and servicing of related equipment and parts. This classification includes the replacement of small automotive parts and liquids as an accessory use to a gasoline sales station or automotive accessories and supply store, as well as smog check quickservice oil, tune-up and brake and muffler shops where repairs are made or service provided in enclosed bays and no vehicles are stored overnight.
This classification excludes disassembly, removal or replacement of major components such as engines, drive trains, transmissions or axles; automotive body and fender work, vehicle painting or other operations that generate excessive noise, objectionable odors or hazardous materials, and towing services. It also excludes repair of heavy trucks, limousines or construction vehicles. See Division 3, Section 9.31.060, Automobile/Vehicle Repair, Major and Minor, for further details.
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Packet Pg. 1070 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 18 g. Automobile/Vehicle Washing. Washing, waxing, or cleaning of automobiles or similar light vehicles, that are the principal use of a building, structure, or site, including self-serve washing facilities. See Division 3, Section 9.31.080, Automobile/Vehicle Washing, for further details.
h. Large Vehicle and Equipment Sales, Service, and Rental Sales, servicing, rental, fueling, and washing of large trucks, trailers, tractors, and other equipment used for construction, moving, agricultural, or landscape gardening activities. Includes large vehicle operation training facilities.
i. Service Station. Establishments primarily engaged in retailing automotive fuels or retailing these fuels in combination with activities, such as providing minor automobile/vehicle repair services; selling automotive oils, replacement parts, and accessories; and/or providing accessory food and retail services. See Division 3, Section 9.31.320, Service Stations, for further details.
j. Towing and Impound. Establishments primarily engaged in towing light or heavy motor vehicles, both local and long distance. These establishments may provide incidental services, such as vehicle storage and emergency road repair services (for automobile dismantling, see Salvage and Wrecking). This classification includes parcels used for storage of impounded vehicles.
4. Banks and Financial Institutions.
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Packet Pg. 1071 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 19 a. Bank and Credit Union. Financial institutions providing retail banking services. This classification includes only those institutions engaged in the on-site circulation of money, including credit unions, but excluding check-cashing businesses. For administration, headquarters, or other offices of banks and credit unions without retail banking services/onsite circulation of money (see Offices, Business and Professional). b. Check Cashing Business. Establishments that, for
compensation, engage in the business of cashing checks, warrants, drafts, money orders, or other commercial paper serving the same purpose. This classification also includes the business of deferred deposits, whereby the check casher refrains from depositing a personal check written by a customer until a specific date pursuant to a written agreement as provided in Civil Code 1789.33. Check Cashing Businesses do not include State or Federally chartered banks, savings associations, credit unions, or industrial loan companies. They also do not include retail sellers engaged primarily in the business of selling consumer goods, such as consumables to retail buyers that cash checks or issue money orders incidental to their main purpose or business.
5. Bar. See Eating and Drinking Establishments.
6. Business Service. Establishments providing goods and services to other businesses on a fee or contract basis, including printing and copying, blueprint services, mailbox services, equipment rental and leasing, office security, custodial services, film processing, model building, and delivery services with 2 or
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Packet Pg. 1072 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 20 fewer fleet vehicles on-site. (For 3 or more fleet vehicles, see Light Fleet-Based Services.)
7. Commercial Entertainment and Recreation. Provision of participant or spectator entertainment. This classification may include restaurants, snack bars, and other incidental food and beverage services to patrons. a. Cinema. Facilities for indoor display of films and motion pictures.
b. Theater. Facilities designed and used for entertainment, including plays, comedy, and music, which typically contain a stage upon which movable scenery and theatrical appliances or musical instruments and equipment are used.
c. Convention and Conference Centers. Facilities designed and used for conventions, conferences, seminars, trade shows, product displays, and other events in which groups gather to promote and share common interests. Convention centers typically have at least one auditorium and may also contain concert halls, lecture halls, meeting rooms, and conference rooms, as well as accessory uses such as facilities for food preparation and serving and administrative offices. For conference facilities accessory to hotels, see Hotel and Motel.
d. Large-Scale Facility. This classification includes large outdoor facilities such as amusement and theme parks, sports stadiums and arenas, racetracks, amphitheaters, drive-in theaters, driving ranges, and golf courses. It also includes indoor facilities with 5,000 square feet or more
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Packet Pg. 1073 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 21 in building area such as fitness centers, gymnasiums, handball, racquetball, or large tennis club facilities; ice or roller skating rinks; swimming or wave pools; miniature golf courses; bowling alleys; archery or indoor shooting ranges; and riding stables.
e. Small-Scale Facility. This classification includes small, generally indoor facilities that occupy less than 5,000 square feet of building area, such as billiard parlors, card rooms, game arcades, dance halls, small tennis club facilities, poolrooms, and amusement arcades. f. Fortunetelling. An establishment where a person or persons provide fortunetelling services and demand or receive, directly or indirectly, a fee or reward, or accept any donation for the exercise or exhibition of fortunetelling services, or give an exhibition of fortunetelling services at any place where a fee, donation or reward is charged or received, directly or indirectly as a condition of entry. Fortunetelling services shall include, but not be limited to, the telling of fortunes, forecasting of futures, or furnishing of any information not otherwise obtainable by the ordinary process of knowledge, by means of any occult or psychic power, faculty or force, psychic reading, occult reading, clairvoyance, clairaudience, cartomancy, psychometry, phrenology, spirits, mediumship, seership, prophecy, augury, astrology, palmistry, necromancy, mindreading, tarot card readings, tea leaves, telepathy or other craft, art, science, cards, talisman, charm, potion, magnetism, magnetized article or substance, crystal gazing, or magic of any kind or nature.
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Packet Pg. 1074 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 22 8. Eating and Drinking Establishments. Businesses primarily engaged in selling and serving prepared food and/or beverages for consumption on or off the premises.
a. Bar/Night Club/Lounge. Businesses that are licensed by the State to serve alcoholic beverages, including beer, wine and mixed drinks for consumption on the premises from a liquor service facility that is physically separate from the dining area and may be operated during hours when food is not served. See Division 3, Section 9.31.040, Alcoholic Beverage Sales, for further details.
b. Restaurant, Full-Service. Restaurants providing food and beverage services to patrons who order and are served while seated and pay after eating. Takeout service may also be provided. See Division 3, Section 9.31.040, Alcoholic Beverage Sales, where applicable, for further details.
c. Restaurant, Limited-Service and Take-Out. Establishments where food and beverages may be consumed on the premises, taken out, or delivered. This classification includes cafes, cafeterias, coffee shops, delicatessens, fast-food restaurants, sandwich shops, limited-service pizza parlors, self-service restaurants, ice cream and frozen yogurt shops, and snack bars with indoor or outdoor seating for customers. This classification includes bakeries that have tables for on-site consumption of products. It excludes catering services that do not sell food or beverages for on-site consumption (see Commercial Kitchen). See Division 3, Sections 9.31.040,
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Packet Pg. 1075 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 23 Alcoholic Beverage Sales, and 9.31.280, Restaurants, Limited Service and Take Out Only, where applicable, for further details.
d. Food Hall. Establishments consisting of three or more individually licensed businesses within an enclosed building where food and beverages may be consumed on the premises, taken out, or delivered, and may also include small retail venues. Patrons may be served while seated and pay after eating, or orders may be made at a walk-up window, counter, machine, or remotely, and payment made prior to food consumption.
Characteristics of food halls include but are not limited to: shared entrance/lobby areas, compartmentalized spaces for individually licensed businesses, shared eating areas, shared restrooms, and shared “back of house” areas (e.g., storage, dishwashing, food preparation). Each compartmentalized space may have access to the exterior of the building, along with outdoor dining and seating areas, which may be shared with other businesses within the establishment.
e. With Drive-Through Facility. Establishments providing food and beverage services to patrons remaining in automobiles. Includes driveup service. f. With Outdoor Dining and Seating Area. Provision of outdoor dining facilities on the same property or in the adjacent public right-of-way.
See Division 3, Section 9.31.200, Outdoor Dining and Seating, for further details.
9. Equipment Rental. Establishments whose primary activity is the
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Packet Pg. 1076 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 24 rental of equipment, such as medical and party equipment, to individuals and business, and whose activities may include storage and delivery of items to customers.
10. Food and Beverage Sales. Retail sales of food and beverages for off-site preparation and consumption. Typical uses include food markets, groceries, and liquor stores.
a. Convenience Market. Retail establishments that sell a limited line of groceries, prepackaged food items, tobacco, magazines, and other household goods, primarily for off-premises consumption. These establishments typically have long or late hours of operation and occupy a relatively small building. This classification includes small retail stores located on the same parcel as or operated in conjunction with a Service Station but does not include delicatessens or specialty food shops. It excludes establishments that offer a sizeable assortment of fresh fruits and vegetables or fresh-cut meat (see General Market). See Division 3, Section 9.31.040, Alcoholic Beverage Sales, for further details. b. Farmers Market. A location where the primary activity is the sale of agricultural products by producers and certified producers. Sales of ancillary products may occur at the location. An open air farmers market may only be operated by a local government agency.
c. General Market. Retail food markets of food and grocery items primarily for offsite preparation and consumption. Typical uses include supermarkets and specialty food stores such as retail bakeries; candy, nuts
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Packet Pg. 1077 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 25 and confectionary stores; meat or produce markets; vitamin and health food stores; cheese stores; and delicatessens. This classification may include small-scale specialty food production with retail sales such as pasta shops.
See Division 3, Sections 9.31.040, Alcoholic Beverage Sales, and 9.31.150, General Markets in Residential Districts, where applicable, for further details.
d. Liquor Store. Establishments primarily engaged in selling packaged alcoholic beverages for off-site consumption. See Division 3, Section 9.31.040, Alcoholic Beverage Sales, for further details.
11. Funeral Parlor and Mortuary. An establishment primarily engaged in the provision of services involving the care, preparation, or disposition of human remains and conducting memorial services. Typical uses include a crematory, columbarium, mausoleum, or mortuary.
12. Home Occupation. A use that is incidental and secondary to the primary residential use of a dwelling and compatible with surrounding residential uses. These uses include business, professional, and creative offices, food production, limited personal services, and urban agriculture. See Division 3, Section 9.31.160, Home Occupations for further details.
13. Instructional Services. Establishments that offer specialized programs in personal growth and development, typically in a classroom setting.
Typical uses include classes or instruction in music, health, athletics, art, or academics. Instructional Services may include rehearsal studios as an accessory use. This use type excludes Colleges and Trade Schools and facilities that offer
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Packet Pg. 1078 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 26 instructional services (see General Personal Services). This use type also excludes gyms, exercise clubs, or studios offering performing arts, martial arts, physical exercise, or yoga training and similar types of instruction. See Personal Services-Physical Training.
14. Live-Work. A unit that combines a work space and incidental residential space occupied and used by a single household in a structure that has been constructed for such use or converted from commercial or industrial use and structurally modified to accommodate residential occupancy and work activity in compliance with the Building Code. The working space is reserved for and regularly used by one or more occupants of the unit. See Division 3, Section
9.31.170, Live-Work Units, for further details.
15. Lodging. An establishment providing overnight accommodations to transient patrons who maintain a permanent place of residence elsewhere for payment for periods of 30 consecutive calendar days or less. a. Bed and Breakfast. A residential structure that is in residential use in which the property owner or manager lives on site and within which up to 4 bedrooms are rented for overnight lodging and where meals may be provided. See Division 3, Section 9.31.090, Bed and Breakfasts, for further details.
b. Hotel and Motel. An establishment providing temporary lodging to transient patrons. These establishments may provide additional services, such as conference and meeting rooms, restaurants, bars, or recreation facilities available to guests or to the general public. This use
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Packet Pg. 1079 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 27 classification includes motor lodges, motels, apartment hotels, hostels and tourist courts, but does not include rooming houses, boarding houses, or private residential clubs, single-room occupancy housing, or bed and breakfast establishments within a single-unit residence. c. Vacation Rental. A property with a dwelling unit or guest house intended for permanent occupancy that is available for rent or hire for any person other than the primary owner for transient use for 30 days or less or is otherwise occupied or utilized on a transient basis for 30 days or less. Vacation rental does not include a Bed and Breakfast as defined above.
16. Maintenance and Repair Service. Establishments engaged in the maintenance or repair of office machines, household appliances, furniture, and similar items. This classification excludes maintenance and repair of motor vehicles or boats (see Automotive/Vehicle Sales and Services) and personal apparel (see Personal Services).
17. Mobile Food Truck Off-Street Venue. A location where the commercial vending of food occurs from parked vehicles.
18. Nursery and Garden Center. Establishments primarily engaged in retailing nursery and garden products—such as trees, shrubs, plants, seeds, bulbs, and sod—that are predominantly grown elsewhere. These establishments may sell a limited amount of a product they grow themselves. Fertilizer and soil products are stored and sold in packaged form only.
19. Offices. Offices of firms, organizations (for-profit and nonprofit), and
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Packet Pg. 1080 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 28 public agencies providing professional, executive, management, administrative or design services, such as accounting, architectural, computer software design, engineering, graphic design, interior design, investment, insurance, and legal offices, excluding banks and savings and loan associations with retail banking services (see Banks and Financial Institutions). This classification also includes offices where medical and dental services are provided by physicians, dentists, chiropractors, acupuncturists, optometrists, and similar medical professionals, including medical/dental laboratories within medical office buildings but excluding clinics or independent research laboratory facilities (see Research and Development) and hospitals (see Hospital and Clinic).
a. Business and Professional. Offices of firms, organizations, or agencies providing professional, executive, management, administrative, financial, accounting, or legal services, but excluding those that primarily provide direct services to patrons that visit the office (see Offices, Walk-In Clientele).
b. Creative. Offices, production spaces, and work spaces of establishments that are in the business of the development, publishing, production, or distribution of creative property, including, but not limited to, advertising, architectural services, broadcasting, communications, computer software design, media content, entertainment, engineering, fashion design, film distribution, graphic design, interior design, internet content, landscape design, photography, and similar uses. c. Medical and Dental. Offices providing consultation,
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Packet Pg. 1081 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 29 diagnosis, therapeutic, preventive, or corrective personal treatment services by doctors and dentists; medical and dental laboratories that see patients; and similar practitioners of medical and healing arts for humans licensed for such practice by the State of California. Incidental medical and/or dental research within the office is considered part of the office use if it supports the on-site patient services.
d. Walk-In Clientele. Offices predominantly providing direct services to patrons or clients and do not require appointments. This use classification includes employment agencies, insurance agent offices, real estate offices, travel agencies, utility company offices, and offices for elected officials. It does not include banks or check-cashing facilities, which are separately classified and regulated (see Banks and Financial Institutions).
20. Parking, Public or Private. Structures and surface lots offering parking for a fee when such use is not incidental to another on-site activity.
21. Personal Service.
a. General Personal Services. Provision of recurrently needed services of a personal nature. This classification includes barber shops and beauty salons, seamstresses, tailors, dry cleaning agents (excluding largescale bulk cleaning plants), shoe repair shops, self-service laundries, video rental stores, photocopying and photo finishing services, and travel agencies mainly intended for the consumer. This classification also includes massage establishments that are in full compliance with the applicable
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Packet Pg. 1082 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 30 provisions of Chapter 6.104, Massage Regulations, of the Santa Monica Municipal Code, and in which all persons engaged in the practice of massage are certified pursuant to the California Business and Professions Code Section 4612. This classification does not include gyms, exercise clubs, or studios offering performing arts, martial arts, physical exercise, or yoga training and similar types of instruction. See Division 3, Section
9.31.230, Personal Service, for further details.
b. Personal Services, Physical Training. Gyms, exercise clubs, or studios less than 5,000 square feet offering martial arts, physical exercise, yoga training and similar types of instruction to classes and groups. This classification also includes exclusively youth-serving studios of less than 3,000 square feet offering performing arts, dance, martial arts, physical exercise, and similar types of instruction to classes and groups of more than 5 persons.
c. Tattoo or Body Modification Parlor. An establishment whose principal business activity is one or more of the following: (i) using ink or other substances that result in the permanent coloration of the skin through the use of needles or other instruments designed to contact or puncture the skin; or (ii) creation of an opening in the body of a person for the purpose of inserting jewelry or other decoration. See Division 3, Section 9.31.230, Personal Service, for further details.
22. Retail Sales
(a) Building Materials and Services. Retail sales or rental of
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Packet Pg. 1083 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 31 building supplies or equipment. This classification includes lumberyards, tool and equipment sales or rental establishments, and includes establishments devoted principally to taxable retail sales to individuals for their own use. This definition does not include Construction and Material Yards, hardware stores less than 10,000 square feet or establishments engaged in the business of selling, leasing, or otherwise transferring any firearm or ammunitions.
(b) General Retail Sales, Small-Scale. The retail sale or rental of merchandise not specifically listed under another use classification. This classification includes retail establishments with 25,000 square feet or less of sales area; including department stores, clothing stores, furniture stores, pet supply stores, small hardware and garden supply/nurseries stores (with 10,000 square feet or less of floor area), and businesses retailing goods including, but not limited to, the following: toys, hobby materials, handcrafted items, jewelry, cameras, photographic supplies and services (including portraiture and retail photo processing), medical supplies and equipment, pharmacies, electronic equipment, sporting goods, kitchen utensils, hardware, appliances, antiques, art galleries, art supplies and services, paint and wallpaper, carpeting and floor covering, office supplies, bicycles, video rental, and new automotive parts and accessories (excluding vehicle service and installation). Retail sales may be combined with other services such as office machine, computer, electronics, and similar small-item repairs. See Division 3, Sections 9.31.210, Outdoor
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Packet Pg. 1084 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 32 Newsstands, and 9.31.220, Outdoor Retail Display and Sales, where applicable, for further details.
(c) General Retail Sales, Medium-Scale. The retail sale or rental of merchandise not specifically listed under another use classification. This classification includes retail establishments with more than 25,000 square feet but not more than 80,000 square feet of sales area. (d) General Retail Sales, Large-Scale. Retail establishments with over 80,000 square feet of sales area that sell merchandise and bulk goods for individual consumption, including membership warehouse clubs, where sales of grocery items do not occupy more than 25% of the floor area. (e) Medicinal Cannabis Retailer. A licensed premises which is a physical location from which retail medicinal cannabis or medicinal cannabis products are intended to be sold for use, pursuant to the Compassionate Use Act of 1996 (Proposition 215), found at Section 11362.5 of the Health and Safety Code, by a medicinal cannabis patient in California who possesses a physician’s recommendation. The premises may be closed to the public; sales may be made exclusively by delivery.
Subject to the provisions of SMMC Section 9.31.185 Medicinal Cannabis Retailers shall be permitted to deliver, cultivate, or sell adult-use cannabis or adult-use cannabis products, as licensed and regulated by Business and Professions Code Section 26000 et seq. and as amended from time to time, to persons 21 years of age and over.
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Packet Pg. 1085 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 33 (f) Pawn Shop. Establishments engaged in the buying or selling of new or secondhand merchandise and offering loans in exchange for personal property.
(g) Swap Meet. Any indoor or outdoor place, in an approved location, or for an approved activity where new or used goods or secondhand personal property is offered for sale or exchange to the general public by a multitude of individual licensed vendors, usually in compartmentalized spaces. The term swap meet is interchangeable with and applicable to: flea markets, auctions, open air markets, outdoor sales activities, or other similarly named or labeled activities; but does not include supermarket or department store retail operations. See Division 3, Sections
9.31.360, Swap Meets, and 9.31.220, Outdoor Retail Display and Sales, for further details.
SECTION 2. Any provision of the Santa Monica Municipal Code or any appendix thereto inconsistent with the provisions of this Interim Zoning Ordinance, to the extent of such inconsistencies and no further, is hereby repealed or modified to that extent necessary to effect the provisions of this Ordinance.
SECTION 3. If any section, subsection, sentence, clause, or phrase of this Interim Zoning Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Interim Zoning Ordinance. The City Council hereby declares that it would have passed this Interim Zoning Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or
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Packet Pg. 1086 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business 34 unconstitutional without regard to whether any portion of the Interim Zoning Ordinance would be subsequently declared invalid or unconstitutional.
SECTION 4. The Mayor shall sign and the City Clerk shall attest to the passage of this Interim Zoning Ordinance. The City Clerk shall cause the same to be published once in the official newspaper within 15 days after its adoption. This Interim Zoning Ordinance shall become effective thirty days after its adoption.
SECTION 5. This Interim Zoning Ordinance shall be of no further force or effect on or after February 12, 2026, unless it is otherwise extended pursuant to Santa Monica Municipal Code Section 9.46.090.
APPROVED AS TO FORM:
_________________________
DOUGLAS SLOAN
City Attorney
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Packet Pg. 1087 Attachment: Cannabis Retailers Operating Hours Extension IZO [Revision 1] (6757 : Interim Zoning Ordinance to Extend Cannabis Business City Council
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Packet Pg. 1088 Attachment: PowerPoint Presentation [Revision 1] (6757 : Interim Zoning Ordinance to Background
• Interim Zoning Ordinance (IZO) 2770
• Allows the City’s two existing Medicinal Cannabis Retailers to sell adult-use cannabis
• Permits operating hours of 10:00 a.m. to 8:00 p.m. Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays
• Proposed IZO Amendment
• Extends operating hours to between 8:00 a.m. to 10:00 p.m. daily • State cannabis regulations allow cannabis retailers to operate between 6:00 a.m. to 10:00 p.m daily
• IZO would continue to remain effective until February 12, 2026 City Council | 12.17.24 | Item 10.A
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Packet Pg. 1089 Attachment: PowerPoint Presentation [Revision 1] (6757 : Interim Zoning Ordinance to Recommended Action
• Introduce for first reading an Interim Zoning Ordinance amending interim zoning regulations established by Interim Zoning Ordinance 2764 (CCS) and extended by Interim Zoning Ordinance 2770 (CCS) to extend the operating hours for the City’s existing cannabis retailers consistent with State law
• Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines
City Council | 12.17.24 | Item 10.A
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Packet Pg. 1090 Attachment: PowerPoint Presentation [Revision 1] (6757 : Interim Zoning Ordinance to City Council
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Packet Pg. 1091 Attachment: PowerPoint Presentation [Revision 1] (6757 : Interim Zoning Ordinance to Proposed Ordinance
9.31.185 Medicinal Cannabis Retailers
D. Hours of Operation. Medicinal Cannabis Retailers may be operated between the hours of 8:0010:00 a.m. and 10:008:00 p.m. daily Monday through Saturday and 12:00 p.m. to 7:00 p.m. on Sundays.
City Council | 12.17.24 | Item 10.A
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Packet Pg. 1092 Attachment: PowerPoint Presentation [Revision 1] (6757 : Interim Zoning Ordinance to City Council
Report
City Council Meeting: December 17, 2024
Agenda Item: 10.B
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To: Mayor and City Council
From: Douglas Sloan, City Attorney, City Attorney's Office, Administration Subject: Approval of Contracts for Implementation of SaMo Bridge Program And Introduce and Adopt Emergency Interim Zoning Ordinance to Exempt City Uses from Temporary Use Permit Requirements During a Declared Emergency
Recommended Actions
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Sections 15061(b)(3) (Common Sense Exemption) and 15303 (New Construction and Conversion of Small Structures) of the California Environmental Quality Act (CEQA) Guidelines.
2. Introduce and Adopt an Emergency Interim Zoning Ordinance to Exempt Uses on City-Owned Property and that Use City Funds From Temporary Use Permit Requirements During a Declared Local or State of Emergency
3. Authorize the City Manager to negotiate and execute an agreement with Exodus Recovery, Inc. (Exodus) to operate SaMo Bridge. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section 2.24.250(i) and 2.24.240(a) and is a total amount not to exceed $5,599,582 over a 3-year period, with future year funding contingent on Council budget approval.
4. Authorize the City Manager to negotiate and execute an agreement with Willscot for mobile trailers. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section
2.24.250(i) and 2.24.240(a) and is a total amount not to exceed $650,000 for three years with future funding contingent on Council budget approval.
5. Authorize the City Manager to negotiate and execute an agreement with Moss Adams for SaMo Bridge program evaluation and fiscal audit services. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section 2.24.250(i) and 2.24.240(a) and is a total amount not to exceed $350,000 for three years, with future year funding contingent on Council budget approval.
10.B
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6. Authorize the City Manager to negotiate and execute an agreement with Elizabeth Anderson Consulting (EAC) for grant consulting services. This recommended award is made as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section 2.24.250(i) and 2.24.240(a) and is a total amount not to exceed $225,000 for three years, with future year funding contingent on Council budget approval.
7. Approve a limited term administrative position (Senior Legal Analyst) for legal data analysis, grant implementation, and ongoing grant management as described in the “Funding and Staffing Recommendations section of this report.
8. Authorize a budget amendment as outlined in the Financial Impacts & Budget Actions section of this report (requires 5 votes).
Summary
To advance the City’s Council priority area of addressing homelessness, on June 5, 2024, the City Attorney’s Office (CAO) submitted an application for Proposition 47 grant funding in an amount equal to $7,926,172 for SaMo Bridge, a diversion program that addresses the behavioral health, substance use, and housing needs of justice-involved adults in the Santa Monica community.
On October 3, 2024, the BSCC awarded full grant funding to the City of Santa Monica.
On October 22, 2024, the City Council adopted Resolution Number 11629 (CCS) authorizing the City Manager to submit the application to the California Board of State and Community Corrections (BSCC), accept the grant, execute the grant agreement, and execute other necessary documents. (Attachment A – Resolution No. 11629 (CCS)) Per the terms of the grant, SaMo Bridge is required to be operational no later than April 2025 and provide services through the end of March 2028.
The City Attorney’s Office has continued to work with City Department partners towards implementation. The cross-departmental implementation team assessed 14 City-owned properties and facilitated a discussion with 5 departments to identify the most feasible location for SaMo Bridge operations. Cross-department leadership reached consensus that the cement patio area adjacent to the entrance of the Civic Center Auditorium East Wing is the best location to site SaMo Bridge during the grant period. Several Departments have confirmed that, among other benefits, activation of the area around the Civic Center Auditorium will help alleviate some community concerns. In addition,
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the BSCC Grant requires extensive public outreach with both a local advisory committee and regular community meetings. Staff expects the first community outreach meeting to be conducted in January.
Due to the temporary nature of the 3-year grant period and the fact that the Civic property is under consideration for future development that is unlikely to break ground before 3 years, the Civic Center appears to be the most viable candidate to host SaMo Bridge operations.
Staff now asks that the City Council authorize the City Manager to negotiate and execute agreements with the following vendors for implementation of the grant:
(1) Exodus Recovery, Inc. to operate SaMo Bridge;
(2) Willscot for mobile trailers which will serve as the SaMo Bridge respite hub;
(3) Moss Adams for program evaluation and fiscal audit services; and (4) Elizabeth Anderson Consulting (EAC) to provide grant consulting services.
In addition, in order to ensure placement and use of the trailers as a respite hub is consistent with the Zoning Ordinance, staff recommends introduction and adoption of an Emergency Interim Zoning Ordinance to exempt temporary uses on City-owned property or that utilize City funds during a declared local or state of emergency.
Discussion
Santa Monica has a long-standing comprehensive, coordinated, and interdisciplinary approach to addressing homelessness. These efforts are advanced by non-profit partners; Federal, State, and County governments; and City departments working together to address and prevent homelessness and its impact on the broader community who live, play, and/or work in Santa Monica.
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As part of this coordinated effort, the Santa Monica City Attorney’s Office addresses homelessness through strategies that address root causes of criminal justice involvement. The CAO, in collaboration with the Santa Monica Police Department (SMPD) and the Housing and Human Services Department, developed the SaMo Bridge diversion program proposal in response to the BSCC Prop 47 grant RFP to address unmet behavioral health, substance abuse, and housing needs of justiceinvolved adults in the Santa Monica community. The BSCC awarded Santa Monica full funding for the SaMo Bridge program on October 3, 2024.
The creation of SaMo Bridge builds on the CAO’s current methods of addressing homelessness at multiple points of people’s contact and involvement in the criminal justice system. Current work includes:
• Santa Monica Step Court, funded through a grant from the U.S. Department of Justice Bureau of Justice Assistance. Step Court services are provided by Exodus. Step Court engages with individuals who have misdemeanor cases filed by the CAO’s office. CAO, the Public Defender's office, and Exodus work to connect participants with services that address the root cause of their criminal conduct including mental health, substance abuse, and homelessness. • Alternatives to Incarceration, funded and operated through a partnership with LA County CEO ATI Office. ATI brings Exodus outreach staff into the Santa Monica jail to connect people to social services upon release from jail; offering the option of services in filing their criminal case.
SaMo Bridge brings new resources and options to people with criminal justice system involvement and further extends Santa Monica’s comprehensive approach to addressing homelessness. SaMo Bridge is a no-barrier 24/7 respite hub where SMPD can divert individuals during the pre-arrest, post-arrest, and pre-filing stages of law enforcement contact.
At the respite hub, individuals can address basic needs and enroll in 90-day care coordination plans to secure housing and treatment services. SaMo Bridge participants
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will access the respite hub for approximately 24 to 72 hours as their Exodus Case Manager finds temporary housing and treatment services. The City Attorney’s Office will dismiss citations and cases for SaMo Bridge participants who complete their 90-day care plans. The full project description is set forth in the City’s application. See Attachment B – Combined Project Proposal.
Anticipated SaMo Bridge Site
To select the SaMo Bridge respite hub site, staff from the City Attorney’s Office and SMPD assessed 14 properties and facilitated a discussion with 5 departments to identify the most feasible location for SaMo Bridge operations. Cross-department leadership reached consensus that the cement patio area adjacent to the entrance of the Civic Center Auditorium East Wing Civic Center Auditorium is the best location to site SaMo Bridge during the grant period.
Due to the temporary nature of the 3-year grant period and the fact that the Civic property is under consideration for future development that is unlikely to break ground before 3 years, the Civic Center appears to be the most viable candidate to host SaMo Bridge operations.
In the alternative, the parking lot on the corner of Pico Boulevard and Main Street could serve as a location. However, through investigation it was determined that it would require more infrastructure for temporary power and would not have the benefit of activating the area adjacent to the East Wing.
Limited Term Administrative Position
In addition, the grant includes a budget of $584,940 for a limited term administrative position (Senior Legal Analyst-CAO) for legal data analysis, grant implementation, and ongoing grant management. The term of the position would coincide with the term of the grant and be fully funded from the grant.
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Emergency Interim Zoning Ordinance
In order to ensure SaMo Bridge’s respite hub is consistent with the Zoning Ordinance, staff recommends that the City Council introduce and adopt the attached Emergency Interim Zoning Ordinance that would exempt temporary uses located on City-owned property or that utilize City funds from the Zoning Ordinance’s temporary use permit requirements during a declared local or state of emergency. Uses exempt from obtaining a temporary use permit under the IZO would be limited to those that are reasonably related to the protection of life and property as affected by the declared emergency. See Attachment C – Proposed Emergency Interim Zoning Ordinance.
Grant Implementation Next Steps
BSCC Prop 47 grant funding requires SaMo Bridge open for client services by April 2025 and provide services through the end of March 2028. To prepare the program to open in April, staff seeks authority to enter into the following contracts:
Exodus Recovery, Inc.
SaMo Bridge will be operated by Exodus Recovery, Inc., a California based nonprofit.
Exodus will provide Care Managers who conduct outreach in the community, meet participants at SaMo Bridge, and provide ongoing case management and Community Navigators who support the 24/7 operations of the SaMo Bridge respite hub, making it feasible for SMPD officers to make round-the-clock diversion referrals.
Willscot
Willscot will provide temporary trailers for the duration of the grant period. Staff, Exodus, and Willscot collaborated to ensure design of the trailers fits the unique needs of SaMo Bridge. Willscot will service the trailers’ water and waste weekly.
Moss Adams
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The Prop 47 grant requires an evaluation of the effectiveness of the project components through the preparation of a Local Evaluation Plan, due March 28, 2025, quarterly progress reports, and a Final Local Evaluation Report due end of June 2028. The grant also requires a program-specific fiscal compliance audit of the three-year project.
Moss Adams is recommended given the existing evaluation and fiscal services the entity provides to the City.
Elizabeth Anderson Consulting
The CMO established an as-needed grant consulting agreement with EAC in December 2023 and EAC was tasked with supporting the CAO in preparing and submitting the City’s SaMo Bridge proposal. EAC will continue to provide grant consulting, compliance, and project management services for the duration of the grant period.
BSCC-Required Community Engagement
Ongoing, the City Attorney’s Office will collaborate with the community on SaMo Bridge through two different methods. (1) Per the Prop 47 grant funding requirements, the CAO has established a Prop 47 Local Advisory Committee which includes representatives from multiple city departments, city contracted social service partners, and community stakeholders with expertise in human services and criminal justice reform. Committee members have been instrumental in: identifying and prioritizing the most pressing needs to be addressed (including target population, target area, etc.); identifying the strategies, programs, and/or services to be implemented to address those needs; developing the grant project; and will support the ongoing implementation of the grant project. (2) Also per the grant requirements, the CAO will host regular community meetings to gather ongoing feedback and share non-confidential updates from the Proposition 47 Local Advisory Committee.
Exception to the Competitive Bidding Process
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Consistent with the 2024 Proclamation of the City Council Declaring a Local Emergency on Homelessness adopted by the City Council on May 24, 2024, the contract awards qualify as emergency purchases pursuant to SMMC 2.24.240(a) and subsequently are recommended as exceptions to the competitive bidding process pursuant to SMMC
2.24.250(i).
Environmental Review
The operation of the SaMo Bridge program and the adoption of the emergency interim zoning ordinance would have no possibility of significant effect on the environment, and therefore, is exempt pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines. The grant funding provides administrative services to participants, and therefore, it can be seen with certainty that the agreement would not result in adverse physical impacts on the environment.
Additionally, the adoption of the emergency interim zoning ordinance to exempt this temporary use from a Temporary Use Permit only affects the process why which such use would be authorized and therefore, it can be seen with certainty the emergency IZO would not result in adverse physical impacts on the environment. Operation of the program within small, temporary leased trailers would be exempt pursuant to Section 15303 (New Construction and Conversion of Structures) of the CEQA Guidelines.
Section 15303 exempts limited numbers of new, small facilities or structures; installation of small new equipment and facilities in small structures; and the conversion of existing small structures from one use to another. Therefore, use of the temporary leased trailers would be exempt pursuant to Section 15303 of the CEQA Guidelines.
Financial Impacts and Budget Actions
Staff seeks authority to approve use of available funds from the Miscellaneous Grants Fund through the Prop 47 grant to negotiate and enter into contracts with the following entities:
Contract Agreement Requests
Vendor Service FY 24-25 Future Acct No. Total
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Estimate Years Contract
Amount
Exodus Operations $1,500,000 $4,099,582 20120001.556730 $5,599,582 Willscot Mobile
Trailers $275,000 $375,000 20120001.556730 $650,000
Moss
Adams
Program
evaluation
and fiscal
audit
services
$85,000 $265,000 20120001.556730 $350,000
Elizabeth
Anderson
Consulting
Grant
Consulting
Services
$60,000 $165,000 20120001.556730 $225,000
TOTAL $1,920,000 $4,904,582 $6,824,582
Funding and Staffing Recommendations
If the additional limited-term staff position noted above is approved, the following budget and position changes are required. The prorated cost of the recommended staffing change for this fiscal year is approximately $85,475. The change would not have an impact on the General Fund, as it would be funded by the Miscellaneous Grants Fund.
Future year funding is contingent on Council budget approval.
FY 2024-25 Budget Amendment
Appropriate Budget
Fund Department Account Amount
General Fund City Attorney 01120001.51xxxx $85,475
Non-Departmental 01800001.69xxxx ($85,475)
Misc. Grants Non-Departmental 20800002.69xxxx $85,475
FY 2024-25 Position Changes
Fund Department FTE Title Reason
General Fund* City Attorney 1.0 Senior Legal Analyst-CAO (3 year limited term)
Add
*To be reimbursed through an inter-fund transfer from the Miscellaneous Grants Fund.
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The BSCC Prop 47 grant was awarded for a three-year period, ending in 2028.
However, the grant could be cancelled by BSCC during that time if the BSCC lacks sufficient funds for the grant program. The Prop 47 grant program is funded by the annual transfer of savings generated by Proposition 47. On or before July 31 of each fiscal year, the California Department of Finance calculates the State savings associated with Proposition 47. Remaining funds in the grant budget are primarily expected to be expended for the additional administrative position in the Criminal Unit as well as miscellaneous services and supplies. To the extent any of those services or supplies require agreements that exceed the City Manager’s purchasing authority, staff will return to the City Council for approval.
Future year funding is contingent on Council budget approval. Should future funding not be available through the BSCC grant, staff would seek alternate funding to continue the program.
Prepared By: Bradley Michaud, Principal Legal Analyst
Approved Forwarded to Council
Attachments:
A. A-Resolution No. 11629 (CCS)
B. B-Combined Project Proposal
C. C-Proposed Emergency Interim Zoning Ordinance
D. E. Anderson-Levine Act FY24-25
E. E. Anderson-Living Wage FY24-25
F. E. Anderson-Oaks FY24-25
G. Exodus-Living Wage FY24-25
H. Exodus-Oaks FY24-25
I. Moss Adams-Levine FY24-25
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J. Moss Adams-Living Wage 24-25
K. Moss Adam-Oaks FY24-25
L. PowerPoint Presentation
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1 City Council Meeting: October 22, 2024 Santa Monica, California RESOLUTION NUMBER 11629 (CCS)
(City Council Series)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA
AUTHORIZING THE SUBMITTAL OF AN APPLICATION TO THE STATE OF
CALIFORNIA, BOARD OF STATE AND COMMUNITY CORRECTIONS, FOR PROPOSITION 47 GRANT FUNDING IN THE AMOUNT OF $7,926,172 FOR THE SAMO BRIDGE DIVERSION PROGRAM; AND AUTHORIZING THE CITY MANAGER
TO ACCEPT THE GRANT, EXECUTE THE GRANT AGREEMENT, AND EXECUTE
OTHER NECESSARY DOCUMENTS
WHEREAS, on November 4, 2014, the voters of the State of California approved Proposition 47, the Safe Neighborhoods and Schools Act, codified as Government Code sections 7599 et seq.; and
WHEREAS, as stated in Proposition 47, the State of California, Board of State and Community Corrections (“BSCC”) is responsible for administering a grant program to public agencies aimed at supporting mental health treatment, substance abuse treatment, and diversion programs for people in the criminal justice system, with an emphasis on programs that reduce recidivism of people convicted of less serious crimes and those who have substance abuse and mental health problems (the “Proposition 47 Grant”); and WHEREAS, on April 11, 2024, BSCC approved release of the Cohort 4 Proposition 47 Request for Proposals, which made funding available competitively to public agencies located in the State of California; and
WHEREAS, the City of Santa Monica, through the City Attorney’s Office, desires to participate in the Proposition 47 Grant administered by the BSCC; and Docusign Envelope ID: 183ECE96-E505-48FB-B32B-2AF91438957F
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Packet Pg. 1104 Attachment: A-Resolution No. 11629 (CCS) (6804 : SaMo Bridge Contracts Authority) 2 WHEREAS, on October 3, 2024, the BSCC awarded grant funding to the City of Santa Monica in an amount equal to Seven Million, Nine Hundred Twenty-Six Thousand, One Hundred Seventy-Two Dollars ($7,926,172).
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA DOES RESOLVE AS FOLLOWS:
SECTION 1. The City Manager, or his or her designee, is authorized on behalf of the City Council to submit the grant proposal for this funding in an amount equal to Seven Million, Nine Hundred Twenty-Six Thousand, One Hundred Seventy-Two Dollars ($7,926,172) and to sign the Grant Agreement with the BSCC, including any amendments thereof, and any and all other documents deemed necessary or appropriate to evidence and secure the Proposition 47 Grant and any documents required to implement the City’s obligations related thereto.
SECTION 2. Grant funds received hereunder shall not be used to supplant expenditures controlled by the City Council.
SECTION 3. The City agrees to abide by the terms and conditions of the Grant Agreement as set forth by the BSCC.
SECTION 4. The City Clerk shall certify to the adoption of this Resolution, and thenceforth and thereafter the same shall be in full force and effect.
APPROVED AS TO FORM:
_________________________
Douglas Sloan, City Attorney
Docusign Envelope ID: 183ECE96-E505-48FB-B32B-2AF91438957F
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Packet Pg. 1105 Attachment: A-Resolution No. 11629 (CCS) (6804 : SaMo Bridge Contracts Authority) Adopted and approved this 22nd day of October, 2024.
__________________________
Phil Brock, Mayor
I, Nikima S. Newsome, City Clerk of the City of Santa Monica, do hereby certify that Resolution No. 11629 (CCS) was duly adopted at a meeting of the Santa Monica City Council held on the 22nd day of October, 2024, by the following vote:
AYES: Councilmembers de la Torre, Torosis, Davis, Parra, Zwick, Mayor Pro Tem Negrete, Mayor Brock
NOES: None
ABSENT: None
ATTEST:
_____________________________________
Nikima S. Newsome, City Clerk
Docusign Envelope ID: 183ECE96-E505-48FB-B32B-2AF91438957F
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Packet Pg. 1106 Attachment: A-Resolution No. 11629 (CCS) (6804 : SaMo Bridge Contracts Authority) Note - below is the final content submitted on Submittable June 5, 2024\ Section 1 Project Need..................................................................................................................1 Section 2 Community Engagement.............................................................................................4 Section 3 Project Description.......................................................................................................6 Section 4 - Project Evaluation and Monitoring ....................................................................... 10 Section 1 Project Need
Section 1.1: The Santa Monica City Attorney’s Office (CAO), in partnership with Exodus Recovery, Inc. (Exodus), seeks Proposition 47 grant funding to create SaMo Bridge, a diversion program that addresses the behavioral health, substance abuse issues and housing needs of justice-involved adults in the Santa Monica community to reduce recidivism.
SaMo Bridge will provide people who are stuck at the intersection of criminal justice involvement, unmet behavioral health needs and homelessness, a bridge into services. SaMo Bridge will create a no-barrier 24/7 respite hub where the Santa Monica Police Department (SMPD) can divert people to immediate and long-term treatment and housing services during law enforcement contacts at the pre-arrest, post-arrest and pre-filing stages of law enforcement involvement.
Multiple data points underscore the need in Santa Monica for more resources that provide a pre-arrest, post-arrest and pre-filing diversion option for SMPD to route people into supportive services.
- There is a high degree of contact between law enforcement and people experiencing homelessness (PEH). PEH are approximately 1% of the Santa Monica population, but represented 18% of total SMPD calls for service in 2023. - PEH are arrested more often than people with housing. From 2019-2023, SMPD documented that 66% of 12,147 arrestees were experiencing homeless. - The number of PEH in Santa Monica remains consistent, suggesting that even increased local and regional investments are insufficient. Over the past five years, Santa Monica's homeless count fluctuated from 1,002 people in 2018 to 926 in 2023. - According to the annual US Department of Housing and Urban Development Point-in-Time Count administered by the Los Angeles Homeless Services Authority, the LA region continues to see increasing numbers of PEH, putting more pressure on local resources. - From 2019 to 2023, the regional homeless count increased 35% from 52,765 to 71,320 people. Pressure on the westside of Los Angeles, where Santa Monica is located, is increasing rapidly - recording a 45% increase in the homeless count between 2022 and 2023. - A substantial portion of PEH are impacted by mental health needs and/or substance use disorder. A 2019 report by the California Policy Lab, found that 78% of people experiencing unsheltered homelessness reported mental health conditions and 75% had substance abuse conditions. (California Policy Lab, Health Conditions Among Unsheltered Adults in the U.S.)
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Packet Pg. 1107 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) Gaps in Services that Contribute to the Need: The City of Santa Monica has a long history of investing in social services and embracing the movement toward social justice reform. The City is especially focused on the behavioral health needs of community members experiencing homelessness and reducing the frequency this population interacts with law enforcement and the criminal justice system. However, community needs outpace available resources and gaps in the local service delivery system enable recidivism to continue. Through Prop 47 program funding, SaMo Bridge is poised to make significant inroads in addressing this gap in services.
The gap in diversion services is connected to three issues: (1) Social service business hours are limited compared to law enforcement round-the-clock operations. For example, the City’s multiple mental health co-response resources are only in service Monday – Thursday 5:00 am – 5:30 pm and Friday 9:00 am – 5:30 pm. (2) When SMPD’s mental health co-responders are engaged in a client interaction, writing holds or transporting to acute mental health services, they are unable to respond to other calls for service from SMPD which prevents diversion until the resource is freed up again. (3) There are program eligibility barriers that prevent SMPD from diverting people to available programs. For example, the LA County Alternatives to Incarceration program in the SMPD jail has a number of exclusionary criteria related to past criminal history and is limited to enrolling people at the pre-filing stage of the criminal justice system.
The described limitations create gaps that perpetuate people becoming involved in the criminal justice system in Santa Monica. When there are no options for diversion, SMPD Officers proceed with standard arrest and booking protocols. These system gaps highlight the need for a 24/7/365 low barrier “place to connect” where SMPD can divert more people during the prearrest, post-arrest and pre-booking contact phases to help people track into behavioral health and housing services. SaMo Bridge will be that place to connect.
Section 1.2: The SaMo Bridge program target population is homeless adults engaged by SMPD who have been arrested, charged with, or convicted of a criminal offense, and have a history of mental health or substance use disorders (“Target Population”).
Based on analysis of 2023 Homeless Count Data from Los Angeles Continuum of Care Service Planning Area 5 (includes Santa Monica) in combination with SMPD arrest data from the past five years, SaMo Bridge client demographics are likely to be:
- Male (87%)
- Ages 18-59 years old (77%), a large portion ages 28-39 years old; - People of color (60%)
- Straight (92%)
The SaMo Bridge program Target Population is measurable through a number of different strategies, described as follows:
SMPD Data: SMPD measures the frequency of law enforcement interactions with people experiencing homelessness across its system: 911 calls, field engagements, citations, arrests and court involvement. This is all collected in SMPD's Computer Aided Dispatch System and
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Packet Pg. 1108 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) Records Management System which will be available as a data source for SaMo Bridge process and outcome measures.
Screening: SMPD officers will screen for potential program candidates by verifying (A) a qualifying criminal offense is either occurring or has occurred in the past, (B) behavioral health history is observed by the officer or endorsed by the program candidate, or (C) candidate is experiencing homelessness. SMPD will provide voluntary transportation to the SaMo Bridge location within Santa Monica and assist the candidate in processing with the Exodus team member as needed.
Program Referral: Exodus will track incoming referrals from SMPD, including SMPD verification that the candidate is justice system connected.
Assessment: Exodus will conduct a brief needs assessment for each individual referred to SaMo Bridge, building on the SMPD referral with documentation of behavioral health history and social service needs. To support case management planning, Exodus will determine if the individual qualifies for City or County-funded social service programs.
Engagement in Services & Documentation: Exodus will collect demographics on people who engage in SaMo Bridge services and maintain client files in its electronic records system. Data from client files will inform program process and outcome measurement.
Section 1.3: People who qualify for SaMo Bridge are facing otherwise insurmountable barriers to getting out of the cycle of criminal justice system involvement and back into stable daily living.
The program’s clientele constitute some of the most underserved populations in the community.
They face the daily challenge of living with untreated behavioral health needs, intergenerational trauma, violence, and poverty; in addition, they live under systemic barriers to stability stemming from institutional racism, criminal history, immigration status, homophobia and other issues that are barriers to accessing education, jobs, healthcare, and housing.
SaMo Bridge staff will start by addressing basic needs - food, water, rest - to help people reset in order to engage in conversations about their immediate, short, and long-term behavioral health and housing needs. Through calming, trauma-informed conversations, Exodus staff will help people begin the process of connecting to social safety net systems and resources that can address unmet needs and prevent recurring law enforcement contact.
Additionally, Santa Monica's Prop 47 Local Advisory Committee will be regularly briefed on demographics of the population served and presenting needs, creating opportunities for stakeholders to provide direction and recommendations on continual process improvement to best meet the needs of the Target Population through SaMo Bridge.
Section 1.4: The needs to be addressed and population to be served through SaMo Bridge carry forward the intent of Proposition 47 to the letter. SaMo Bridge is designed to reduce recidivism of people convicted of less serious crimes who are living with substance abuse and mental health problems and also experiencing homelessness. Santa Monica’s program will
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Packet Pg. 1109 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) directly serve this population by focusing on connecting people to behavioral health treatment and housing resources.
Section 2 Community Engagement
Section 2.2: Santa Monica’s Proposition 47 Local Advisory Committee (LAC) includes a broad list of stakeholders representing a range of departments at City Hall, community-based organizations and community stakeholders. All these stakeholders bring expertise and experience in serving the SaMo Bridge Target Population.
To select LAC members, the City Attorney’s Office (CAO) worked with the City’s Human Services Division (HSD) to conduct a landscape analysis of the City’s internal and external stakeholders whose roles, services and scopes intersect with the community need and Target Population. CAO staff leveraged their insights on stakeholders needed for successful diversion programs and HSD leveraged its multi-decade history working with local nonprofit organizations to ensure the representatives considered for LAC membership were selected through a fair, inclusive and comprehensive process.
LAC members helped to identify and prioritize the most pressing needs to be addressed through Proposition 47 grant funding. Members provided quantitative and qualitative data sets to define the community need and the SaMo Bridge Target Population. LAC members helped identify the strategies, program design and services, and contributed significantly to the development of the grant project. LAC members look forward to continued work together to support SaMo Bridge implementation and ongoing service delivery.
The following City departments are designating representatives to serve as members of the LAC because their work intersects with the design, siting, operations and success of the program: City Manager’s Office, Santa Monica Police Department, Public Works, Office of Emergency Management, Community Development Department, and the Housing & Human Services Department.
The following community partners were selected for the LAC:
Exodus: Currently a City-funded partner and collaborator and the organization selected to operate SaMo Bridge if awarded this Proposition 47 grant; Exodus Recovery, Inc. is a California-based nonprofit organization. Established in 1989, Exodus began with the management of hospital-based inpatient and outpatient programs before expanding into operating mental health intensive outpatient clinics as a contractor with both the Los Angeles and San Diego County Departments of Mental Health. For the LA County Department of Mental Health, Exodus has developed and implemented an Integrated Service Agency Program (PARTNERS), an Adult Targeted Case Management Service Program, a Sidekicks CoOccurring Disorders Program, and an Alcohol and Drug Medi-Cal Contracted Program. Exodus currently provides case management services to criminal defendants participating in the Los Angeles Superior Court’s Rapid Diversion Program and to arrestees referred to treatment as a
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Packet Pg. 1110 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) means of avoiding the filing of criminal charges, as part of the Santa Monica site of the LA County Alternatives to Incarceration program.
CLARE|Matrix: A long-time City-funded partner organization that brings 50 years of expertise delivering an extensive continuum of residential treatment services, and with the recent merger with the Matrix Institute on Addictions, also has 35+ years of experience in outpatient treatment, training and research, and worldwide recognition for its evidence-based Matrix Model.
Clare|Matrix will be a recovery program resource to SaMo Bridge clients.
The People Concern (TPC): A long-time City-funded partner organization that brings 60 years of experience providing a fully integrated system of care – including outreach, interim housing, mental and medical health care, substance abuse services, domestic violence services, life skills & wellness programs, and permanent supportive housing – tailored to the unique needs of homeless individuals, survivors of domestic violence, challenged youth, and others who have nowhere else to turn. TPC operates SAMOSHEL 24/7 Shelter program in Santa Monica and will be a temporary housing resource to SaMo Bridge clients.
Venice Family Clinic (VFC): A long-time City-funded partner organization that brings 50 years of experience providing comprehensive, high-quality health care, free food, health insurance enrollment assistance and harm reduction services. VFC will be a healthcare resource to SaMo Bridge clients.
Salvation Army: A long-time collaborative partner to the City of Santa Monica, Salvation Army brings a combination of perspectives around faith, recovery, inclusion, and community for people across the housing and income spectrum. The City currently contracts with Salvation Army to support the City’s homeless outreach efforts and provide street team assistance to SMPD’s Homeless Liaison Program. Salvation Army will be a resource to SaMo Bridge clients who agree to participate in their programs.
Community Stakeholders: To bring in perspectives from the general public, the CAO invited Santa Monica residents Joseph Antognini and Dr. Luis Barrera Castañón to join the LAC given their leadership in the community. Combined, they bring expertise in public policy and integrated delivery models for social supportive services including school-to-prison pipeline issues, disability rights advocacy and understanding of City and County systems in place to address the needs of vulnerable populations.
The City will continue to broaden the membership of the Prop 47 Local Advisory Committee with plans to prioritize invitations to local hospitals; UCLA Santa Monica and St. John’s are long-time collaborators with the Santa Monica’s Police and Fire Departments.
Section 2.3: The CAO is well trained in the City’s public meeting management protocols which follow the requirements set by City policy as well as applicable State law. The CAO has experience noticing, agenda posting, and conducting in-person and/or virtual meetings and methods to facilitate public participation in decision making.
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Packet Pg. 1111 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) The CAO will use these standard protocols and best practices to inform how it manages committee affairs and engagement with the public at-large. If awarded the Proposition 47 Grant funding, the CAO will engage in a multi-step outreach and education process to promote awareness of the City’s grant award, the program that will be implemented, how the LAC collaborates with the CAO and the plan for community meetings to report out on program impact and receive public feedback. Additionally, the City’s Office of Communications is a member of the Prop 47 LAC, and will provide communications support and recommendations on public outreach and engagement.
Section 3 Project Description
Section 3.1 The goal of SaMo Bridge is to connect justice-involved adults experiencing homelessness and behavioral health needs to housing and treatment services in order reduce recidivism. The program’s impact directly aligns with and advances the intent of the Prop 47 program.
Goal 1: Divert adults experiencing homelessness and behavioral health needs to care coordination services during pre-arrest, post-arrest and pre-filing stages of engagement with SMPD Officers.
Obj. A: SMPD officers will screen 90% of adults contacted who appear to be experiencing homelessness, substance abuse issues, or behavioral health concerns for program eligibility during pre-arrest, post-arrest and pre-filing stages of contact.
Obj. B: Within 30 days of program referral, 20% of those experiencing homelessness will accept services and enroll in a 90-day case management program.
Obj. C: 20% of enrolled adults will graduate from the 90-day case management program and have their citation(s) dismissed.
Goal 2: Reduce recidivism among adults experiencing homelessness in Santa Monica via receipt of treatment and/or improved housing status.
Obj. A: Within 30 days of program enrollment, 50% of participants will establish temporary housing.
Obj. B: Within 30 days of program enrollment, 50% of participants will attend a behavioral health treatment service.
Obj. C: 75% of participants who graduate the 90-day program will not reoffend within 12 months of graduation.
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Packet Pg. 1112 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) Section 3.2: The SaMo Bridge target population will be identified according to the following criteria:
Referral Sources: SMPD will the primary referral source to SaMo Bridge. SMPD will screen program candidates to verify (A) a qualifying criminal offense (arrest, charge, or conviction) is either occurring or has occurred in the past, AND either: (B) symptoms of a mental health condition or substance use disorder are observed; OR (C) individual contacted is experiencing homelessness (given likelihood of behavioral health needs).
Risk & Needs Assessment: Exodus staff will conduct a brief needs screening aligned with LA County standard screening protocols in order to:
- Identify clients’ basic and/or urgent transitional services and support needs (e.g., shelter, food, clothing, and transportation; etc.)
- Identify clients with current or historical mental health conditions. - Identify clients who may be eligible for and interested in receiving substance use disorder care.
Section 3.3: The SaMo Bridge respite hub will be a new “place to connect” in city limits, open 24/7 by referral from SMPD. The hub will operate from several leased trailers on City property.
Participants will stay at the hub 24-48 hours as their Exodus Care Manager finds temporary housing and treatment services. SaMo Bridge Care Coordination will last 90-days minimum to qualify for citation dismissal by the City Attorney’s Office. If a participant qualifies for SaMo Bridge services based on justice-system involvement with a different Los Angeles-based jurisdiction, the CAO will collaborate with that jurisdiction.
Exodus staff roles for the SaMo Bridge program include:
- Care Managers, who conduct outreach in the community, meet participants at SaMo Bridge and provide ongoing case management (described below)
- Community Navigators, who support the 24/7 operations of the SaMo Bridge respite hub, making it feasible for SMPD Officers to make round-the-clock diversion referrals.
The participant experience upon arrival at the SaMo Bridge respite hub will include:
- Prioritizing basic needs, e.g., food, showers, clothing, and a place to sit or lie down. - Completing the initial needs screening; if enrolled, designing a 90-day care plan to address mental health, substance use and housing needs.
- Ongoing case management is provided in the community to help the client achieve 90-day care plan goals. To secure housing and treatment, care plans will focus on public benefits enrollment - General Relief, MediCal, CalFresh, Social Security income (when eligible) accessing health services and medication; transportation to court, doctors, and other necessary appointments; getting government issued identification from the DMV and Social Security Administration to ensure participants are document-ready for permanent housing. - Santa Monica City Attorney’s Office will facilitate citation dismissal via coordination with Exodus Care Managers after SaMo Bridge clients graduate the 90-day program.
The projected number of people to be served, meaning they enroll in the SaMo Bridge 90-day care management program, is 260 people annually, 780 by the end of the grant period. The
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Packet Pg. 1113 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) CAO is providing this conservative estimate of program participation based on historical SMPD referral data and participant enrollment in the LA County Alternatives to Incarceration pre-filing diversion program. There is potential for SMPD to refer a much larger cohort of people to SaMo Bridge because it will offer expanded participant eligibility criteria and can receive SMPD referrals at pre-arrest, post-arrest and pre-filing stages of contact compared to ATI, which limits referrals to those booked into the Santa Monica jail. CAO anticipates SMPD may be able to screen and refer double the number of people to SaMo Bridge, compared to the referral rates to the ATI program, which would result in higher participant enrollment numbers than the 780 estimate. To monitor for racial or ethnic disparities in program participation, Exodus and CAO staff will monitor available data from SMPD for insights on demographics among general calls for service, program referrals and enrollment.
Exodus and the CAO are committed to fostering collaboration with community partners to ensure participant success in the program. Exodus staff have established relationships with LA County medical clinics, Mental Health Urgent Care Centers and outpatient programs, and substance use disorder outpatient services. Additionally, City-funded agencies offering temporary housing and SUD treatment will partner with Exodus via a formalized collaboration on the SaMo Bridge program.
Section 3.4: SaMo Bridge advances the principles of Restorative Justice in its focus on diverting people to services as a preventive intervention to decrease antisocial behavior and support a healthier community.
The SaMo Bridge service delivery approach is guided by Exodus’ understanding that many justice-involved individuals with mental illness, substance use, and medical comorbidities do not successfully transition from incarceration to services in the community. To achieve positive results, Exodus staff utilize evidenced-based practices such as Housing First; Low Barrier Practices; Harm Reduction; Overdose Prevention and Intervention; Trauma Informed Care, including Secondary Trauma; Mental Health First Aid; Ethics and Boundaries; Non-Violent Crisis Intervention; Stages of Change/Motivational Interviewing; Risk, Needs, Responsivity Model; and Equal Access Gender Identity.
All Exodus staff are client focused and culturally and linguistically competent when providing services to this diverse and complex population. The organization’s educational and training practices are modeled after the National Standards for Culturally and Linguistically Appropriate Services. Along with using the clients preferred language, staff recognizes cultural inclusion, including individuals in recovery; LGBTQ+ community; veterans; persons living with disabilities; Transition Age Youth, Older Adults; immigrants and refugees. In addition to language and cultural, the SaMo Bridge respite hub includes accessible design.
Section 3.5: The CAO is partnering with Exodus to operate SaMo Bridge given the organization’s existing work with the CAO and vast experience in serving the Target Population.
The Exodus model, practices and system of care is designed to promote a full array of in-person services to the Target Population based on their needs and interests.
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Packet Pg. 1114 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) Exodus’ employment and hiring practices focus on social equity and workforce diversity and target candidates with lived experience and/or justice-involved qualifications. Exodus actively recruits and hires individuals who live in the community in order to support local enterprise and provide expanded opportunities to Santa Monica residents.
Section 3.6: The CAO will minimize start-up time so that SaMo Bridge services can be delivered as soon as possible upon award. This is in large part the result of City Council’s May 2024 Proclamation Declaring a Local Emergency on Homelessness. The proclamation enables the City to expedite processes and approvals concerning development, deployment of resources, employment, contracting, grant approvals, receipt, budgeting, and community activities.
Additionally, Exodus operates similar programs and will be able to draw on that expertise to quickly ramp up SaMo Bridge.
Section 3.7: The SaMo Bridge program advances the spirit and intent behind the Proposition 47 statute and Guiding Principles of the grant program as follows:
Expands and improves the City’s efforts to divert people away from criminal justice involvement by creating a new 24/7 “place to connect” that serves as an always-open, low barrier pathway to services via law enforcement diversion.
Fosters community engagement, partnerships and collaborations through the Local Advisory Committee; via contracting with Exodus; by supporting collaboration between SaMo Bridge and City-funded social providers and with regional partners who can serve the Target Population.
Encourages culturally competent services and approaches that foster the principles of restorative justice and trauma-informed care. Exodus provides high-quality, empathetic, and person-centered service, utilizing peer staff with lived experience of justice involvement throughout the program.
Serves the Proposition 47 target population by connecting them to treatment and housing services to reduce recidivism.
Section 3.8. Proposition 47 grant funding will support all SaMo Bridge expenditures during the three-year grant period. Due to a number of economic constraints the City is currently managing, the City does not have unallocated reserves to source as program leverage.
The CAO will ensure that the BSCC-funded SaMo Bridge program will integrate seamlessly with the City’s existing investments in criminal justice diversion, addressing homelessness and connecting people to treatment. City-funded programs include multidisciplinary outreach teams, shelter services, SUD treatment, physical and behavioral health, supportive care coordination services, eviction prevention, below market housing and other upstream interventions that in 2022 totaled over $15.3 million from the City Budget. These programs are delivered through a highly coordinated collaborative of contracted social service organizations in partnership with City Departments.
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Packet Pg. 1115 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) Section 4 - Project Evaluation and Monitoring
Section 4.1: The Santa Monica City Attorney’s Office will leverage the City’s Emergency Proclamation on Homelessness to expedite contracting with a consulting team to evaluate the program. The City has an existing contract with Moss Adams and has done prior evaluations and strategy development with RDA Consulting and RAND Corporation, which are two firms already working on Local Evaluation Plans for other Proposition 47 Grant Program recipients.
The CAO and Exodus will collaborate and employ a systematic approach for improving the program’s performance by monitoring existing processes. Based upon observation and data collection, stakeholders involved in the review of performance activity, including the Local Advisory Committee, will make decisions on what improvements are indicated. Examples of monitoring activities include tracking: the number of SMPD staff trained on diversion options (start-up); the number of SMPD referrals to the program (implementation); the number of clients accessing services at the respite hub; the number of clients enrolled and successfully completing 90-day service plans (service delivery); collecting client satisfaction surveys and collaborative partner surveys (service delivery).
Quality Assurance and Quality Control activities ensure that the program meets its responsibilities to clients, staff, and the community. The method for conducting QA/QI measures will consist of planned, systematic and ongoing processes to thoroughly and consistently maintain and improve the overall quality of care and services provided. Data will be reviewed, quarterly, throughout the year for consistent quality of care and to identify patterns and/or trends. Goals and Indicators will be routinely established to monitor specific criteria with each aspect of care. The results of data collection and recommendations for actions will inform program adaptations or realignment.
Section 4.2: CAO staff have identified a number of process and outcomes measures to quantify SaMo Bridge program stakeholder activities, service delivery, program utilization, participant changes in housing status and behavioral health treatment access, and recidivism.
Recidivism by program participants will be tracked by an SMPD Crime Analyst who manages statistics pertaining to individuals offending more than once within the City of Santa Monica.
Recidivism will be monitored by utilizing a system-generated Master Name ID that is created by factors such as the name(s) and date of birth of the candidate. Hereby providing a unique identifier per person. This identifier is then used in a report that pulls data for that named candidate with the cases attached to the Master Name ID.
Process and outcome measures are identified as follows for each project goal:
Goal #1: Divert adults experiencing homelessness and behavioral health needs to care coordination services during pre-arrest, post-arrest and pre-filing stages of engagement with SMPD Officers.
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Packet Pg. 1116 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) #1 Process Measures: # SMPD Officers trained on SaMo Bridge diversion eligibility; # of SMPD screenings, # SMPD pre-arrest, #post-arrest and pre-filing referrals, # confirmed qualified for services.
#1 Outcome Measures: # of people assessed, # people enrolled in 90-day program, # people graduated 90-day program, # SMPD repeat contacts with Target Population.
Goal 2: Reduce recidivism among adults experiencing homelessness in Santa Monica via receipt of treatment and/or improved housing status.
#2 Process Measures: # participants placed in temporary housing in 30 days, 60 days, 90 days; # participants document-ready for permanent housing in 90 days; # participants on permanent housing waitlists in 6 months; # participants placed in permanent housing in 12 months; # participants enrolled in behavioral health treatment services. #2 Outcome Measures: # participants in housing 12 months after placement, # participants in behavioral health treatment services at 90 days, # participants graduated from 90-day program; # enrolled participants re-arrested/booked in SMPD jail, # program graduates rearrested/booked in SMPD jail at 6mo, 12mo and up to 36 months depending on date of program enrollment.
Section 4.3: To assess the implementation and impact of SaMo Bridge, the CAO’s evaluation team will conduct a mixed-method process and outcome evaluation. The CAO’s evaluation team will gather qualitative and quantitative data from a range of program partners and stakeholders. Quantitative data findings, overlayed with qualitative data, will be analyzed and presented in the program evaluation reports to assess the program’s impact over the 36-month grant period.
The outcome evaluation will examine the effect of program participation on anticipated outcomes, including increased diversion, reduced recidivism, and improved access and use of behavioral health and housing services.
The CAO and SMPD will be the primary source for baseline and outcome data on diversion and recidivism. SMPD is highly invested in the success of the program and is already prepared to furnish any needed reports on law enforcement contact with the Target Population. Exodus and affiliated partners will provide data about participant access and use of stabilizing services, 90- day care coordination enrollment, housing placement, participation in SUD and mental health treatment and graduations. MOUs for data sharing across social service partners will be executed as needed.
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Packet Pg. 1117 Attachment: B-Combined Project Proposal (6804 : SaMo Bridge Contracts Authority) 1 City Council Meeting: December 17, 2024 Santa Monica, California ORDINANCE NUMBER_________(CCS)
(City Council Series)
AN EMERGENCY INTERIM ZONING ORDINANCE OF THE CITY COUNCIL OF
THE CITY OF SANTA MONICA EXEMPTING CITY PROJECTS DURING A
DECLARED LOCAL OR STATE OF EMERGENCY FROM TEMPORARY USE
PERMIT REQUIREMENTS
WHEREAS, Santa Monica Municipal Code Section 9.31.370 establishes standards and requirements for certain temporary uses that are intended to be of limited duration of time and that will not permanently alter the character or physical facilities of the site where they occur; and
WHEREAS, Section 9.31.370 limits types of eligible temporary uses and places additional regulations on duration and location of temporary uses; and WHEREAS, subject to certain enumerated exceptions, temporary uses are required to obtain a Temporary Use Permit (TUP) in accordance with Santa Monica Municipal Code Chapter 9.44; and
WHEREAS, Santa Monica Municipal Code Chapter 2.16 provides for the preparation and carrying out of plans for the protection of persons and property within the City in the event of an emergency; the direction of the emergency organization; and the coordination of the emergency functions of the City with all other public agencies, corporations, organizations, and affected private persons; and WHEREAS, in the event of a declared local or state of emergency, the requirement to obtain a temporary use permit and the restrictions on temporary uses may impede the City’s ability to establish uses reasonably related to the protection of life and property as affected by the declared emergency; and
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Packet Pg. 1118 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 2 WHEREAS, on February 14, 2023, the City adopted a Proclamation Declaring a Local Emergency on Homelessness (the Homelessness Emergency Proclamation) due to the homelessness crisis in the region, which continues to grow, leading to deplorable living conditions and illness and deaths of unhoused and unsheltered persons in the region; and
WHEREAS, on May 9, 2023, the City extended the 2023 Proclamation due to the ongoing homelessness crisis in the region, until May 31, 2024, which was extended again on May 14, 2024, until May 31, 2025; and WHEREAS, on June 5, 2024, the City Attorney’s Office, submitted an application to the Board of State and Community Corrections (BSCC) for Proposition 47 grant funding in an amount equal to $7,926,172 for SaMo Bridge, a diversion program that addresses the behavioral health, substance use, and housing needs of justice-involved adults in the Santa Monica community, which was awarded by BSCC on October 3, 2024; and WHEREAS, on October 22, 2024, the City Council adopted Resolution Number 11629 (CCS) authorizing the City Manager to submit the application for the Prop 47 Grant, accept the grant, execute the grant agreement, and execute other necessary documents; and
WHEREAS, SaMo Bridge will create a no-barrier 24/7 respite hub where SMPD can divert individuals so that they may address basic needs and enroll in 90- day care coordination plans to secure housing and treatment services; and WHEREAS, in furtherance of the Homelessness Emergency Proclamation, the City Council desires to exempt SaMo Bridge and other uses located on City-owned
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Packet Pg. 1119 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 3 property or that utilize City funds that are related to the protection of life and property as affected by the declared emergency from TUP requirements; and WHEREAS, the City Council finds and declares that a current and immediate threat to the public health, safety, and general welfare exists as a result of declared state of homelessness emergency; that approval of additional subdivisions, use permits, variances, building permits, or any other applicable entitlement in accordance with current zoning regulations would impede the City’s ability to allow for uses related to health and safety that are supportive of the City’s emergency response to the homelessness crisis; and that as a result this emergency interim zoning ordinance is necessary to protect the public health, safety, and welfare.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA DOES HEREBY ORDAIN AS FOLLOWS:
SECTION 1. Santa Monica Municipal Code Section 9.31.370 shall hereby read as follows:
9.31.370 Temporary Uses and Seasonal Sales.
A. This Section establishes standards and requirements for certain uses that are intended to be of limited duration of time and that will not permanently alter the character or physical facilities of the site where they occur. Temporary uses shall require approval of a Temporary Use Permit pursuant to Chapter 9.44 with the following exceptions:
1. Seasonal sales of holiday-related items such as Christmas trees, pumpkins and similar items that have a duration of not more than 45 consecutive calendar days and are conducted in conjunction with an established retail commercial business holding a valid City business license or conducted by a school or place of worship;
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Packet Pg. 1120 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 4 2. Temporary carnivals, fairs, and festivals with a duration of not more than 3 days when conducted by a school or place of worship on land owned by the school or place of worship;
3. Art displays under the sponsorship of any recognized art organization or accredited school on any parking lot in any commercial or industrial district provided that the art display is on a Saturday, Sunday, or holiday when the place or places of business, which have control of the parking lot are not open for business on the day the art display is to occur;
4. Trailers that provide residences for security personnel associated with any approved construction site;
5. Construction offices where approved construction projects are being diligently completed;
6. Yard sales limited to 2 per calendar year, for each dwelling unit, for a maximum of 2 days each;
7. Events which occur in theaters, meeting halls, or other permanent public assembly facilities;
8. Private social gatherings in private residences; and.
9. During a declared local emergency or state of emergency, any temporary use located on City property or utilizing City funds that is reasonably related to the protection of life and property as affected by the declared emergency.
B. Temporary Uses Requiring a Temporary Use Permit. Temporary uses may be permitted with the approval of a Temporary Use Permit, pursuant to Chapter 9.44, Temporary Use Permits, subject to compliance with the standards. Additional or more
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Packet Pg. 1121 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 5 stringent requirements may be established through the Temporary Use Permit process in order to prevent the use from becoming a nuisance with regard to the surrounding neighborhood or the City as a whole.
1. Stand-Alone Seasonal Sales. Seasonal sales of holiday related items such as Christmas trees, pumpkins, and similar items conducted for a period not to exceed 45 consecutive calendar days.
2. Temporary Outdoor Sales. Temporary outdoor sales conducted by an established retail commercial business holding a valid City business license, including, but not limited to, grand opening events, sidewalk sales, and other special sales events subject to the following standards:
a. Temporary outdoor sales shall be conducted by an established retail commercial business holding a valid City business license for the same site. b. Outdoor display and sales areas must be located on a paved or concrete area on the same parcel as the structure(s) containing the business with which the temporary sale is associated.
c. Location of the displayed merchandise must not disrupt the normal circulation of the site, nor encroach upon driveways, pedestrian walkways, or required landscaped areas, or obstruct sight distances or otherwise create hazards for vehicle or pedestrian traffic.
d. Number of Events. No more than 4 events shall be allowed on any 1 site within any 12-month period, except sidewalk sales located on the public rightof-way shall be limited to 2 events for periods not exceeding 3 consecutive days
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Packet Pg. 1122 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 6 each within any 12-month period. Business Improvement Districts and Areas shall be exempt from the limitations on number of events.
3. Special Events. Other short-term special events, outdoor sales, art sales, and displays that do not exceed 3 consecutive days, may be permitted in accordance with the following standards:
a. Location. Events are limited to nonresidential districts. b. Number of Events. No more than 4 events shall be allowed on any 1 site within any 12-month period.
c. Recreational Special Events. Short-term recreational special events shall be part of an existing Commercial Recreation or Personal Service use located on the same site.
d. Carnivals, Fairs, and Festival Events. Carnivals, fairs, and festival events are also subject to the following standards:
i. Location. Events are limited to areas within commercial or employment districts, or on land owned by a school or place of worship. ii. Time Limit. When located adjacent to a Residential District, the hours of operation shall be limited to 8:00 a.m. to 9:00 p.m.
4. Other Temporary Uses. The following temporary uses may also be permitted subject to the approval of a Temporary Use Permit when conducted for a period not to exceed 180 consecutive calendar days:
a. Circuses and carnivals subject to compliance with Article 6 of the Municipal Code;
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Packet Pg. 1123 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 7 b. Fairs, festivals, and concerts, when not held within premises designed to accommodate such events, such as auditoriums, stadiums, or other public assembly facilities;
c. Off-site contractors' construction yards;
d. Similar temporary uses or other temporary uses supportive of economic recovery, which the Director has determined will be compatible with the purposes of the district and surrounding land uses;
e. The Zoning Administrator may approve a single extension of a Temporary Use Permit under this subsection for an additional 180 days, subject to any additional operational conditions as deemed necessary, and subject to a finding that the operation of the approved temporary use at the location and within the time period specified operated in a manner that did not jeopardize, endanger, or otherwise constitute a menace to the public health, safety, or general welfare.
Any proposed extension exceeding 180 days not meeting the requirements of this subsection shall be subject to Minor Use Permit approval pursuant to Subsection C below.
C. Temporary Uses Requiring a Minor Use Permit. Other special events, temporary uses, outdoor sales, and displays not specifically limited under this Section that exceed 180 consecutive calendar days shall require the approval of a Minor Use Permit pursuant to Chapter 9.41, Minor Use Permits and Conditional Use Permits.
SECTION 2. Any provision of the Santa Monica Municipal Code or any appendix thereto inconsistent with the provisions of this Emergency Interim Zoning Ordinance, to
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Packet Pg. 1124 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 8 the extent of such inconsistencies and no further, is hereby repealed or modified to that extent necessary to effect the provisions of this Emergency Interim Zoning Ordinance.
SECTION 3. If any section, subsection, sentence, clause, or phrase of this Emergency Interim Zoning Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Emergency Interim Zoning Ordinance. The City Council hereby declares that it would have passed this Emergency Interim Zoning Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the ordinance would be subsequently declared invalid or unconstitutional.
SECTION 4. The Mayor shall sign and the City Clerk shall attest to the passage of this Emergency Interim Zoning Ordinance. The City Clerk shall cause the same to be published once in the official newspaper within 15 days after its adoption. Pursuant to Sections 615 and 619 of the City Charter, and Section 9.46.090 of the Municipal Code, for the reasons stated in the recitals above, the staff report dated December , the staff report accompanying this ordinance, oral and written testimony received by the City Council, and City Council discussion, the City Council declares this ordinance to be necessary as an emergency measure for preserving the public peace, health, and safety, with the result that this ordinance shall be introduced and adopted at the same meeting and shall become effective immediately upon its adoption.
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Packet Pg. 1125 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) 9 SECTION 5. This Emergency Interim Zoning Ordinance shall be of no further force 60 days from its effective date, unless it is otherwise extended pursuant to Santa Monica Municipal Code Section 9.46.090(C).
APPROVED AS TO FORM:
_______________________
DOUGLAS SLOAN
City Attorney
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Packet Pg. 1126 Attachment: C-Proposed Emergency Interim Zoning Ordinance (6804 : SaMo Bridge Contracts Authority) City of Santa Monica Levine Act Disclosure Form
CITY OF SANTA MONICA
CALIFORNIA LEVINE ACT DISCLOSURE
In 2022, California’s SB1439 extended requirements under Government Code Section 84308, also known as the "Levine Act", to prohibit City “Officers” from participating in any action related to a contract, license, permit, or entitlement if such Officer received campaign contributions totaling more than $250 within the previous twelve months, and for twelve months following the date of a final decision, from a party or participant to the proceeding, or their agent.
Section 84308(a)(4) of the Levine Act defines an "Officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “Officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency or officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position;
(2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or
(4) Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Santa Monica Elected Officials and members of boards and commissions can be found at the following links. The party making this certification is responsible for determining whether a recipient of a political contribution is a City Officer prior to completing this form.
https://www.smgov.net/departments/council/
https://www.santamonica.gov/departments/rent-control
https://www.smgov.net/ /boards/.
Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $250 to any City Officer in the twelve months preceding the date of the submission of your application or proposal? ____YES ____ NO
Name of Councilmember or City Officer: _________________________________ ✔
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Packet Pg. 1127 Attachment: E. Anderson-Levine Act FY24-25 (6804 : SaMo Bridge Contracts Authority) City of Santa Monica Levine Act Disclosure Form
Name of Contributor: _________________________________________________ Date(s) of Contribution(s): ____________________________________________ Amount(s) ________________________________________________________ Please specify below and/or add additional sheet(s) to identify additional Councilmembers or City Officers to whom you and/or your agents made campaign contributions.
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.
By signing below, you certify you also agree to disclose to the City any future contributions made to Councilmembers or other City Officers by you or your agent(s) after the date of signing this disclosure form, and within 12 months following the approval, renewal, or extension of the requested contract, license, permit, or entitlement.
I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:
Please note this form is a public record and subject to a California Public Records Act request.
March 28, 2024
Elizabeth Anderson Owner
Elizabeth Anderson Consulting
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Packet Pg. 1128 Attachment: E. Anderson-Levine Act FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
LIVING WAGE ORDINANCE
Certification for Providers of Services to the City of Santa Monica (Fiscal Year 24/25 – July 1, 2024 through June 30, 2025)
TO BE COMPLETED BY ALL CONTRACTORS PROVIDING SERVICES TO THE CITY OF SANTA MONICA IN EXCESS OF $54,200
The City of Santa Monica Municipal Code Chapter 4.65, Living Wage Ordinance (LWO), establishes a Minimum Wage of $20.32 per hour for certain employees of contractors providing services to the City where services exceed $54,200 or more and requires that contractors also provide the same health care and other benefits to employees’ same sex spouses and domestic partners as are provided to other employees’ spouses.
An employee covered by the LWO is any person who does not actually work as a manager, supervisor, or confidential employee, and who is not required to possess an occupational license.
The Living Wage Ordinance applies the services sought pursuant to this bid and bidders are required to prepare and return the Living Wage Certification Form. If the bidder is selected, the bidder must maintain payroll records that include, at minimum, the full name of each employee providing services under the contract, job classification and rate of pay. Bids that fail to include Certification Forms may be considered non-responsive and excluded from further consideration.
Please prepare the following certification if you are a contractor engaging in a contract for services with the City of Santa Monica in excess of $54,200.
Your signature on this certification grants the City permission to review any and all payroll books and records and any company documents pertaining to the benefits offered to employees to assure your compliance with the LWO during the term of the contract.
Please direct any questions to:
City of Santa Monica Finance Department
Attention: Living Wage Compliance Section
1685 Main Street, Mail Stop 09
Santa Monica, CA 90401
You can also contact staff regarding living wage ordinance questions by e-mail at [email protected] or by phone 310-458-8281.
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Packet Pg. 1129 Attachment: E. Anderson-Living Wage FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
LIVING WAGE ORDINANCE CERTIFICATION
July 1, 2024 through June 30, 2025
TO BE COMPLETED BY ALL CONTRACTORS PROVIDING SERVICES TO THE CITY OF SANTA MONICA IN EXCESS OF $54,200
MINIMUM WAGE - $20.32 per hour
Please read, complete, and sign the following:
THIS CONTRACT IS SUBJECT TO THE LIVING WAGE ORDINANCE ☐ THIS CONTRACT IS NOT SUBJECT TO THE LIVING WAGE ORDINANCE ☐ If this contract is not subject to the Living Wage Ordinance requirements, please note the reason below and attach supporting documentation for exemption. For example, in order to be exempt pursuant to a collective bargaining agreement, a signed collective bargaining agreement must be attached. (a) contractor is a government agency and is exempt
(b) contractor is a City grantee and is exempt
(c) contractor is a non-profit corporation and is exempt (d) contractor is an employer whose employees are covered by a bona fide collective bargaining agreement where the waiver is explicitly set forth in an agreement in clear and unambiguous terms
(e) contractor is a corporation providing banking services The undersigned, on behalf of himself or herself individually and on behalf of his or her business or organization, hereby certifies that he or she is fully aware of Santa Monica’s Living Wage Ordinance (LWO), and the applicability of the LWO, and the applicability of the subject contract, as determined herein. The undersigned further agrees to be bound by all terms of the LWO, as mandated in all sections of Santa Monica Municipal Code, Chapter 4.65. If, at any time during the term of the contract, the answers to the questions posed herein change so that Contractor would be subject to the LWO, Contractor will promptly notify the Director of Finance in writing. Contractor further understands and agrees that the failure to comply with the LWO, this certification, or the terms of the Contract as it applies to the LWO, shall constitute a default of the Contract, which shall be grounds for termination. City shall have the right to examine all books and records of the Contractor as they relate to compliance with the LWO.
Payroll records shall at a minimum include the full name of each employee performing labor or providing services under the contract, job classification, and rate of pay.
These statements are made under penalty of perjury under the laws of the State of California.
Printed Name: Title:
Signature: Date:
Contractor: Bid Number (if applicable):
Service Description:
10.B.e
Packet Pg. 1130 Attachment: E. Anderson-Living Wage FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
OAKS INITIATIVE NOTICE
NOTICE TO APPLICANTS, BIDDERS, PROPOSERS
AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,
OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.
This information is required by City Charter Article XXII—Taxpayer Protection. It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica.
All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees. Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12-month period.
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.
10.B.f
Packet Pg. 1131 Attachment: E. Anderson-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.
Public benefits include:
1. Personal services contracts in excess of $25,000 over any 12-month period;
2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;
3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;
4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;
5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;
6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or
7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.
Name(s) of persons or entities receiving public benefit:
Name(s) of trustees, directors, partners, and officers:
Name(s) of persons with more than a 10% equity, participation, or revenue interest:
Prepared by: ____________________________Title: __________________________ Signature: ______________________________________ Date: ________________ Email: ____________________________________ Phone: ____________________ FOR CITY USE ONLY:
Bid/PO/Contract # ____________________________ Permit # ___________________________
10.B.f
Packet Pg. 1132 Attachment: E. Anderson-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority)
10.B.g
Packet Pg. 1133 Attachment: Exodus-Living Wage FY24-25 (6804 : SaMo Bridge Contracts Authority)
10.B.g
Packet Pg. 1134 Attachment: Exodus-Living Wage FY24-25 (6804 : SaMo Bridge Contracts Authority)
10.B.h
Packet Pg. 1135 Attachment: Exodus-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority)
10.B.h
Packet Pg. 1136 Attachment: Exodus-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority) City of Santa Monica Levine Act Disclosure Form
CITY OF SANTA MONICA
CALIFORNIA LEVINE ACT DISCLOSURE
In 2022, California’s SB1439 extended requirements under Government Code Section 84308, also known as the "Levine Act", to prohibit City “Officers” from participating in any action related to a contract, license, permit, or entitlement if such Officer received campaign contributions totaling more than $250 within the previous twelve months, and for twelve months following the date of a final decision, from a party or participant to the proceeding, or their agent.
Section 84308(a)(4) of the Levine Act defines an "Officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “Officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency or officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position;
(2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or
(4) Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Santa Monica Elected Officials and members of boards and commissions can be found at the following links. The party making this certification is responsible for determining whether a recipient of a political contribution is a City Officer prior to completing this form.
https://www.smgov.net/departments/council/
https://www.santamonica.gov/departments/rent-control
https://www.smgov.net/ /boards/.
Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $250 to any City Officer in the twelve months preceding the date of the submission of your application or proposal? ____YES ____ NO
Name of Councilmember or City Officer: _________________________________
10.B.i
Packet Pg. 1137 Attachment: Moss Adams-Levine FY24-25 (6804 : SaMo Bridge Contracts Authority) City of Santa Monica Levine Act Disclosure Form
Name of Contributor: _________________________________________________ Date(s) of Contribution(s): ____________________________________________ Amount(s) ________________________________________________________ Please specify below and/or add additional sheet(s) to identify additional Councilmembers or City Officers to whom you and/or your agents made campaign contributions.
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.
By signing below, you certify you also agree to disclose to the City any future contributions made to Councilmembers or other City Officers by you or your agent(s) after the date of signing this disclosure form, and within 12 months following the approval, renewal, or extension of the requested contract, license, permit, or entitlement.
I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:
Please note this form is a public record and subject to a California Public Records Act request.
10.B.i
Packet Pg. 1138 Attachment: Moss Adams-Levine FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
LIVING WAGE ORDINANCE
Certification for Providers of Services to the City of Santa Monica (Fiscal Year 24/25 – July 1, 2024 through June 30, 2025)
TO BE COMPLETED BY ALL CONTRACTORS PROVIDING SERVICES TO THE CITY OF SANTA MONICA IN EXCESS OF $54,200
The City of Santa Monica Municipal Code Chapter 4.65, Living Wage Ordinance (LWO), establishes a Minimum Wage of $20.32 per hour for certain employees of contractors providing services to the City where services exceed $54,200 or more and requires that contractors also provide the same health care and other benefits to employees’ same sex spouses and domestic partners as are provided to other employees’ spouses.
An employee covered by the LWO is any person who does not actually work as a manager, supervisor, or confidential employee, and who is not required to possess an occupational license.
The Living Wage Ordinance applies the services sought pursuant to this bid and bidders are required to prepare and return the Living Wage Certification Form. If the bidder is selected, the bidder must maintain payroll records that include, at minimum, the full name of each employee providing services under the contract, job classification and rate of pay. Bids that fail to include Certification Forms may be considered non-responsive and excluded from further consideration.
Please prepare the following certification if you are a contractor engaging in a contract for services with the City of Santa Monica in excess of $54,200.
Your signature on this certification grants the City permission to review any and all payroll books and records and any company documents pertaining to the benefits offered to employees to assure your compliance with the LWO during the term of the contract.
Please direct any questions to:
City of Santa Monica Finance Department
Attention: Living Wage Compliance Section
1685 Main Street, Mail Stop 09
Santa Monica, CA 90401
You can also contact staff regarding living wage ordinance questions by e-mail at [email protected] or by phone 310-458-8281.
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Packet Pg. 1139 Attachment: Moss Adams-Living Wage 24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
LIVING WAGE ORDINANCE CERTIFICATION
July 1, 2024 through June 30, 2025
TO BE COMPLETED BY ALL CONTRACTORS PROVIDING SERVICES TO THE CITY OF SANTA MONICA IN EXCESS OF $54,200
MINIMUM WAGE - $20.32 per hour
Please read, complete, and sign the following:
THIS CONTRACT IS SUBJECT TO THE LIVING WAGE ORDINANCE ☐ THIS CONTRACT IS NOT SUBJECT TO THE LIVING WAGE ORDINANCE ☐ If this contract is not subject to the Living Wage Ordinance requirements, please note the reason below and attach supporting documentation for exemption. For example, in order to be exempt pursuant to a collective bargaining agreement, a signed collective bargaining agreement must be attached. (a) contractor is a government agency and is exempt
(b) contractor is a City grantee and is exempt
(c) contractor is a non-profit corporation and is exempt (d) contractor is an employer whose employees are covered by a bona fide collective bargaining agreement where the waiver is explicitly set forth in an agreement in clear and unambiguous terms
(e) contractor is a corporation providing banking services The undersigned, on behalf of himself or herself individually and on behalf of his or her business or organization, hereby certifies that he or she is fully aware of Santa Monica’s Living Wage Ordinance (LWO), and the applicability of the LWO, and the applicability of the subject contract, as determined herein. The undersigned further agrees to be bound by all terms of the LWO, as mandated in all sections of Santa Monica Municipal Code, Chapter 4.65. If, at any time during the term of the contract, the answers to the questions posed herein change so that Contractor would be subject to the LWO, Contractor will promptly notify the Director of Finance in writing. Contractor further understands and agrees that the failure to comply with the LWO, this certification, or the terms of the Contract as it applies to the LWO, shall constitute a default of the Contract, which shall be grounds for termination. City shall have the right to examine all books and records of the Contractor as they relate to compliance with the LWO.
Payroll records shall at a minimum include the full name of each employee performing labor or providing services under the contract, job classification, and rate of pay.
These statements are made under penalty of perjury under the laws of the State of California.
Printed Name: Title:
Signature: Date:
Contractor: Bid Number (if applicable):
Service Description:
10.B.j
Packet Pg. 1140 Attachment: Moss Adams-Living Wage 24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
OAKS INITIATIVE NOTICE
NOTICE TO APPLICANTS, BIDDERS, PROPOSERS
AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,
OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.
This information is required by City Charter Article XXII—Taxpayer Protection.
It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after theofficial votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of SantaMonica.
All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees.
Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12- month period.
In order to facilitate compliance with the requirements of the Oaks Initiative, theCity compiles and maintains certain information. That information includes the name of any personorpersons whois seeking a “publicbenefit.” If the“public benefit” is sought by an entity, ratherthan an individual person, the information includes the nameof everyperson who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.
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Packet Pg. 1141 Attachment: Moss Adam-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority)
CITY OF SANTA MONICA
OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.
Public benefits include:
1. Personal services contracts in excess of $25,000 over any 12-monthperiod;
2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;
3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;
4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;
5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;
6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or
7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.
Name(s) of persons or entities receiving public benefit:
Name(s) of trustees, directors, partners, and officers:
Name(s) of persons with more than a 10% equity, participation, or revenue interest:
Prepared by: Title:
Signature: Date:
Email: Phone:
Permit #
FOR CITY USE ONLY:
Bid/PO/Contract #
10.B.k
Packet Pg. 1142 Attachment: Moss Adam-Oaks FY24-25 (6804 : SaMo Bridge Contracts Authority) Item 10.B
SaMo Bridge
December 17, 2024
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1143 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts SaMo Bridge
• Awarded $7.9M from CA Board of State and Community
Corrections (BSCC)
• Program funded April 2025 - March 2028
• 24/7 no-barrier voluntary respite hub for SMPD referrals • 90-day care plans addressing housing and treatment
• Population Served
• Justice-involved homeless adults
• Including those with mental health and substance abuse issues • Program goals
• Divert qualifying individuals into treatment instead of jail • Reduce recidivism
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1144 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts Grant-Funded Roles
• Program Services: Exodus, operating SaMo Bridge
• Bridge Site: Wilscot, mobile trailers
• CAO Staff: Senior Legal Analyst, 100% FTE allocated to project
• Grant Consultant: Elizabeth Anderson Consulting
• Project Evaluation and Audit Services: Moss Adams
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1145 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts City Partners
• City Manager’s Office + Communications • Police Department • Housing and Human Services Department • Public Works Department • Community Development Department • Office of Emergency Management • Finance Department • Department of Transportation December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1146 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts Bridge Location
Civic Center Auditorium
• Cement patio area adjacent to the
entrance of the East Wing
• Alternate: west parking lot
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1147 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts Outside Civic Center Auditorium
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1148 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts Bridge Trailers
Amenities • 24’ x 60’ • 3 loungers • 2 bathrooms• Kitchenette • Small office spaces • Security desk December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1149 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts Grant Required Community Engagement
Prop 47 Local Advisory Committee
(Closed)
• 16 members
• Local non-profits, city commissioners,
residents
Community Meetings (Public)
• Kicking off January ‘25
December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1150 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts December 17, 2024
Item 10-B
December 17, 2024
Item 10-B
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Packet Pg. 1151 Attachment: PowerPoint Presentation [Revision 1] (6804 : SaMo Bridge Contracts City Council
Report
City Council Meeting: December 17, 2024
Agenda Item: 11.A
1 of 23
To: Mayor and City Council
From: Heather Averick, Director, Housing and Human Services Department Subject: Approve Deal Terms and Authorize Development and Disposition Agreements (DDAs) and Ground Leases for 1217 Euclid Street, 1211-1217 Fourteenth Street, and 1402 Wilshire Boulevard
Recommended Action
Staff recommends that the City Council:
1. Authorize the City Manager to negotiate and execute a Ground Lease with a fiftyfive (55) year term, with two options to extend by twenty-two (22) years each, and a Disposition and Development Agreement (DDA) with Hollywood Community Housing Corporation (HCHC) for development and operation of affordable housing on City-owned property located at 1217 Euclid Street;
2. Authorize the City Manager to negotiate and execute a Ground Lease with a fiftyfive (55) year term, with two options to extend by twenty-two (22) years each, and a Disposition and Development Agreement (DDA) with HCHC for development and operation of senior affordable and senior permanent supportive housing at 1211-1217 Fourteenth Street on property to be acquired by HCHC at 1402 Wilshire Boulevard and deeded to the City;
3. Declare 1402 Wilshire Boulevard “exempt surplus land” as defined in Government Code Section 54221(f) upon the City receiving fee title to the site at closing of construction financing;
4. Adopt a Resolution declaring 1402 Wilshire Boulevard as exempt surplus land, contingent upon HCHC acquiring the site and transferring fee title to the City at closing of construction financing, and authorize the City Manager to take actions necessary to comply with the Surplus Land Act (Government Code sections 54220 et seq.;
5. Authorize the City Manager to submit the report of declared exempt surplus land as part of the Annual Report to the California Department of Housing and Community Development (HCD), in conformance with state law;
6. Authorize the City Manager to negotiate and execute all necessary documents to make a Housing Trust Fund loan to HCHC in an amount consistent with the Housing Trust Fund Guidelines loan limits;
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7. Provide direction to staff regarding public replacement parking including any City investment from the Housing Trust Fund;
8. Adopt a finding that the actions to approve the Ground Leases and DDAs for the Developments are exempt from CEQA pursuant to CEQA Guidelines Section 15182 and a finding that the Developments have been previously analyzed in the 6th Cycle Housing Element Environmental Impact Report (SCH# 2020100575).
Summary
On March 19, 2024, the City Council selected the development team led by HCHC to construct and operate 100% affordable housing on three City-owned public parking lots located at 1217 Euclid Street, 1211-1217 Fourteenth Street, and 1146 Sixteenth Street (Attachment A). As authorized by the City Council, the City Manager executed an Exclusive Negotiation Agreement (ENA) (Attachment B) with HCHC to provide an opportunity for HCHC to refine its original development proposal for 130 residences based on community input, due diligence research and financial feasibility analysis.
On August 27, 2024, the City Council gave staff direction to continue exclusive negotiations with HCHC based upon a revised proposal for large family housing on 1217 Euclid Street and senior housing, including 40 senior permanent supportive housing (PSH) apartments, on 1211-1217 Fourteenth Street and 1402 Wilshire Boulevard, provided that 1402 Wilshire Boulevard can be acquired by HCHC from a third party (Attachment C). Per City Council direction, this revised project will be coupled with a City subsidy from the Housing Trust Fund, and development on 1146 Sixteenth Street will remain public parking to mitigate public parking impacts.
Background
On October 11, 2022, the City Council adopted the 2021-2029 Housing Element, a State-mandated plan for meeting the City’s share of regional housing needs. State law requires that the Housing Element include an inventory of land that demonstrates the City’s capacity to realistically accommodate new housing development at all income levels. To address the City’s shortfall of sites suitable for the creation of affordable housing for low-income households, the City committed to developing 100% affordable housing on City-owned sites identified in Appendix F, Figure F-7 of the Housing Element (Attachment D).
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As specified in Housing Element Program 2.E (Attachment E), by June 30, 2027, the City must issue at least three requests for proposals (RFPs) for City-owned sites. Below is a summary of key milestones in the development team selection process.
Date Milestone
December 1, 2022
Housing Commission provided advisory input
to Council (Attachment F) on issuance of an
RFP for teams to develop affordable housing
on three City-owned surface public parking
lots located at 1217 Euclid Street, 1211-1217
Fourteenth Street and 1146 Sixteenth Street
(Attachment G).
March 14, 2023
Council declared the sites as exempt surplus
land, allowing the City to move forward with
the RFP in accordance with State law
(Attachment H).
June 22, 2023 City issued the RFP (Attachment I)
February 1, 2024
Housing Commission provided advisory input
to the City Council on the selection of the team
led by HCHC (Attachment J)
March 19, 2024
Council selected the team led by HCHC,
comprised of HCHC as developer, Kevin Daly
Architects (kdA) as the architect, The People
Concern (TPC) as its services provider, and
Morley Builders as its construction estimator.
Council authorized the City Manager to
negotiate and execute an Exclusive
Negotiation Agreement (ENA) with HCHC.
May 31, 2024 City Manager executed ENA with HCHC
HCHC’s original proposal (Attachment K), submitted in response to the RFP, envisioned the following development plan:
Original HCHC Proposal
Site Apartments
Euclid St. 65 (including 40 PSH apartments)
Fourteenth St. 45
Sixteenth St. 20
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Total 130
The proposal included a “base case” parking scenario with no off-street public parking replacement. The proposal also included an alternative scenario with a total of 34 offstreet replacement public parking spaces. In the alternative scenario, public parking would be provided on the ground level on the Euclid and Fourteenth street sites, with two levels of underground parking to accommodate resident parking at an estimated cost to the City of $5.5 million.
Original HCHC Parking Proposal
Site Base case Alternative Cost to City
Private
Parking
Public
Parking
(offstreet)
Private
Parking
Public
Parking (offstreet)
Euclid St. 43 0 52 17 $2,800,000
Fourteenth
St. 43 0 52 17 $2,700,000
Sixteenth St. 10 0 10 0
Total 96 0 114 34 $5,500,000
Community engagement
HCHC hosted four community outreach meetings, on May 22, 23, and July 8, 10. Two meetings were held in-person and two virtually. Notices were mailed to residences and businesses within a 750-foot radius of each of the three sites, as well as organizations including Santa Monica Mid-City Neighbors and Wilshire Montana Neighborhood Coalition. The meetings were also advertised on the City Housing Division website, in the Santa Monica Daily Press, and sent to the Housing Division email list. In addition to mailings, a representative from HCHC hand-delivered meeting flyers to businesses.
HCHC also noticed the meetings to organizations that provide housing and/or services to people that may be eligible for affordable or permanent supportive housing.
At the meetings, staff from HCHC, kDa and TPC introduced their organizations, presented the team’s proposal, answered questions and took comments. HCHC also collected comments through a dedicated website and voicemail line it established for
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the proposed development (Attachments L and M).
Key concerns raised by community members in the May meetings related to the proposed development on the City-owned lots included:
• Loss of public parking, which serves as visitor parking for residents as well as employees and patrons of neighborhood businesses and UCLA Medical Center • The amount of on-site parking for residents of the proposed developments will lead to increased competition for limited street parking • The potential for increased crime and other safety and quality of life concerns • The scale of the proposed development
• The potential for increased traffic and congestion as a result of the new housing during and after construction
Based on the feedback, the team revised its original proposal and presented the changes at the July meetings. The changes presented in July are summarized in the table below.
Original Proposal Examples of Feedback Proposed Changes Housing Type
Location
Supportive housing
located on Euclid St.
Family apartments
located on 14th St.
14th Street has more traffic
and safety concerns and is
closer to UCLA medical
facilities, and is more
appropriate for Supportive
Housing
Family apartments moved
to Euclid St.
Supportive housing moved
to 14th St.
Alley
Congestion
At grade and
subterranean resident
parking accessed from
alleys
Alleys are narrow and
congested
Vehicle queueing areas
provided within property
lines to minimize impact on
alleys
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Original Proposal Examples of Feedback Proposed Changes Staffing Each site will have one
full-time property
manager. Typical office
hours will be 8am to
5pm, Monday through
Friday.
Security issues may arise
after hours or on
weekends
A second full-time
employee will live at the
14th St. property. Job duties
and hours to be determined
and the goal will be to
enhance safety and
security.
Site Security Open access
landscaped front yards
with secured building
door access
Measures to enhance
safety are important and
site perimeters need to be
secured
Perimeter fences, fobaccess gates, and security
cameras installed at all
sites
Services Possible inclusion of a
food pantry to benefit
food insecure
households
Services, such as food
distribution, should not be
open to the broader
community
Services will be for
residents only, not the
broader community
After the July meetings, HCHC conducted additional due diligence to determine how to address community concerns related to the loss of public parking, building height and density, while still achieving the RFP objective to build 130 residences. HCHC determined that acquisition of 1402 Wilshire Boulevard, which currently houses Unleashed by Petco, had been listed for sale and is adjacent to the Fourteenth Street parking lot, would offer a way to preserve some existing parking and mitigate the height adjacent to neighboring residential properties on Fourteenth Street, while also reducing the length of construction time.
The current design reflects community feedback and Council direction as shown in the table below.
Original Proposal Examples of
Feedback
Updates
Population Served Low-income
individuals,
families, and
formerly unhoused
individuals in
supportive housing
There is a need for
senior housing
Family apartments
provided at Euclid St
14th St targeted to
seniors (55+ and up)
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Original Proposal Examples of
Feedback
Updates
Public Parking Affordable housing
development
on three public
parking lots
Parking lots are
heavily used
by residents,
businesses, and
hospital visitors
16th St to remain
undeveloped as
public parking
PSH Staffing Each development
site will have one
full-time property
manager. Typical
office hours will be
8am to 5pm,
Monday through
Friday.
Security issues may
arise after hours or
on weekends
Two full-time resident
property managers
will live at the 14th St
property. Security will
be provided on nights
and weekends during
Year 1, subject to
reassessment with
the City
Building Height 14th St building five
to six stories high
Building is too tall
for a
residential street
without other tall
buildings
Combined 14th St &
1402 Wilshire site
design where
building is six stories
along Wilshire Blvd,
stepping down to four
stories on residential
street
Unit Sizes Buildings will
include a mix
of studio, one-, two-
, and threebedroom units
Studio units are too
small. Larger units
should be provided.
No studios will be
provided. All
130 apts will be one-,
two-, or threebedrooms
HCHC presented its revised proposal at a fifth community meeting co-hosted by City staff on October 23, 2024. Written comments submitted to HCHC during the meeting comment period are provided in Attachment N.
Business outreach
City staff conducted door-to-door outreach to businesses on Wilshire Boulevard between Eleventh and Sixteenth streets to obtain information about employees’ and customers’ use of the City-owned parking lots. Staff distributed a survey and/or spoke with owners or employees at 31 businesses. At least 13 other businesses were vacant.
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With a few exceptions for walking, cycling/scooters, public transit, and car drop-off (including rideshare), nearly all reported that their employees and customers drive to the business. There were a variety of parking resources utilized, including dedicated on-site parking, street parking (metered and unmetered), and the City-owned lots. Some businesses with on-site parking reported not having sufficient parking for both employees and customers, particularly if the lot is shared with other businesses.
There are two businesses that purchase a total of 13 monthly passes at the Euclid Street City-owned lot and there are no current monthly pass holders at the Fourteenth Street lot. Two business owners specifically mentioned that parking would present a serious obstacle to employee hiring and retention if monthly passes were not available.
One employee reported that her employer purchased a monthly pass for her at the building leased by UCLA Health at Wilshire Boulevard and Twelfth Street. Another business reported that UCLA Medical Center employees regularly park in the business’ on-site customer parking lot and that the employees of the business use the Sixteenth Street City lot (not currently proposed for development).
Discussion
Development
The proposed Developments include 130 new affordable residences distributed between the Euclid and Fourteenth Street/1402 Wilshire Boulevard sites as follows:
1-bedroom 2-bedrooms 3-bedrooms Total Stories
Euclid Street 21 14 13 48 6
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Fourteenth
Street/1402
Wilshire
Boulevard
80 2 82 3 - 6
The distribution of residences between the two sites maximizes competitiveness for State tax credit financing. In addition, the combined Fourteenth Street/1402 Wilshire Boulevard site allows the building to be stepped down from six stories to four stories adjacent to existing residential property on Fourteenth Street and to three stories on the Fourteenth Court alley. There are forty residences set aside for senior PSH. The Developments will restrict 100% of the apartments (excluding managers’ units) at or below 60% AMI.
The proposal includes on-site parking for residents as follows:
Number of
residences
On-site resident
parking Parking type
Euclid Street 48 40 Ground level and one
underground level
Fourteenth Street/
1402 Wilshire
Boulevard
82 42 Ground level
Total 130 82
The parking ratios are based on affordable housing leasing and affordable housing best practices, with a higher ratio of spaces provided at Euclid Street where two- and three-bedroom apartments for larger households are proposed and a lower ratio provided at Fourteenth Street for senior apartments. The buildings will have secure bicycle parking available for residents and are located near public transit. The City also operates MODE, a low-cost on-demand rideshare program, for seniors and people with disabilities that residents can utilize.
On-site Resident Services
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HCHC will employ one full-time Resident Services Coordinator to facilitate services and activities for the 87 general affordable apartments. Examples of services include linkages to community-based services, GED preparation, resume workshops, and life skills classes. In addition, three full-time Property Managers (one at Euclid Street and two at the Fourteenth Street/1402 Wilshire Boulevard site) will reside on-site. TPC will provide two full-time intensive Case Managers to serve clients in the PSH apartments with the support of a part-time program manager and director. This staffing ratio is aligned with PSH best practices. On-site offices will be provided for HCHC and TPC staff.
In addition to case management, TPC services are tailored to meet individual client needs and may include assistance with applying for benefits; transportation; crisis management; life skills education; social and recreational activities; employment and educational resources; money management/representative payee; and linkages to other resources based on an individual clients’ needs. All services will be provided by case managers on-site, or through linkages to outside service programs. Case managers will make frequent contact with their clients from initial lease-up and movein through residency, with frequency tailored to the client’s need.
DDA Terms Summary
HCHC has entered into a Purchase and Sale Agreement with the owner of 1402 Wilshire Boulevard. Should the City Council authorize execution of the DDA and Ground Lease, HCHC plans to close escrow on 1402 Wilshire Boulevard in the third quarter of 2025 following execution of the DDA. HCHC would own 1402 Wilshire Boulevard until it has secured all construction financing, which is estimated to occur in May 2026. At that point, as will be memorialized in the DDA, HCHC will transfer ownership of 1402 Wilshire Boulevard to the City and the City will concurrently ground lease the combined Fourteenth Street/1402 Wilshire Boulevard site back to HCHC.
To proceed, staff seeks City Council approval of the proposed DDA terms (Attachments O and P), including authorization for the City Manager to finalize and
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execute the DDAs and Ground Leases. Key terms include:
• For both the Euclid Street and the combined Fourteenth Street/1402 Wilshire Boulevard sites, the City will provide a ground lease term of 55 years plus two options of 22 years to retain City ownership in exchange for the continued operation of the property as affordable housing.
For each site, HCHC will make an annual ground lease payment to the City of $1 per year plus an amount based on the fair market value of the 1217 Euclid Street and 1211-1217 Fourteenth Street sites at time of construction loan closing. At year 56, assuming extension of the lease is exercised, rent will be equivalent to City’s share of residual receipts. • The City will receive a 50% share of residual receipts for the Euclid site. For the Fourteenth Street/1402 Wilshire Boulevard site, 50% of residual receipts will be split between the City and other public lenders based on their respective shares of project funding. Repayment of the loan shall be paid from the City’s share of residual receipts after payment of the Ground Lease Rent. • The Santa Monica Housing Authority will provide 40 Project-Based Vouchers (PBVs) for the PSH apartments at the Fourteenth Street/1402 Wilshire Boulevard site.
• HCHC will receive a developer fee subject to either the fee limit in the Santa Monica Housing Trust Fund Guidelines at the time of closing or a negotiated fee based on third-party review, up to the maximum allowable developer fee per CA LIHTC regulations at time of closing. • A resident Property Manager will be on duty at each site Monday through Friday from 8:00 a.m. to 5:00 p.m. beginning with move-ins. At the Fourteenth Street/1402 Wilshire Boulevard site, a second resident Assistant Property Manager will be on duty from 2:00 p.m. to 10:00 p.m. Monday through Friday, with the shift adjustable as needed. At all times when not on duty, the Property Manager or Assistant Property Manager will be on-call and available by phone for after-hours emergencies.
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• HCHC will provide security for the first year of operations at the Fourteenth Street/1402 Wilshire Boulevard site during night and weekend hours when a resident property manager is not on duty, with continuation after the first year subject to reassessment with City staff.
Financing Summary
To develop the sites, HCHC will apply for the following financing sources:
1. Multifamily Housing Program (MHP) from HCD
2. 4% and 9% Low Income Housing Tax Credits that are competitively awarded by the California Tax Credit Allocation Committee (CTCAC)
3. Tax-exempt Bonds from the California Debt Limit Allocation Committee (CDLAC)
4. Construction and permanent financing (mortgage) from a conventional lender(s) If a funding gap should occur, City staff can approve Housing Trust Fund (HTF) loans that comply with the underwriting criteria and loan limits within the City’s HTF Guidelines. Any request outside of the HTF limits will be brought before City Council for approval. Currently, HCHC anticipates a total funding gap for both developments of $13,500,000, which falls within the City’s HTF Guidelines. The funding gap is a result of the City not having a sufficient scope of new, unfunded transit improvements in the area to be competitive for the Affordable Housing and Sustainable Communities program, which was a key funding source anticipated in HCHC’s original proposal.
The anticipated $13,500,000 City loan is inclusive of a $6,000,000 loan to HCHC which will be used to acquire 1402 Wilshire Boulevard and is allowable under the City’s HTF Guidelines. The City would fund the acquisition loan concurrently with HCHC closing escrow on 1402 Wilshire Boulevard in Spring 2025. After HCHC secures construction financing--anticipated in Spring 2026--the City will receive $3,500,000 for the loan to acquire 1402 Wilshire. The remaining $11,000,000 of the City loan will be used to close the financing gap for the Euclid Street development.
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Anticipated Funding Timeline for City Loans
1402 Wilshire
Boulevard
Acquisition
Euclid Street
Construction
Start
Fourteenth
Street/1402
Wilshire
Boulevard
Construction
Start
Spring 2025 Fall 2025 Spring 2026 Total
Fourteenth
Street/1402
Wilshire
Boulevard
$6,000,000 (or
purchase price)
($3,500,000)
estimated
repayment to
City
$2,500,000
Euclid Site $11,000,000 $11,000,000
Total: $13,500,000
Replacement Public Parking
The loss of public parking has been a key topic of concern from community engagement meeting feedback. Community members have expressed concerns about the impact of the loss of public parking on local businesses, as well as the resulting increase in competition for limited street parking in the area if public parking is not replaced.
No parking is required for the Developments per the City’s Zoning Ordinance. Santa Monica Municipal Code Section 9.28.060 (A)(1)(a) implements Assembly Bill 2097, a State law prohibiting cities from implementing parking minimums for housing projects within a ½ mile from a major transit stop. This property falls within the halfmile radius of a major transit stop, so no parking is required for this site.
The revised proposal preserves 21 existing parking spaces at the Sixteenth Street lot. There are 98 existing parking spaces across the Euclid and Fourteenth Street lots. As part of an ongoing Citywide parking study to inform future parking pricing, a consultant for the City’s Department of Transportation (DOT) analyzed utilization of the City’s structures, lots, and meters. (Attachment Q) is an analysis of parking
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demand, including the two surface lots for the Development. The data comes from the City’s online parking data platform, which tracks pay station activity. The chart below shows average occupancy during the year (in the “Average” columns) and peak occupancy on one of the busiest days of the year (in the “Peak” columns).
Occupancy of Santa Monica City Lots
Lot Capacity
Average Peak**
2022 Occ. % 2023 Occ. % 2022 Occ. % 2023 Occ. %
Mid-City Lot 7
(1217 Euclid
St.)
49 15 31% 20 41% 21 43% 28 57%
Mid-City Lot 8
(1146 Sixteenth
Street)
*will remain
public parking
21 16 74% 16 75% 20 95% 21 100%
Mid-City Lot 12
(1211-1217
Fourteenth St.)
49 37 76% 40 82% 51 104% 53 108%
**85th Percentile busiest day (see Attachment Q)
To summarize, Lot 7 (Euclid) and Lot 12 (Fourteenth Street) average a combined 65% utilization and 79% on one of the busiest days of the year, reflecting a potential public benefit if 60-77 of the existing parking spaces were to be replaced. However, the elimination of the retail use at 1402 Wilshire Blvd will alleviate some demand for public parking. Additionally, in other thriving commercial districts in the City, such as Montana Avenue and Ocean Park Boulevard, there are no City-owned public parking lots to support businesses. In those corridors, residents, employees and patrons utilize public on-street parking, privately-owned off-street parking, as well as the robust multimodal options that the City and the private sector provide, such as transit, cycling, and shared use mobility devices.
Based on community feedback, staff and HCHC assessed potential options for
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replacement public parking, which are presented below.
On-street perpendicular parking replacement
One option for replacement public parking is to convert one side of the on-street parking into perpendicular (or “nose-in”) to accommodate additional on-street spaces.
Perpendicular parking is already present in the area between Ninth and Sixteenth streets and between Colorado Avenue and Broadway, excluding the signalized corridors, such as Eleventh and Fourteenth streets. Conceptually, it is estimated that reconfiguring street parking to perpendicular on one side of Euclid Street between Wilshire Boulevard and Arizona Avenue, and one side of Sixteenth Street between Wilshire Boulevard and California Avenue, could yield additional on-street spaces.
DOT estimates the cost to design and implement this at approximately $60,000 per block. However, staff does not recommend conversion to perpendicular parking as a solution for the following reasons:
• Perpendicular parking is not suitable for streets with traffic signals, since higher-speed and higher-volume traffic flow would present safety issues for drivers backing into and out of perpendicular parking spaces. • Under existing City policy, parking regulations are aligned with the adjacent land use. Since the streets surrounding the proposed Developments are primarily residential, existing preferential parking regulations on those blocks would apply to any new, residential adjacent spaces. On Euclid Street between Wilshire Boulevard and Arizona Avenue, the existing preferential parking regulations are: No parking from 7:00 a.m. until 2:00 a.m. daily, except by permit. On Sixteenth Street between California Avenue and Wilshire Boulevard, the existing preferential parking regulations are: Two hour parking from 9:00 a.m. to 6:00 p.m. daily, and no parking from 6:00 p.m. to 2:00 a.m. daily, except by permit. Therefore, the benefit to non-residents of increased parking would be limited. In addition, some existing metered spaces near the intersection may need to be removed to accommodate perpendicular parking spaces.
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• The City’s sustainability approach based on Council direction and adopted City policy is to facilitate a full range of transportation options through policies and infrastructure projects. These include transit service, bicycle and pedestrian infrastructure, shared use mobility devices, and burgeoning technology services such as autonomous taxis. Expansion of street parking would direct resources away from achieving the City’s sustainability objectives of reducing reliance on cars and prioritizing bicycle and pedestrian safety and effective transit service.
If Council provides direction to further investigate on-street parking reconfiguration in the area, DOT would need to conduct additional analysis to assess how many net new street spaces could realistically be created with a reconfiguration, taking into account factors such as existing street widths, space for loading zones, safety, visibility, and existing bike lanes (for example, Fourteenth Street is not suitable for nose-in parking due to conflicts with the existing bike lane, among other factors).
Enhanced business engagement
The GoSaMo Transportation Management Organization (TMO) could prioritize enhanced engagement with businesses along this stretch of Wilshire Boulevard to better understand the transportation challenges their employees and customers face and connect them to applicable transportation services.
Adjusting time limits on metered parking
According to pay station data, the most frequent lengths of stay at the Euclid and Fourteenth Street lots are one and two hours. For the meters on Wilshire Boulevard between Twelfth and Seventeenth Streets, the average length of stay is 49 minutes, according to a sample of meter data from November 1 – 15, 2024. The majority of meters in the area allow stays of up to two hours. Staff does not recommend shortening the amount of time allowed at meters to under two hours, as that may be insufficient to meet the needs of the majority of meter users. For very short-term uses (such as dry cleaners), the City tends to locate 30 minute or passenger loading nearby.
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On-site public parking replacement
HCHC’s original proposal provided an alternative scenario in which 17 off-street replacement public parking spaces could be included at ground level on Euclid and 14th streets, for a total of 34 off-street replacement public parking spaces. The alternative scenario required a second level of underground parking to accommodate resident parking at a cost to the City of $5.5 million ($2.8 million for the Euclid site, and $2.7 million for the Fourteenth Street site). The cost per off-street public space was estimated at nearly $162,000 in the original proposal. Any financing gaps in the Developments resulting from adding on-site, off-street replacement public parking would need to be filled from City sources, as there are no dedicated sources of non-City funding to pay for public parking.
After further due diligence, HCHC revised the design to accommodate site constraints as well as 48 residences on Euclid Street and has identified several barriers, making replacement public parking at Euclid Street site infeasible for the following reasons:
• Due to the revised design, some ground-level parking spaces were removed due to site constraints, which were identified as potential replacement public parking in the original proposal.
• A second level of underground parking would be needed to accommodate resident parking; due to ramping, the number of additional spaces that could be accommodated would be inefficient based on cost.
• Operationally, any replacement public parking would need to be on the street level to ensure security of the building and residents. If replacement public parking is underground, the development would need to have separate entrances, stairwells, and elevator access for both the residents and the public utilizing the replacement parking. The site area is not large enough to accommodate features required to ensure a secure environment for building residents, such as a separate parking entrance, stairwell and elevator to
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separate the publicly-accessible and resident parking areas. • Providing public parking at street level would yield few public parking spaces due to required utility and service spaces and would either reduce the overall number of residential units or increase the height of project. Increasing the height of the project any further would require a different and more costly construction type, and would significantly widen the financing gap.
Compared to the Euclid site, the larger footprint of the combined Fourteenth Street/1402 Wilshire Boulevard site offers fewer space constraints to replacing public parking on site. As currently designed, resident parking at the Fourteenth Street/1402 Wilshire Boulevard site is accessed from the Fourteenth Court alley to avoid cars crossing into the existing bike lane on Fourteenth Street to access the building. Adding public parking to the Fourteenth Street/1402 Wilshire Boulevard site would require redesign and a potential delay in obtaining necessary entitlements to apply for financing. If ground level parking is used for the public, a subterranean level of parking would be required for residents. Due to ramping required to reach the subterranean level, five resident spaces would be lost, leaving approximately 37 spaces for residents. HCHC estimates that 35 public parking spaces could be accommodated on site at ground level at a cost to the City of $6,340,316, or $181,152 per space. If non-City funds are used to cover the cost, the resulting shortfall in financing would need to be funded by the City’s Housing Trust Funds.
There are other Council-directed priorities for use of the Housing Trust Funds, including development of affordable housing on other City-owned sites identified in the Housing Element and direct assistance to low-income seniors under the Preserving Our Diversity (POD) program. Additionally, there is still money the City must repay back to the Housing Trust Fund, which continues to impede availability of these funds.
Exempt Surplus Land Declaration
The California Surplus Land Act (Government Code 54220 et seq.) (SLA) governs the sale or lease of surplus lands and requires local agencies to prioritize opportunities for certain uses including affordable housing development for any land the entity may sell
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or lease. Surplus land may be declared either “surplus” or “exempt surplus” by the legislative body of the local agency as supported by written findings. Exempt surplus land does not have to follow the procedural requirements of the Surplus Land Act, and includes surplus land that is offered for open, competitive bid for a 100% affordable housing development. The law requires local agencies to report on the list of surplus lands in the General Plan Annual Progress Report, which is due April 1 of each year.
The SLA requires local agencies to formally declare publicly-owned property not necessary for the local agency’s use, as surplus land or exempt surplus land before beginning the disposition process. Surplus land must follow a statutory noticing and negotiation period with certain designated entities, including eligible housing sponsors defined by HCD. Exempt surplus land does not have to follow the procedural requirements of the Surplus Land Act.
As provided in the SLA, exempt surplus land includes “(i) Surplus land that is to be developed for a housing development, which may have ancillary commercial ground floor uses, that restricts 100 percent of the residential units to persons and families of low or moderate income, with at least 75 percent of the residential units restricted to lower income households, as defined in Section 50079.5 of the Health and Safety Code, with an affordable sales price or an affordable rent, as defined in Section 50052.5 or 50053 of the Health and Safety Code, for a minimum of 55 years for rental housing, land use for ownership housing, and 50 years for rental or ownership housing located on tribal trust lands, and in no event shall the maximum affordable sales price or rent level be higher than 20 percent below the median market rents or sales prices for the neighborhood in which the site is located. (ii) The requirements of clause (i) shall be contained in a covenant or restriction recorded against the surplus land at the time of sale that shall run with the land and be enforceable against any owner who violates the covenant or restriction and each successor in interest who continues the violation.”
The City Council adopted a resolution declaring the City-owned properties at 1217 Euclid Street, 1211-1217 Fourteenth Street and 1146 Sixteenth Street as exempt
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surplus land on March 14, 2023. As required by the SLA, the City submitted the declaration and findings to HCD for review. On October 21, 2024, HCD provided a letter concurring with the City’s exempt surplus declaration for the three sites (Attachment R).
Because the SLA only applies to disposition of publicly-owned land, the proposed resolution declaring 1402 Wilshire Boulevard as exempt surplus (Attachment S) would become effective only upon a concurrent transaction in which HCHC transfers ownership to the City and the City ground leases the combined Fourteenth Street/1402 Wilshire Boulevard Site to HCHC.
Next Steps
With City Council approval, the City Manager will execute a DDA and associated documents to allow HCHC to apply for Tax Credits and other funding sources for the Developments’ construction. HCHC has submitted entitlement applications for the Developments, which are also required to be approved in order to apply for outside financing. The designs (Attachment T) are tentatively scheduled to be reviewed by the Architectural Review Board on December 16, 2024 for the Euclid Street site and on a date to be determined in early 2025 for the Fourteenth Street/1402 Wilshire Boulevard site.
For the Euclid Street site, HCHC plans to submit its tax credit funding application to California Tax Credit Allocation Committee (TCAC) in February 2025. HCHC anticipates receiving its TCAC award in May 2025 and will start construction in late 2025, with construction completion and move-ins estimated in 2027.
For the Fourteenth Street/1402 Wilshire Boulevard site, HCHC plans to submit its MHP funding application to HCD and complete its acquisition of 1402 Wilshire Boulevard in the second quarter of 2025. HCHC plans to submit its tax credit and taxexempt bond funding application to TCAC and CDLAC in August 2025. HCHC anticipates receiving its TCAC and bond award in December 2025 and will start construction in Spring 2026, after all construction financing sources have been
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finalized and 1402 Wilshire Boulevard has been transferred to the City. Construction completion and move-ins for the Fourteenth Street/1402 Wilshire Boulevard site are estimated in 2028.
Past Council Actions
Meeting Date Description
08/27/2024 City Council direction to proceed with negotiations with HCHC based upon a revised development proposal
03/19/2024 City Council selection of the team led by HCHC for development of the City-owned sites at 1217 Euclid Street, 1211-1217 Fourteenth Street, and 1146 Sixteenth Street
03/14/2023 City Council adoption of a resolution declaring City-owned sites at 1217 Euclid Street, 1211-1217 Fourteenth Street, and 1146 Sixteenth Street as exempt surplus land in accordance with the Surplus Land Act
10/12/2021 City Council adopted the final 6th Cycle Housing Element Update (2021-2029)
6/25/2021 City Council provided direction to staff on the draft concepts and strategies to include in the 6th Cycle Housing Element Update Environmental Review
The development of affordable housing on 1217 Euclid Street, 1211-1217 Fourteenth Street and 1146 Sixteenth Street were analyzed as part of the 2021-2029 6th Cycle Housing Element Environmental Impact Report (EIR) [SCH No. 2020100575] that was certified by Council on October 12, 2021, with an Addendum to the EIR approved on October 11, 2022. Development of affordable housing on City-owned properties implements a portion of that 6th Cycle Housing Element and is consistent with the Housing Element EIR. Therefore, no further CEQA review is necessary for the development of affordable housing on these sites.
The DDAs and Ground Leases for the development of affordable housing is also exempt from CEQA pursuant to Section 15182 of CEQA. Section 15182 statutorily exempts qualifying residential or a mixed use projects from CEQA that are consistent
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with an adopted specific plan. The DDA and Ground Lease for development of affordable housing meets the criteria described in Section 15182 in that the project would have a floor area ratio of at least 0.75, is located in a transit priority area, is consistent with the 6
th Cycle Housing Element for which an Environmental Impact Report was certified, and is consistent with the general use designation, density, building intensity, and applicable policies specified for the project area in the Southern California Association of Governments’ Sustainable Communities Strategy.
Additionally, the declaration of 1402 Wilshire Boulevard as exempt surplus land upon transfer of fee title to the City would have no possibility of significant effect on the environment, and therefore, is exempt pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines.
Financial Impacts & Budget Actions
There is a HTF request of approximately $13,500,000 to cover the current funding gap, which falls within the City’s HTF Guidelines. Staff will return to Council with any investment of HTFs or other City resources that fall outside the City’s HTF Guidelines.
Prepared By: Ayala Scott, Senior Development Analyst
Prepared By: Ayala Scott, Senior Development Analyst
Approved Forwarded to Council
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Attachments:
A. A. Selection of Hollywood Community Housing Corporation (HCHC) as the Development Team for Affordable Housing on Three City-Owned Sites Adjacent to Wilshire Boulevard - March 19, 2024 (web link)
B. B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 C. C. City Council Meeting Minutes, August 27, 2024
D. D. Housing Element Appendix F, Figure F-7
E. E. Housing Element Program 2.E
F. F. Housing Commission Meeting Minutes, December 1, 2022 G. G. Euclid, Fourteenth St. and Sixteenth St. Sites
H. H. Adoption of Resolution Declaring Surplus Properties - March 14, 2023 Staff Report (Web Link)
I. I. 1217 Euclid St., 1211-1217 14th St., 1146 16th St. RFP J. J. Housing Commission Meeting Minutes, February 1, 2024 K. K. Original HCHC Proposal
L. L. Comments Submitted to HCHC - May 8 - 31, 2024
M. M. Comments Submitted to HCHC June 24-July 25, 2024
N. N. Comments Submitted to HCHC - October 9 - October 31, 2024 O. O. Wilshire DDA Term Sheet Euclid
P. P. Wilshire DDA Term Sheet 14th
Q. Q. Surface Lot Replacement Study
R. R. HCD Exempt Surplus Land Declaration Review Letter 10.21.24 S. S. Proposed Resolution Declaring 1402 Wilshire Boulevard Exempt Surplus Land T. T. Exterior Renderings
U. U. HCHC_Dec 2024_OAKS INITIATIVE FORM
V. V. HCHC_Dec 2024_Levine Act Disclosure Form
W. Written Comments
X. PowerPoint Presentation
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DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351 E7F Contract No. 11551
EXCLUSIVE NEGOTIATION AGREEMENT (ccs')
S/3l/2~J!IS EXCLUSIVE NEGOTIATION AGREEMENT ("Agreement") is entered into on _ ____ by and between the CITY OF SANTA MONICA ("City"), a municipal corporation organized and existing pursuant to the laws of the State of California and the Charter of the City of Santa Monica, and Hollywood Community Housing Corporation, a California nonprofit public benefit corporation, (referenced herein as "Developer"), ( collectively, "Parties") on the terms and provisions set forth below.
RECITALS
A. The City is the owner of certain real properties (the "Sites") located within the City of Santa Monica, California. The Sites are comprised of three noncontiguous properties totaling approximately thirty-seven thousand five hundred square feet located at 1217 Euclid Street (Assessor's Parcel Number 4282-004-900), 1211-1217 Fourteenth Street (APN 4282-003-900 and 4282-003-901) and 1146 Sixteenth Street (APN 4281-005-900).
The Sites are scattered within the general vicinity of Wilshire Boulevard and Fourteenth Street. The Sites are currently used as City public surface parking lots. A Sites Map is attached as Exhibit A.
B. In June 2023, the City issued a Request for Proposals ("RFP") with respect to ground leased development on the Sites consisting of affordable housing ("Project").
C. In response to the RFP, Developer submitted a proposal on September 15, 2023 for development of a total of 130 units on the Sites. A copy of the proposal ("Proposal") is attached as Exhibit B.
D. On March 19, 2024, the City Council authorized the City Manager to enter into exclusive negotiations with Developer for the development of the Project and the ground leasing of the Sites, subject to the Council's approval of the terms and conditions of a Disposition and Development Agreement ("DDA") with respect to the ground leasing of the Sites and the development of the Project on the Sites.
E. City and Developer wish to. enter into this Agreement to exclusively negotiate the terms and conditions for development of the Sites, subject to all the terms and conditions of this Agreement.
1 11.A.b
Packet Pg. 1175 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A 1351 E7F IT IS HEREBY MUTUALLY AGREED AS FOLLOWS:
I. [§ 100] Purpose of Agreement
The purpose of this Agreement is to provide a period of exclusive negotiations and to set forth the terms and conditions under which the Parties shall work together in developing the scope of the Project and any actions required to be taken by Developer or City with respect thereto and to negotiate diligently and in good faith to achieve the milestones set forth in the Schedule of Performance attached as Exhibit C (the "Schedule of Performance").
II. [§ 200] Elements of Proposal
The Developer agrees that the City, in making its determination to enter into this Agreement with Developer, relied upon the project components, programs, and objectives contained within the Proposal ( collectively, the "Elements"). The Parties acknowledge that the Project may change based on stakeholder, community and/or City input as agreed to by the Developer. The proforma for the Project as it evolves shall reflect the Developer's commitment to key Elements (as such key Elements may evolve), including but not limited to ground lease payments, Project program, design, replacement public parking, sequencing of development on the Sites, and sustainability.
The Parties agree that this Agreement and the DDA shall be guided by all of the Elements as the Project design specifics are refined. The negotiations shall address, but need not conform to, the exact details of the Proposal; it being understood that the ultimate scope of the Project is subject to change in connection with the development of the scope of the Project outlined below in Article III.
III. [§ 300] Development of Scope of Project
[§ 301] Generally
The Developer agrees that Developer's design of the Project shall be substantially consistent with the Elements and the Design Concept Plans (defined below) approved by the City Council following the community input process outlined below in Section 302. [§ 302] Communitv Input Process
The Developer agrees to facilitate community input by implementing a community input process spanning approximately three (3) months. City staff shall review and approve the development team's community input plan. The purpose of the community input process is to inform the community about the proposed development and elicit community input regarding the Project. The Developer, Architect, and Supportive Services Provider ("Development Team") will be active in the process.
2 11.A.b
Packet Pg. 1176 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351E7F It is anticipated that the community input process will culminate in the consideration of a ODA by the City Council. If the DOA is approved, the Project will then proceed through the land use approval process.
[§ 303] Initial Business Terms
Initial Business Terms will be developed and constitute a general framework for good faith negotiations of the terms and conditions of the DOA, which shall be subject to City Council approval. The Initial Business Terms shall be in substantial conformance with the terms and conditions listed in section 404 of this agreement.
IV. [§ 400]
[§ 401]
Exclusive Good Faith Negotiations
Good Faith Net.iotiations
The Parties hereto agree to negotiate diligently and in good faith the terms and conditions of the DDA and related documents relating to the ground leasing of the Sites and the development, use and operation of the Project on the Sites. Good faith negotiations shall mean negotiations based upon the City-approved Design Concept Plans (defined below), Operational Plans (defined below), Initial Business Terms, and a scope of work for any required public improvements (referenced collectively hereinafter as "Scope"). The Design Concept Plans shall include a site plan, elevations and sections of the Project improvements as they are to be developed and constructed on the Sites.
The Operational Plan shall include a proposal for target resident populations, household income levels, scope and funding of services for Project residents, and any rental subsidies necessary for Project feasibility. Without limiting the foregoing, City shall use its good faith reasonable efforts to schedule public hearings before the City Council and City boards and commissions consistent with the time frames set forth in the Schedule of Performance. [§ 402] Period of Negotiations
Unless earlier terminated in accordance with the provisions of this Agreement, the Parties agree to negotiate diligently and in good faith the Project Scope and the Initial Business Terms for nine (9) months, commencing upon the full execution of this agreement ("Original Term"). The City Manager may approve an extension of the Original Term after approval of the Scope in accordance with Section 403 below.
[§ 403] Extension of Ne~otiations
Unless earlier terminated in accordance with the provisions of this Agreement, one (1) eight (8)-month extension beyond the Original Term ("Extension Period") is possible with the written agreement of the City Manager, exercised in the City Manager's sole and absolute discretion.
3 11.A.b
Packet Pg. 1177 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F [§ 404] DDA Terms and Conditions
The terms and conditions of any DDA entered into with the Developer shall be m conformance with the following components:
A. Subject to satisfying the required conditions precedent as set forth in the DDA, the Developer and City would enter into a long-term ground lease ("Ground Lease"), whereby the Developer would ground lease the Sites from the City. The term of the Ground Lease, rental, sublease and use restrictions, mortgagee protections, default provisions and such other provisions as City and the Developer shall determine may be necessary or appropriate shall be negotiated and incorporated into the Ground Lease. The exact terms and schedule under which the City would ground lease the Sites to Developer will be negotiated and set forth in the Ground Lease.
B. The Developer shall finalize the Design Concept Plans and construct the Project on the Sites in accordance with a schedule of performance to be negotiated as part of the DDA, the approved Scope included in the DDA, all approved entitlements including Architectural Review Board approval, and technical approvals from the City and other agencies (the "Entitlements").
C. Without limiting the scope of DDA negotiations, at a minimum, the DDA shall contain the following provisions:
1. All residences in the proposed development must be subject to long-term income eligibility and affordability covenants;
2. If the Project has a commitment for an operating subsidy, like Project Based Section 8, and dedicated funding for supportive services, then the affordable housing must include permanent supportive housing for people experiencing homelessness, the number of such residences equaling the number of units in the operating subsidy commitment;
3. Affordable rental housing that targets other populations may be included, such as housing for working families and individuals; and
4. The development should maximize affordable housing and the cost-effectiveness of producing affordable housing and minimize City Housing Trust Funds investment while maintaining the financial feasibility of the Project; and
5. Prevailing wages under state law are required for construction of the Project; and
6. All residents must be referred from a City-maintained list of prospective applicants, with a priority for those who live or work in Santa Monica, and in the case of the permanent supportive housing apartments, all residents must be referred from a Santa Monica Housing Authority maintained list of people experiencing homelessness as determined by the Santa Monica Housing Authority, unless otherwise agreed to by the City.
[§ 405] Essential Terms Not Agreed Up5m
The Parties acknowledge that the Proposal and this Agreement do not establish the essential terms of the development of the Project (sometimes referred to herein as the "Transaction") and 4 11.A.b
Packet Pg. 1178 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97F AEEA9-8A 7B-4567-9956-B 104A 1351 E7F that although they have set forth below a framework for negotiation of the essential terms of the Transaction, (A) they have not set forth herein nor agreed upon all essential terms of the Transaction, including, for example, price, terms and timing of the ground lease and the scope of the Project; (B) they do not intend the Proposal or this Agreement to be a statement of all of the essential terms of the Transaction; and (C) the essential terms of the Transaction, if agreed to by the Parties, shall be set forth, if at all, in the DDA approved and executed by authorized representatives of each of the Parties.
[§ 406] Not a Final Al!1·eement
This Agreement is solely an agreement providing for the exclusive opportunity to refine the scope of the Project and negotiate a DDA; the Parties do not intend this Agreement to be, nor shall it be, a purchase agreement, ground lease, license, option or similar contract, nor does this agreement grant any discretionary approvals or entitlements. [§ 500] Termination of Agreement
In addition to other provisions of this Agreement which provide for the termination of this Agreement, this Agreement may be terminated by the City in the event any of the following occurs:
A. If, for any reason, the City has not approved the DDA by the expiration of the Original Term and any Extension Period (if applicable), then the City shall have the right to immediately terminate this Agreement;
B. If, for any reason, by the end of the Original Term (or the Extension Period, if applicable), the Developer has not received City Manager approval to further extend the exclusive negotiating period, then this Agreement shall automatically terminate; C. If the City reasonably determines that Developer has failed to negotiate diligently and in good faith, the City shall first provide written notice to Developer of such default and provide thirty (30) calendar days to cure the default; D. If Developer fails to prepare and/or submit any plans, drawings or related documents as required by this Agreement or to complete the community input process by the dates respectively provided in the Schedule of Performance, the City shall first provide written notice to Developer of such default and provide thirty (30) calendar days to cure the default; and E. If Developer is in default under any other provision of this Agreement, the City shall first provide written notice to Developer of such default and provide thirty (30) calendar days to cure the default.
Notwithstanding anything to the contrary contained herein, if a default is of a nature that it cannot be cured within thirty (30) calendar days, Developer shall be deemed to have cured the default provided that Developer commences the cure within such thirty (30)-day period and diligently pursues such cure to completion; provided, however, that in no event shall the time 5 11.A.b
Packet Pg. 1179 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351 E7F period to cure the default be deemed to extend the term of this Agreement, as set forth in sections 402 and 403, herein.
[§ 501] Effect of Termination
In the event this Agreement is terminated as provided in this Section, no party shall have any liability hereunder following such termination.
[§ 600] Sites Access
[ § 601] Developer Access to the Sites
At all times prior to the end of the Original Term ( or the Extension Period, if applicable), Developer shall have access to the Sites pursuant to and in accordance with a License Agreement to be entered into by the City and Developer, substantially in the form attached hereto as Exhibit Q_("Form of License Agreement"). Developer understands, acknowledges, and agrees that City has the right to use the Sites for interim uses authorized by the City until such time as the City conveys the leasehold interest to Developer.
[§ 602]Insurance
Prior to any entry upon the Sites and throughout the entire term of this Agreement, the Developer shall furnish or cause to be furnished to the City, evidence of the insurance policies required in the License Agreement, and shall maintain, or cause to be maintained, the insurance policies required in the License Agreement.
[§ 603]Indernnification
The Developer hereby indemnifies and agrees to defend and hold the City and its respective officers, employees, contractors and agents harmless from and against any and all obligations, losses, injuries, damages, claims, liens, demands, liabilities and other costs and expenses, including, without limitation, reasonable attorneys' fees and costs (collectively, "Claims"), incurred in connection with or arising out of or resulting from any work or activity of Developer, its employees, agents, contractors, representatives or consultants permitted pursuant to the License Agreement and/or the grant of access to Developer pursuant to the License Agreement, except to the extent any such Claim arises due to the gross negligence or willful misconduct of any indemnified party.
V. [§ 700] Need forDDA
The Parties acknowledge and agree that this Agreement states the intention of the Parties to negotiate and enter into a DDA, which will include the terms of the ground lease and the scope of the Project. The Parties have not reached agreement on such DDA, and do not intend to be bound to any DDA terms until a final written DDA is executed by both Parties. With respect to the exclusive negotiations for the DDA, City's acknowledgment of this Agreement is merely an agreement to enter into a period of exclusive negotiations according to the concepts presented 6 11.A.b
Packet Pg. 1180 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E?F herein, reserving final discretion and approval by the City or any agencies of the City as to any actions required of them, if any. If the negotiations hereunder culminate in a DDA which involves the lease of property to the Developer, such an agreement becomes effective only after and if the agreement has been considered and approved by the City Council after public hearing.
VI. [§ 800] General Provisions
[§ 801] Developer's Findings, Determinations, Studies, and Reports From time-to-time, as requested by the City, the Developer agrees to submit to the City reports and analyses, advising the City on all matters related to the Project, including, without limitation, financial feasibility analyses, construction cost estimates, marketing studies, information gathered as part of the community input process, and similar due diligence matters.
Should negotiations not result in a DDA between the City and Developer, City may use any nonconfidential and non-proprietary information provided by the Developer in any way deemed by the City to be of benefit to the Sites (the "Non-Proprietary Work Product"). To the extent approved by the Developer, City may use any confidential and/or proprietary information (the "Proprietary Work Product"), upon reimbursement to Developer of its documented out of pocket third party costs incurred in connection with the development of the Proprietary Work Product and subject to the consent of any third parties and any applicable laws including, but not limited to, the Public Records Act. Notwithstanding the foregoing, City accepts such Non-Proprietary Work Product and Proprietary Work Product on an AS-IS basis and acknowledges that Developer shall have no liability with respect to the City's use of such Non-Proprietary Work Product or Proprietary Work Product.
[§ 802] Full Disclosure
Upon the City's written request, the Developer agrees to make full disclosure to the City of the methods of financing and the financing documents to be used in the Project on an ongoing and periodic basis. The Developer also agrees, upon the City's written request, to make full disclosure to City of its partners, principals, officers, stockholders, and associates and of all other pertinent information concerning the Project, Developer and all other consultants, site developers and other participants on an ongoing and periodic basis. The Development Team shall remain the same as described in the Proposal submitted by the Developer to the City in September 2023, unless otherwise approved by the City Manager, which approval shall not be unreasonably withheld.
[§ 803] Provision of Additional Information and Data
The Developer and the City shall cooperate with each other and provide such additional information and data relating to the Project, the financing or the Developer as either may request to further expedite this Agreement.
7 11.A.b
Packet Pg. 1181 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F [§ 804] Real Estate Commissions
The City shall not be liable for any real estate commission or brokerage fees which may arise herefrom. The Developer agrees to indemnify and hold the City harmless from any claim by any broker, agent, or finder retained by the Developer. [§ 805] No Citv Liability for Costs
The Developer acknowledges and agrees that the City shall not have any responsibility to pay or reimburse Developer for costs and expenses incurred by the Developer in connection with the RFP, the Proposal, this Agreement, or the DDA; design, development or construction of the Project; the compliance by Developer with its obligations under this Agreement or otherwise, except as set forth in Section 801 above or unless the City expressly assumes any such specific responsibility in the fully executed DDA, but this Section shall not preclude Developer from allocating these costs as Project costs for pro forma purposes. [§ 806] Remedies
The Developer specifically agrees that it shall have no right to obtain monetary damages, including reimbursement, lost costs and/or fees, lost profit or consequential damages, with respect to this Agreement, the RFP, or the selection process and no right to specifically enforce this Agreement or any provision hereof and expressly waives any right it may have to file a notice of lis pendens against the Sites, or any part thereof.
[§ 807] Interpretation
Wherever required by this Agreement, the singular shall include the plural and the feminine shall include the masculine and vice versa. The words "include", "including" and "included" wherever used in this Agreement shall be construed to be followed by the words: "without limitation".
[§ 808] Notices
All notices or submittals required or permitted hereunder shall be delivered in person, by overnight courier, or by registered or certified mail, postage prepaid, return receipt requested to such party at its address shown below, or to any other place designated in writing by such party.
City:
Developer:
City of Santa Monica
1685 Main Street, CH-209
Santa Monica, CA 90401
Attn: City Manager
Hollywood Community Housing Corporation
5020 Santa Monica Blvd.
Los Angeles, CA 90029
Attn: Executive Director
8 11.A.b
Packet Pg. 1182 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F Any such notice or submittal shall be deemed received upon delivery, if delivered personally, one (1) business day after delivery to the courier if delivered by nationally recognized overnight courier, and three (3) business days after deposit into the United States mail if delivered by registered or certified mail.
[§ 809] Assignments
The Developer shall not assign, sell, convey, hypothecate or otherwise transfer this Agreement or any of the Developer's rights under this Agreement to any person or entity without the expressed written consent of the City, which consent may be withheld in its sole and absolute discretion.
[§ 81 O] No Third Panv Beneficiaries
Except as otherwise specifically set forth herein, execution of this Agreement is not intended to confer any third party beneficiary rights or create any liability to any third parties. [§ 811] Govemin!! Law/Exclusive Venue
The Agreement shall be interpreted in accordance with California law, without giving effect to choice oflaw provisions. The Parties agree that in the event oflitigation, exclusive venue shall be in the County of Los Angeles, California, and the Parties waive any objection to such forum as inconvenient or inappropriate.
[§ 812] Counterparts
This Agreement may be executed in counterparts with the same effect as if both Parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this Agreement transmitted electronically through DocuSign or PDF shall be deemed an original signature and be binding upon the Parties . hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).
[§ 813] City Acting in Proprietary Capacity
By executing this Agreement, Developer acknowledges, understands and agrees that City, in implementing its duties under this Agreement, is acting solely in its proprietary capacity and nothing herein shall be deemed as a waiver or modification of any local, state or federal regulatory requirements for development of the Sites.
[§ 814] Exhibits
The following exhibits are attached hereto and incorporated herein by this reference:
Exhibit A - Sites Map
9 11.A.b
Packet Pg. 1183 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F Exhibit B - Proposal
Exhibit C - Schedule of Performance
Exhibit D -Form of License Agreement
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date set below their signatures.
ATTEST:
~
DoeuSlaned by:
1/;/..;-flJ,,,,_.,.
7O32651F371E430 ...
Nikima Newsome
Interim City Clerk
APPROVED AS TO FORM:
lo°io~s S l/NlN
By: - ~- 6.:.c. 1C=-=0=2D=:..:: OCAE=8443 :...:.=2."-••------- Douglas Sloan
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By:
David White
City Manager
Hollywood Community Housing Corporation,
a California nonprofit public benefit corporation
By~ !;:~
Sarah Letts
Executive Director
11.A.b
Packet Pg. 1184 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A78-4567-9956-B 104A 1351 E?F Cilyof
Santa Monica 17
Lincoln Middle School
Exhibit A to ENA
EXHIBIT A
SITES MAP
12 1 1217 14th St., 1146 16th St
1146 16th S!.
lK LA Mndi.t.JI Celi\~
1211-1217 14th St
..
1 ill7 Eucl1d ~t.
~"~ Esri Convn•nity Maps Conttibot=, County of Los Angele<, California State Parks,~ 0¢nStree!Mop, Microsoft, 8.ri, H£Rf, Garmin, SafeGraph, Geolechno\ogies, Inc, METIINASA. USGS, A Bur<>ill.l of land Management; EPI\ NI'S, US Census Bureau. USDA .
11.A.b
Packet Pg. 1185 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351 E7F
EXHIBIT B
PROPOSAL
( cover letter attached; full proposal on file with
the City of Santa Monica Housing Division)
Exhibit B to ENA
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Packet Pg. 1186 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) OocuSign Envelope 10: 97.C:AEEA9-8A78~4567.g95~e:frl4.A1351E7F Chapter1
111
HOLLYWOOD
COMMUNITY
HOUSING S.i/,Jiog SrW•• of Ho~
5020 Santa Monica Blvd.
Los Angeles, CA 90029
Phone: 323.469.0710
Fax: 323.468.1800
hollywoodhousing.org
Board of Directors
Fr. Michael D. Gutierrez
President
Nisha N. Vyas
Vice President
Rayne Laborde Ruiz
Secretary
Rocky Collis
Treasurer
Elena Frias
Lynn Hansen
Cynthia Phung
Executive Director
Sarah Letts
September 15, 2D23
Ms. Ayala Scott
Senior Development Analyst
City of Santa Monica
1685 Main Street
Santa Monica, CA 90401
Chap\er, I Cov&rt..-11ao,,
Re: City of Santa Monica RFP for properties located at 1217 Euclid Street, 1211 -1217 Fourteenth Street and 1146 Sixteenth Street
Dear Ms. Scott:
It is with great pleasure that we submit our proposal for the creation of 130 units of affordable and permanent supportive housing (PSH) on three city-owned parking lots. The "we" includes professionals from four organizations who have decades of experience and authentic connections to Santa Monica. Hollywood Community Housing Corporation (HCHC), as the nonprofit developer and owner. will be responsible for the development and long-term operation of these sites and is the lead contact for this proposal. Our partners include Kevin Daly Architects (kdA). Morley Builders (Morley), and The People Concern (TPC).
Ultimately, every development team member views this as a long-term partnership with the City of Santa Monica. Every team member is committed to the creation of beautifully designed and thoughtfully managed affordable housing. This t eam is aligned with the City's progressive values and long-term commitment to addressing the housing needs of all people.
I personally developed a deep appreciation for Santa Monica when I had the opportunity to serve as the Executive Director of Community Corporation of Santa Monica {CCSM) from 2011 to 2016. While at CCSM, we partnered with kdA, who designed o.ne of my favorite buildings, Broadway Affordable Housing, whose image is included in the RFP. Soon after moving to HCHC, I partnered again with kdA on another award-winning building called Gramercy Place Apartments.
Similar to this proposal. Gramercy Place Apartments is on City-owned land and was awarded through an RFP process. HCHC entered into a ground lease with the City of Los Angeles and now the site is home to a 64-unit building that serves low-income households and people experiencing homelessness.
During my tenure with CCSM, we hired Morley Builders to construct several affordable housing developments including 430 Pico, 2802 Pico and High Place East and West. For this proposal, Morley provided construction estimating services, and will be invited to be considered as the ultimate general contractor once the project is out to bid. Based upon prior experience. we know that Morley will be an excellent partner to build high quality buildings, comply with City of Santa Monica requirements, and proactively address the concerns of neighbors who are impacted during the construction phase.
As proposed, TPC will provide intensive case management services (ICMS) for people experiencing homelessness. I got to know John Macari, the CEO of TPC, when he was the Executive Director of Ocean Park Community Center {OPCC).
For this proposal, he put us in touch with TPC's Chief Program Officer {and Santa Monica resident), Julie OeRose, who joined HCHC and kdA in meetings Hallywwd'~mm1,u,lty Hou,lr,g Corpomion 7
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Packet Pg. 1187 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire Chaplar1 I C<w~rUltter
sowe could think through details to ensure the design will support the provision of services to residents. In summary, if the City of Santa Monica chooses our proposal, they can rest assured they have selected a team of committed prolessioMls who work very well together.
This proposal reflects our collective best thinking and deep understanding of both affordable housing and Santa Monica. We propose to develop 130 units of affordable housing that will count towards your Regional Housing Needs Assessment. We propose to include 40 units of permanent supportive housing IPSH) on the Euclid site because homes end homelessness - a~d 40 people experiencing homelessness in Santa Monica will have an opportunity to end their cycle of homelessness and access the services they may need.
This proposal also asks for the opportunity to work with the City to evaluate options for public parking. HCHC has experience in this realm through a City of Los Angeles owned site bounded by Venice Blvd to the north and south. Pacific Avenue to the west and Dell Avenue to the east {the "Venice Dell Commul"\ity~ or "VDC"). The proposed VDC project must replace 196 public parking spaces currently operated by the City's Department o1 Transportation. Based upon this current experience, HCHC anUcipates an iterative process with the City of Santa Monica to determine how many public parking spaces should be crealed and how to pay for it. Fortunately, Morley has been engaged to provide construction estimating services for VDC so they have current information for pricing for public parking lacilities.
On behalf of kdA, Morley and TPC, we want to express our collective respect for the City of Santa Monica. You have a legacy of inclusiveness and innovation and we share those same values. We are grateful to be considered for this opportunity, and we hope the quality of our proposal reflects our commitment to do our best work and to be long term stakeholders in the Santa Monica community.
We invite you to reach out to our lead contact person for the proposal if you have any questions related to the information we have provided. The lead contact person 1or this proposal is:
Victoria Senna
Director of Housing Development
Hollywood Community Housing Corporation
5020 Santa Monica Boulevard
Los Angeles, CA
Phone: {323) 454-6211/[email protected]
Thank you so much for your consideration.
Sincerely,
~~
Sarah Letts, Executive Director
Hollywood Cornmunity Housing Corporation
5020 Santa Monica Blvd., Los Angeles, CA 90029 Phone: 323-454-6210 / Email: [email protected] Hollywood Cornmurllty Ho,,i:s!ng COrp1:.r tlon 9
11.A.b
Packet Pg. 1188 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DocuSign Envelope ID: 97FAEEA9·8A7B-4567-9956-B 104A 1351 E7F
EXHIBITC
SCHEDULE OF PERFORMANCE
MILESTONES
ENA executed
Developer conducts community input process
Developer submits design concept plan to City staff
for feedback
DDA Negotiations
City Council Approval of DDA
DDA Execution
Anticipated dates subject to change.
April 2024
May - July 2024
August2024
August - October 2024
November 2024
January 2025
Exhibit C to ENA
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Packet Pg. 1189 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSigo Er.valoµ• 10: 97FAEEA9-8A7S-4567-9956-B",04/\1351E7F
EXRTBITD
F'OR\1 OF LICENSE AGREE:vlENT
rafter this page]
E)(]ubit. D to IJNA
11.A.b
Packet Pg. 1190 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F Exhibit D to ENA
LICENSE AGREEMENT
This LICENSE AGREEMENT ("Agreement") is made as of ___ _ _ ("Effective Date"), by and between CITY OF SANTA MONICA, a public body corporate and politic, ("City"), and Hollywood Community Housing Corporation ("Licensee"), (collectively, "Parties").
RECITALS
A. The City is the current owner or master lessee of certain real properties located in the City of Santa Monica, Los Angeles County, California, as more particularly shown on the sites map attached hereto as Exhibit "A" ("Sites").
B. The Sites are the subject of that certain Exclusive Negotiation Agreement by and between the City and Licensee. The purpose of the Exclusive Negotiation Agreement is to set forth the terms of an exclusive negotiation period between the Parties regarding the Sites to set forth the terms and conditions under which City and Licensee ("Developer" therein) shall work together in developing the scope of the Project and any actions required to be taken by Licensee or City with respect thereto and to negotiate diligently and in good faith to prepare a Disposition and Development Agreement to be entered into between the City and Licensee with respect to the Project, subject to all of the terms and conditions of the Exclusive Negotiation Agreement. The term "Project" as used herein shall mean a residential project on the Sites including residential uses and associated parking, any replacement public parking, open space improvements, and associated infrastructure.
C. Subject to the covenants and conditions set forth below, the Parties desire to enter into this Agreement to provide Licensee with access to the Sites for the purposes and in accordance with the terms and provisions set forth herein.
TERMS
1. Grant of License. The City hereby grants to Licensee and its affiliates and Licensee's consultants ("Consultants") a temporary, nonexclusive license and right of entry to perform the following acts on the Sites: (1) obtain soil samples and make surveys and tests necessary to determine the suitability of the Sites for the development of the Project; (2) conduct reasonable investigations on and beneath the Sites to determine the presence of Hazardous Materials; and (3) other studies reasonably approved by City Manager or designee as requested by Licensee to assess the feasibility of the Project ( collectively, "Permitted Purpose"), subject to all licenses, easements, encumbrances and claims of title affecting the Sites for the period of time set forth in this Agreement ("License"). As used herein the phrase "Hazardous Materials" means any substance, whether in the form of a solid, liquid, gas or any other form whatsoever, which by any governmental requirements is defined as "hazardous" or harmful to the environment. Licensee agrees that the Permitted Purpose shall be completed in accordance with any permits and authorization issued by the City or any other governmental entity having jurisdiction over the Sites in connection with the Permitted Purpose. Licensee's or its duly authorized employees', agents', consultants', independent contractors' (collectively, "Licensee's Representatives") use of the Sites shall D-1
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Packet Pg. 1191 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351E7F
2. 3.
4. 5.
6. 7.
Exhibit D to ENA
not interfere with the use and enjoyment of the Sites by the City or its directors, officers, members, employees, agents and independent contractors (collectively, "City's Representatives"), or anyone claiming under or through them. Licensee shall not permit any other party associated with Licensee, except Licensee's Representatives, to enter onto the Sites during the term of this Agreement without the prior written consent of the City Manager or his designee, which may be withheld in their sole and absolute discretion.
Licensee and Licensee's Representatives shall not perform any work other than the Permitted Purpose upon the Sites.
Term. This Agreement shall commence upon the date the City executes this Agreement ("Effective Date") and shall automatically expire upon the earliest to occur of: (i) conveyance of the ground leasehold estate in the Sites to Licensee; (ii) termination of the Exclusive Negotiation Agreement; or (iii) termination of this Agreement ( "Term").
No Possessory Interest. Licensee acknowledges and agrees that City's grant of this License to use the Sites creates no possessory interest in the Sites and therefore Licensee shall abandon the use of the Sites without the necessity of a judicial proceeding by the City no later than the expiration of this Agreement, or, in the event of an earlier termination of this Agreement, Licensee shall abandon the use of the Sites immediately upon such earlier termination. Licensee further acknowledges and agrees that any failure to abandon the use of the Sites upon expiration or termination of this Agreement shall constitute a trespass.
This Agreement is intended to be for a short term duration.
Purpose of License. Subject to the provisions of this Agreement, Licensee and Licensee's Representatives may, during the Term, enter onto the Sites at reasonable times to perform the Permitted Purpose in a good, substantial and workmanlike manner. Once undertaken, the Permitted Purpose shall be diligently pursued to completion.
Permits: Comi:,liance with Laws and Regulations. Any and all work undertaken by Licensee pursuant to this Agreement shall be performed in conformance with all laws, ordinances, codes, and regulations of, or approved by, the applicable federal, state and local governments with respect to Licensee's or Licensee's Representatives use of and activities upon the Sites. Licensee, at Licensee's sole cost and expense, shall obtain all required governmental permits and authorizations for Licensee's use of and activities upon the Sites pursuant to this Agreement, and Licensee's use of and activities upon the Sites shall be in conformance with any such permits and authorizations. City, in its capacity as owner or master lessee of the Sites, shall cooperate with Licensee in applying for such permits and authorizations, subject to the approval of City Manager or designee.
Reports and Studies. In consideration of the City's granting of this License, Licensee shall promptly provide the City with a copy of all reports and test results arising from this License, without creating any liability for Licensee or the preparer of such reports.
Condition of the Prooerties. The Sites are licensed to Licensee in an "as is" condition, existing as of the Effective Date of this Agreement. Licensee shall not construct any temporary or permanent improvements or make any material changes to the Sites as part D-2
11.A.b
Packet Pg. 1192 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F
8. 9.
10. 11.
Exhibit D to ENA
of Licensee's use of the Sites without City's prior written consent, which may be withheld in its sole and absolute discretion. Such prohibition on construction of improvements or material changes to the Sites shall include but shall not be limited to any signs, paving, construction of fencing, retaining walls, buildings or structures, or the removal of any living trees.
Maintenance and Condition of the Sites. Licensee shall at all times cause its use of and activities upon the Sites to be conducted in a safe, neat and orderly fashion. Licensee shall be responsible for clean-up of the Sites from any activities undertaken by Licensee or any Licensee Representative on the Sites, including any improvements thereon, in compliance with all zoning, building, safety, health, environmental and other laws, codes, ordinances, regulations, orders, requirements, permits or authorizations of any federal, state or local government applicable to the Permitted Purpose.
Restoration of Sites. Upon the termination or expiration of this Agreement, and provided that the Sites have not been conveyed to Licensee, Licensee shall at its sole cost and expense, cause the Sies to be restored from any damage or material change caused by Licensee or any Licensee Representative to substantially the same condition as the Sites were in prior to Licensee's entry onto the Sites under this Agreement. Licensee shall be responsible for any damage done to the Sites by Licensee or Licensee's Representatives.
Within forty-eight (48) hours of the termination or expiration of this Agreement, and provided that the Sites have not been conveyed to Licensee, Licensee shall at Licensee's sole cost and expense, remove, or cause to be removed, any garbage and debris on the Sites caused by Licensee or any Licensee Representative and restore the Sites to substantially the same condition as the Sites were in prior to Licensee's entry onto the Sites under this Agreement caused by activities of Licensee or any Licensee Representative.
Liens. Licensee shall not suffer or permit to be enforced against the Sites, or any part thereof, any mechanics', materialmen' s, contractors' or subcontractors' liens or any claim for damage arising from any work performed by Licensee or Licensee's Representatives or Licensee or Licensee's use of and activities upon the Sites pursuant to this Agreement.
Subject to any contest undertaken by Licensee in accordance with the requirements of this Paragraph IO to challenge payment, Licensee shall pay, or cause to be paid, all said liens, claims or demands before any action is brought to enforce the same against the Sites. The City reserves the right at any time and from time to time to post and maintain on the Sites, or any portion thereof or improvement thereon, such notices of non-responsibility as may be necessary to protect City against any liability for all such liens, claims or demands. In the event Licensee undertakes a contest of any lien, claim or demand to challenge payment, Licensee· shall first deliver to the City bonds or other adequate security in form and amount approved in writing by City Manager or designee.
Indemnification. Licensee shall indemnify, defend and hold harmless the City of Santa Monica (the "City"), members of the City Council, the City's boards and commissions, the City, City Representatives and their officers, agents, contractors, employees and volunteers from and against any and all loss, liabilities, damages, judgments, actions, costs, claims and expenses arising out of or resulting from (i) any acts or omissions, negligence, fault or D-3
11.A.b
Packet Pg. 1193 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A 1351 E7F Exhibit D to ENA
violation of law or ordinance by Licensee or its officers, representatives, employees, agents, subcontractors, patrons or invitees, (for this Section only, hereinafter collectively, "Licensee") or any Licensee Representative entering or using the Sites with the permission of Licensee; and (ii) from and against any and all loss, liabilities, damages, judgments, actions, costs, claims and expenses arising in connection with Licensee's use of the Sites.
Notwithstanding the forgoing, Licensee has no obligations to indemnify the City, City Representatives and their officers, agents, contractors, employees and volunteers against the City's and City Representative's gross negligence or willful misconduct. Licensee shall give to the City prompt and timely written notice of any claim made or suit instituted related to the subject matter of this Agreement to its knowledge which may in any way directly or indirectly, contingently or otherwise affect either party. Approval of insurance policies by the City shall in no way affect or change the terms and conditions of the indemnification obligations of Licensee described herein.
12. Waiver Of Subro1?ation. Licensee hereby waives any and every claim which arises or may arise in its favor and against the City during the term of this Agreement or any extension or renewal hereof for any and all loss or damage to Licensee's property, or property of Licensee's officers, representatives, employees, agents, subcontractors, patrons or invitees covered by valid and collectible property insurance policies to the extent that such loss or damage is covered under such insurance policies. Such waiver shall be in addition to, and not in derogation of, any other waiver or release contained in this Agreement. Licensee also agrees that any insurer providing worker's compensation coverage for Licensee shall agree to waive all rights of subrogation against the City and City Representatives for losses arising from activities and operations of Licensee and the use of the Sites pursuant to this Agreement.
13. Liabilit,, For Loss, Injurv Or Damage. In addition to any other assumption ofliability set forth herein, and excluding any loss or damage to the extent resulting from the City's negligence or willful misconduct, Licensee agrees that it assumes the sole risk and responsibility for any damage, destruction or theft of Licensee's equipment, materials or personal property placed on the Sites and for any injury to persons which occurs on the Sites as a result of Licensee's permitted use of the Sites pursuant to Section 1, above, of this Agreement.
14. Insurance. Prior to commencing work, Licensee shall procure, maintain, and pay for insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work or services hereunder by Licensee, its agents, representatives, employees or subcontractors for the duration of the License Agreement. The insurance requirements are set forth in the Insurance Requirements and Verifications, which is attached as Exhibit "B".
15. Termination. In the event that Licensee or Licensee's Representatives violate any of the terms or conditions set forth in this Agreement, the City Manager or designee, after giving Licensee written notice of such violation and a thirty (30) calendar day period within which to cure the same, shall have the right to immediately terminate this Agreement by providing written notice to Licensee of said termination. No termination or expiration of this D-4
11.A.b
Packet Pg. 1194 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F Exhibit D to ENA
Agreement shall relieve Licensee of performing any of its obligations required hereW1der which were either required prior to or which survive such termination or expiration.
16. Licensee As Independent Contractor. Licensee is, and at all times during the term of this Agreement shall be deemed to be, an independent contractor. City shall not be liable for any acts or omissions of Licensee, or its officers, representatives, employees, agents, subcontractors, patrons or invitees and nothing herein contained shall be construed as creating the relationship of employee and employer between Licensee and City. Licensee shall be solely responsible for all matters relating to payment of its employees, including payment of Social Security taxes, withholdings and payment of any and all federal, state and local personal income taxes, disability insurance, unemployment, and any other taxes for such employees, including any related assessments or contributions required by law or any other regulations governing such matters.
17 Assignability. This Agreement may not be assigned or transferred without the express written consent of the City Manager (which may be withheld in their sole and absolute discretion), whether volW1tarily or involuntarily, and Licensee shall not permit the use of the Sites, or any part thereof, except in strict compliance with the provisions hereof, and any attempt to do otherwise shall be null and void; provided, however, that Licensee may assign this Agreement without the City's consent or approval to (a) an entity that is controlled by or under common control with such Licensee, and (b) an affiliated entity that will develop the Project. Any approved assignee of this Agreement shall enter into an assignment and assumption agreement in a form reasonably approved by the City Manager.
No legal title or leasehold interest in the Sites is created or vested on Licensee. Following such assignment, the assignor shall be relieved of all obligations hereunder, provided that the assignee expressly assumes all such obligations.
18. Governing Law. The laws of the State of California shall govern this Agreement.
19. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which shall constitute one and the same instrument.
20. Attorneys' Fees. If any action, proceeding, or arbitration arising out of or relating to this Agreement is commenced by either party to this Agreement, then the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs and expenses incurred in the action, proceeding or arbitration by the prevailing party.
21. City's Proprietary Capacity. Licensee agrees that City, in making and entering into this Agreement, is acting and shall be deemed to be acting solely in City's proprietary capacity for all purposes and in all respects; and nothing contained in this Agreement shall be deemed directly or indirectly to restrict or impair in any manner or respect whatsoever any of City's governmental powers or rights or the exercise thereof by City, whether with respect to the Sites or Licensee's use thereof or otherwise. It is intended that Licensee shall be obligated to fulfill and comply with all such requirements as may be imposed by any D-5
11.A.b
Packet Pg. 1195 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A 7B-4567-9956-B 104A 1351 E? F Exhibit D to ENA
governmental City or authority of the City having or exercising jurisdiction over the Sites in its governmental capacity.
22. Authorit:v to Sim . Licensee hereby represents that the persons executing this Agreement on behalf of Licensee have full authority to do so and to bind Licensee to perform pursuant to the terms and conditions of this Agreement.
23. Notice. Any notice provided for in this Agreement shall be given by mailing such notice by certified, return receipt mail addressed as follows:
If to Licensee:
Ifto City:
Hollywood Community Housing Corporation
5020 Santa Monica Blvd.
Los Angeles, CA 90029
Attn: Executive Director
City of Santa Monica
1685 Main Street, CH-209
Santa Monica, CA 90401
Attn: City Manager
24. Time is of the Essence. Time is of the essence as to every term and condition of this Agreement.
25. Recordation. Neither party shall record this Agreement.
27. SeverabiliLv. In the event that any provisions of this Agreement shall be held to be invalid, the same shall not affect in any respect whatsoever the validity of the remainder of the Agreement.
D-6
11.A.b
Packet Pg. 1196 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351 E7F Exhibit D to ENA
IN WITNESS WHEREOF, the parties have executed and delivered this Agreement as of the Effective Date.
ATTEST:
Nikima Newsome
Interim City Clerk
APPROVED AS TO FORM:
By: __ _
Douglas Sloan
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: __
David White
City Manager
Hollywood Community Housing Corporation,
a California nonprofit corporation
D-7
By: - ---------- Sarah Letts
Executive Director
11.A.b
Packet Pg. 1197 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F I I
City of
Santa Monica 121
Lincoln Middle School
..
•
License Agreement Exhibit
Exhibit "A"
SITES MAP
St., 211 121714th St., 1146 6th St.
1146 16th St
UCLA Medical Center
121l-1217 14th St
1211 Euoio.Si
~~ ....
Esri Community Maps Contributors, County of Los Angele~ C.lifornia S1ate Parks, t> o·penSueetMap, Mi·crosofl, Esri, HERE, Ga11nin, SofeGreph, GeoT•chnologies, tnc. METI/NASA, USGS, A 8ureoo of Land Maoagemeni EPA, NPS, US Census Bureau. USDA
11.A.b
Packet Pg. 1198 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A 7B-4567-9956-B 104A 1351 E7F License Agreement Exhibit
Exhibit "B"
Insurance Requirements
Licensee and its Consultants shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Licensee and its Consultants and their respective agents, representatives, employees or subcontractors.
Minimum Scope/Limits of Insurance
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering GCL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits ofno less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 ( any auto), or if the Licensee has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers' Compensation: Workers' Compensation insurance as required by the State of California, with Statutory Limits and Employers' Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease.
4. Professional Liability: Insurance appropriate to the Consultant's profession with a limit of no less than $1,000,000 each occurrence/$2,000,000 in the annual aggregate.
5. Pollution Legal Liability: Insurance for environmental hazards with limits of no less than $1,000,000 each occurrence/$2,000,000 in the annual aggregate.
If the Licensee maintains higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to coverage for the higher limits maintained by the Licensee. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.
11.A.b
Packet Pg. 1199 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F License Agreement Exhibit
Other Insurance Provisions
1. The policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Licensee including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Licensee's insurance at least as broad as Insurance Services Office Form CG 20 10 11 85. Licensee will also name the City of Santa Monica, its officers, officials, employees and volunteers as an additional insured on the Pollution Legal Liability policy. Should the Licensee use a Subconsultant to provide evidence of Pollution Legal Liability Insurance, the Licensee will require the Subconsultant to name the Licensee and the City of Santa Monica, its officers, officials, employees and volunteers as an additional insured on the Pollution Legal Liability policy. b. Primary Coverage: For any claims related to this contract, the Licensee's insurance shall be primary as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Licensee's insurance and shall not contribute with it.
c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.
d. Waiver of Subrogation: Licensee hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Licensee may acquire against the City of Santa Monica by virtue of payment of any loss.
Licensee agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Santa Monica has received a waiver of subrogation endorsement from the insurer.
The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Santa Monica for all work performed by the Licensee, its employees, agents and subcontractors.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Licensee to purchase coverage with a lower deductible or retention or provide satisfactory proof of ability
11.A.b
Packet Pg. 1200 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F License Agreement Exhibit
to pay losses and related investigations, claim administration. and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.
Claims Made Policies
1. If the Professional Liability or Pollution Legal Liability policy provides "claims made" coverage:
a. The Retroactive Date must be shown, and must be before the date of this Agreement or the start of work.
b. The insurance must be maintained and evidence of insurance must be provided for at least 5 years after completion of work.
c. If the policy is cancelled or not renewed, and not replaced with another "claims made" policy form with a Retroactive Date prior to the effective Agreement date, the Licensee must purchase "extended reporting" coverage for a minimum of 5 years after completion of work.
Verification of Coverage
Licensee shall furnish the City of Santa Monica with original certificates and amendatory endorsements or copies of the applicable policy language providing the insurance coverage required herein. All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences.
However, failure to obtain required documents prior to the work beginning shall not waive the Licensee's obligation to provide them. The City of Santa Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.
Failure to Maintain Insurance Coverage
If Licensee, for any reason, fails to maintain or cause to be maintained insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Licensee resulting from said breach.
Alternatively, the City of Santa Monica may purchase such coverage (but has no special obligation to do so), and without further notice to the Licensee, the City may deduct from sums due to the Licensee any premium costs advanced by the City for such insurance.
11.A.b
Packet Pg. 1201 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A 1351 E7F License Agreement Exhibit
Subcontractors
Licensee shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.
11.A.b
Packet Pg. 1202 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F
LICENSE AGREEMENT
5/31/2024
This LICENSE AGREEMENT ("Agreement") is made as of ______ ("Effective Date"), by and between CITY OF SANTA MONICA, a public body corporate and politic, ("City"), and Hollywood Community Housing Corporation ("Licensee"), ( collectively, "Parties").
RECITALS
A. The City is the current owner or master lessee of certain real properties located in the City of Santa Monica, Los Angeles County, California, as more particularly shown on the sites map attached hereto as Exhibit "A" ("Sites").
B. The Sites are the subject of that certain Exclusive Negotiation Agreement by and between the City and Licensee. The purpose of the Exclusive Negotiation Agreement is to set forth the terms of an exclusive negotiation period between the Parties regarding the Sites to set forth the terms and conditions under which City and Licensee ("Developer" therein) shall work together in developing the scope of the Project and any actions required to be taken by Licensee or City with respect thereto and to negotiate diligently and in good faith to prepare a Disposition and Development Agreement to be entered into between the City and Licensee with respect to the Project, subject to all of the terms and conditions of the Exclusive Negotiation Agreement. The term "Project" as used herein shall mean a residential project on the Sites including residential uses and associated parking, any replacement public parking, open space improvements, and associated infrastructure.
C. Subject to the covenants and conditions set forth below, the Parties desire to enter into this Agreement to provide Licensee with access to the Sites for the purposes and in accordance with the terms and provisions set forth herein.
TERMS
1. Grant of License. The City hereby grants to Licensee and its affiliates and Licensee's consultants ("Consultants") a temporary, nonexclusive license and right of entry to perform the following acts on the Sites: (1) obtain soil samples and make surveys and tests necessary to determine the suitability of the Sites for the development of the Project; (2) conduct reasonable investigations on and beneath the Sites to determine the presence of Hazardous Materials; and (3) other studies reasonably approved by City Manager or designee as requested by Licensee to assess the feasibility of the Project (collectively, "Permitted Purpose"), subject to all licenses, easements, encumbrances and claims of title affecting the Sites for the period of time set forth in this Agreement ("License"). As used herein the phrase "Hazardous Materials" means any substance, whether in the form of a solid, liquid, gas or any other form whatsoever, which by any governmental requirements is defined as "hazardous" or harmful to the environment. Licensee agrees that the Permitted Purpose shall be completed in accordance with any permits and authorization issued by the City or any other governmental entity having jurisdiction over the Sites in connection with the Permitted Purpose. Licensee's or its duly authorized employees', agents', consultants', independent contractors' (collectively, "Licensee's Representatives") use of the Sites shall
11.A.b
Packet Pg. 1203 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A78-4567-9956-B104A1351E7F
2. 3.
4. 5.
6. 7.
not interfere with the use and enjoyment of the Sites by the City or its directors, officers, members, employees, agents and independent contractors (collectively, "City's Representatives"), or anyone claiming under or through them. Licensee shall not permit any other party associated with Licensee, except Licensee's Representatives, to enter onto the Sites during the term of this Agreement without the prior written consent of the City Manager or his designee, which may be withheld in their sole and absolute discretion.
Licensee and Licensee's Representatives shall not perform any work other than the Permitted Purpose upon the Sites.
Term. This Agreement shall commence upon the date the City executes this Agreement ("Effective Date") and shall automatically expire upon the earliest to occur of: (i) conveyance of the ground leasehold estate in the Sites to Licensee; (ii) termination of the Exclusive Negotiation Agreement; or (iii) termination of this Agreement ( "Term").
No Possessor;.► Interest. Licensee acknowledges and agrees that City's grant of this License to use the Sites creates no possessory interest in the Sites and therefore Licensee shall abandon the use of the Sites without the necessity of a judicial proceeding by the City no later than the expiration of this Agreement, or, in the event of an earlier termination of this Agreement, Licensee shall abandon the use of the Sites immediately upon such earlier termination. Licensee further acknowledges and agrees that any failure to abandon the use of the Sites upon expiration or termination of this Agreement shall constitute a trespass.
This Agreement is intended to be for a short term duration.
Puroose of License. Subject to the provisions of this Agreement, Licensee and Licensee's Representatives may, during the Term, enter onto the Sites at reasonable times to perform the Permitted Purpose in a good, substantial and workmanlike manner. Once undertaken, the Permitted Purpose shall be diligently pursued to completion.
Permits: Comnliance with Laws and Regulations. Any and all work undertaken by Licensee pursuant to this Agreement shall be performed in conformance with all laws, ordinances, codes, and regulations of, or approved by, the applicable federal, state and local governments with respect to Licensee's or Licensee's Representatives use of and activities upon the Sites. Licensee, at Licensee's sole cost and expense, shall obtain all required governmental permits and authorizations for Licensee's use of and activities upon the Sites pursuant to this Agreement, and Licensee's use of and activities upon the Sites shall be in conformance with any such permits and authorizations. City, in its capacity as owner or master lessee of the Sites, shall cooperate with Licensee in applying for such permits and authorizations, subject to the approval of City Manager or designee.
B&P.orts and Studies. In consideration of the City's granting of this License, Licensee shall promptly provide the City with a copy of all reports and test results arising from this License, without creating any liability for Licensee or the preparer of such reports.
Condition of the Properties. The Sites are licensed to Licensee in an "as is" condition, existing as of the Effective Date of this Agreement. Licensee shall not construct any temporary or permanent improvements or make any material changes to the Sites as part 2 11.A.b
Packet Pg. 1204 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351E7F
8. 9
10. 11.
of Licensee's use of the Sites without City's prior written consent. which may be withheld in its sole and absolute discretion. Such prohibition on construction of improvements or material changes to the Sites shall include but shall not be limited to any signs, paving, construction of fencing, retaining walls, buildings or structures, or the removal of any living trees.
Maintenance and Condition of the Sites. Licensee shall at all times cause its use of and activities upon the Sites to be conducted in a safe, neat and orderly fashion. Licensee shall be responsible for clean-up of the Sites from any activities undertaken by Licensee or any Licensee Representative on the Sites, including any improvements thereon, in compliance with all zoning, building, safety, health, environmental and other laws, codes, ordinances, regulations, orders, requirements, permits or authorizations of any federal, state or local government applicable to the Permitted Purpose.
Restoration of Sites. Upon the termination or expiration of this Agreement, and provided that the Sites have not been conveyed to Licensee, Licensee shall at its sole cost and expense, cause the Sies to be restored from any damage or material change caused by Licensee or any Licensee Representative to substantially the same condition as the Sites were in prior to Licensee's entry onto the Sites under this Agreement. Licensee shall be responsible for any damage done to the Sites by Licensee or Licensee's Representatives.
Within forty-eight (48) hours of the termination or expiration of this Agreement, and provided that the Sites have not been conveyed to Licensee, Licensee shall at Licensee's sole cost and expense, remove, or cause to be removed, any garbage and debris on the Sites caused by Licensee or any Licensee Representative and restore the Sites to substantially the same condition as the Sites were in prior to Licensee's entry onto the Sites under this Agreement caused by activities of Licensee or any Licensee Representative.
Liens. Licensee shall not suffer or permit to be enforced against the Sites, or any part thereof, any mechanics', materialmen's, contractors' or subcontractors' liens or any claim for damage arising from any work performed by Licensee or Licensee's Representatives or Licensee or Licensee's use of and activities upon the Sites pursuant to this Agreement.
Subject to any contest undertaken by Licensee in accordance with the requirements of this Paragraph 10 to challenge payment, Licensee shall pay, or cause to be paid, all said liens, claims or demands before any action is brought to enforce the same against the Sites. The City reserves the right at any time and from time to time to post and maintain on the Sites, or any portion thereof or improvement thereon, such notices of non-responsibility as may be necessary to protect City against any liability for all such liens, claims or demands. In the event Licensee undertakes a contest of any lien, claim or demand to challenge payment, Licensee shall first deliver to the City bonds or other adequate security in form and amount approved in writing by City Manager or designee.
Indemnification. Licensee shall indemnify, defend and hold harmless the City of Santa Monica (the "City"), members of the City Council, the City's boards and commissions, the City, City Representatives and their officers, agents, contractors, employees and volunteers from and against any and all loss, liabilities, damages, judgments, actions, costs, claims and expenses arising out of or resulting from (i) any acts or omissions, negligence, fault or 3 11.A.b
Packet Pg. 1205 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F violation of law or ordinance by Licensee or its officers, representatives, employees, agents, subcontractors, patrons or invitees, (for this Section only, hereinafter collectively, "Licensee") or any Licensee Representative entering or using the Sites with the permission of Licensee; and (ii) from and against any and all loss, liabilities, damages, judgments, actions, costs, claims and expenses arising in connection with Licensee's use of the Sites.
Notwithstanding the forgoing, Licensee has no obligations to indemnify the City, City Representatives and their officers, agents, contractors, employees and volunteers against the City's and City Representative's gross negligence or willful misconduct. Licensee shall give to the City prompt and timely written notice of any claim made or suit instituted related to the subject matter of this Agreement to its knowledge which may in any way directly or indirectly, contingently or otherwise affect either party. Approval of insurance policies by the City shall in no way affect or change the terms and conditions of the indemnification obligations of Licensee described herein.
12. Waiver Of Subro,gation. Licensee hereby waives any and every claim which arises or may arise in its favor and against the City during the term of this Agreement or any extension or renewal hereof for any and all loss or damage to Licensee's property, or property of Licensee's officers, representatives, employees, agents, subcontractors, patrons or invitees covered by valid and collectible property insurance policies to the extent that such loss or damage is covered under such insurance policies. Such waiver shall be in addition to, and not in derogation of, any other waiver or release contained in this Agreement. Licensee also agrees that any insurer providing worker's compensation coverage for Licensee shall agree to waive all rights of subrogation against the City and City Representatives for losses arising from activities and operations of Licensee and the use of the Sites pursuant to this Agreement.
13. Liability For Loss. Injurv Or Damaee. In addition to any other assumption of liability set forth herein, and excluding any loss or damage to the extent resulting from the City's negligence or willful misconduct, Licensee agrees that it assumes the sole risk and responsibility for any damage, destruction or theft of Licensee's equipment, materials or personal property placed on the Sites and for any injury to persons which occurs on the Sites as a result of Licensee's permitted use of the Sites pursuant to Section 1, above, of this Agreement.
14. Insurance. Prior to commencing work, Licensee shall procure, maintain, and pay for insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work or services hereunder by Licensee, its agents, representatives, employees or subcontractors for the duration of the License Agreement. The insurance requirements are set forth in the Insurance Requirements and Verifications, which is attached as Exhibit "B".
15. Termination. In the event that Licensee or Licensee's Representatives violate any of the terms or conditions set forth in this Agreement, the City Manager or designee, after giving Licensee written notice of such violation and a thirty (30) calendar day period within which to cure the same, shall have the right to immediately terminate this Agreement by providing written notice to Licensee of said termination. No termination or expiration of this 4 11.A.b
Packet Pg. 1206 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351 E7F Agreement shall relieve Licensee of performing any of its obligations required hereunder which were either required prior to or which survive such termination or expiration.
16. Licensee As Indeoendent Contractor. Licensee is, and at all times during the term of this Agreement shall be deemed to be, an independent contractor. City shall not be liable for any acts or omissions of Licensee, or its officers, representatives, employees, agents, subcontractors, patrons or invitees and nothing herein contained shall be construed as creating the relationship of employee and employer between Licensee and City. Licensee shall be solely responsible for all matters relating to payment of its employees, including payment of Social Security taxes, withholdings and payment of any and all federal, state and local personal income taxes, disability insurance, unemployment, and any other taxes for such employees, including any related assessments or contributions required by law or any other regulations governing such matters.
17. Assignability. This Agreement may not be assigned or transferred without the express written consent of the City Manager (which may be withheld in their sole and absolute discretion), whether voluntarily or involuntarily, and Licensee shall not permit the use of the Sites, or any part thereof, except in strict compliance with the provisions hereof, and any attempt to do otherwise shall be null and void; provided, however, that Licensee may assign this Agreement without the City's consent or approval to (a) an entity that is controlled by or under common control with such Licensee, and (b) an affiliated entity that will develop the Project. Any approved assignee of this Agreement shall enter into an assignment and assumption agreement in a form reasonably approved by the City Manager.
No legal title or leasehold interest in the Sites is created or vested on Licensee. Following such assignment, the assignor shall be relieved of all obligations hereunder, provided that the assignee expressly assumes all such obligations.
18. Governing Law. The laws of the State of California shall govern this Agreement.
19. Countemarts. This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which shall constitute one and the same instrument.
20. Attorne, s' Fees. If any action, proceeding, or arbitration arising out of or relating to this Agreement is commenced by either party to this Agreement, then the prevailing party shall be entitled to receive from the other party, in addition to any other relief that may be granted, the reasonable attorneys' fees, costs and expenses incurred in the action, proceeding or arbitration by the prevailing party.
21. City's Proprietary Capacity. Licensee agrees that City, in making and entering into this Agreement, is acting and shall be deemed to be acting solely in City's proprietary capacity for all purposes and in all respects; and nothing contained in this Agreement shall be deemed directly or indirectly to restrict or impair in any manner or respect whatsoever any of City's governmental powers or rights or the exercise thereof by City, whether with respect to the Sites or Licensee's use thereof or otherwise. It is intended that Licensee shall be obligated to fulfill and comply with all such requirements as may be imposed by any 5 11.A.b
Packet Pg. 1207 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E?F governmental City or authority of the City having or exercising jurisdiction over the Sites in its governmental capacity.
22. Authority to Sign. Licensee hereby represents that the persons executing this Agreement on behalf of Licensee have full authority to do so and to bind Licensee to perform pursuant to the terms and conditions of this Agreement.
23. Notice. Any notice provided for in this Agreement shall be given by mailing such notice by certified, return receipt mail addressed as follows:
If to Licensee:
Ifto City:
Hollywood Community Housing Corporation
5020 Santa Monica Blvd.
Los Angeles, CA 90029
Attn: Executive Director
City of Santa Monica
1685 Main Street, CH-209
Santa Monica, CA 90401
Attn: City Manager
24. Time is of the Essence. Time is of the essence as to every term and condition of this Agreement.
25. Recordation. Neither party shall record this Agreement.
27. Severabilitv. In the event that any provisions of this Agreement shall be held to be invalid, the same shall not affect in any respect whatsoever the validity of the remainder of the Agreement.
6 11.A.b
Packet Pg. 1208 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B 104A 1351 E7F IN WITNESS WHEREOF. the parties have executed and delivered this Agreement as of the Effective Date.
ATTEST:
~
DocuSigned by:
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Nikima Newsome
Interim City Clerk
APPROVED AS TO FORM:
[nDocuSlgned by:
By;LE~2~~432$ (JJ-ifJ
Douglas Sloan
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
~ DocuSlgned by:
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David White
City Manager
Hollywood Community Housing Corporation,
a California nonprofit corporation
7 lrDacuSIQ:ned by:
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Sarah Letts
Executive Director
11.A.b
Packet Pg. 1209 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) Docu Sign Envelope ID: 97 FAEEA9-8A7B-4567-9956-B 104A 1351 E7F License Agreement Exhibit A
Exhibit "A"
SITES MAP
Cityof
• Santa Monica 217 Euclid 1211-121714th 1 16th St.
lincolr. Middle Schou]
114616th St.
UClA Medical Center
1211-1217 14th St
1.217 Euclid St
(I; ...
Esri Community Maps Contrlbu!Dr.i. Counfy" of Los l\ogeles. California Slat• Parks, ti OpenStsef!tMep, M[aosoft, Esn, HERE.Garmin, SaleGraph, GeoTechnologil5. Inc, METI/NASA, USGs, ,\ I BureilU of Land.Management, EPA. NPS, US C,eosus Bur,,au. USDA t.\
11.A.b
Packet Pg. 1210 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351E7F License Agreement Exhibit B
Exhibit "B"
Insurance Requirements
Licensee and its Consultants shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Licensee and its Consultants and their respective agents, representatives, employees or subcontractors.
Minimum Scope/Limits of Insurance
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering GCL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits ofno less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 ( any auto), or if the Licensee has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers' Compensation: Workers' Compensation insurance as required by the State of California, with Statutory Limits and Employers' Liability Insurance with limits ofno less than $1,000,000 per accident for bodily injury or disease.
4. Professional Liability: Insurance appropriate to the Consultant's profession with a limit of no less than $1,000,000 each occurrence/$2,000,000 in the annual aggregate.
5. Pollution Legal Liability: Insurance for environmental hazards with limits of no less than $1,000,000 each occurrence/$2,000,000 in the annual aggregate.
If the Licensee maintains higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to coverage for the higher limits maintained by the Licensee. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.
11.A.b
Packet Pg. 1211 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A1351E7F License Agreement Exhibit B
Other Insurance Provisions
1. The policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Licensee including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Licensee's insurance at least as broad as Insurance Services Office Form CG 20 10 11 85. Licensee will also name the City of Santa Monica, its officers, officials, employees and volunteers as an additional insured on the Pollution Legal Liability policy. Should the Licensee use a Subconsultant to provide evidence of Pollution Legal Liability Insurance, the Licensee will require the Subconsultant to name the Licensee and the City of Santa Monica, its officers, officials, employees and volunteers as an additional insured on the Pollution Legal Liability policy. b. Primary Coverage: For any claims related to this contract, the Licensee's insurance shall be primary as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Licensee's insurance and shall not contribute with it.
c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.
d. Waiver of Subrogation: Licensee hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Licensee may acquire against the City of Santa Monica by virtue of payment of any loss.
Licensee agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Santa Monica has received a waiver of subrogation endorsement from the insurer.
The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Santa Monica for all work performed by the Licensee, its employees, agents and subcontractors.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the Cjty of Santa Monica. The City of Santa Monica may require the Licensee to purchase coverage with a lower deductible or retention or provide satisfactory proof of ability
11.A.b
Packet Pg. 1212 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A 1351 E7F License Agreement Exhibit B
to pay losses and related investigations. claim administration, and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.
Claims Made Policies
I. If the Professional Liability or Pollution Legal Liability policy provides "claims made" coverage:
a. The Retroactive Date must be shown, and must be before the date of this Agreement or the start of work.
b. The insurance must be maintained and evidence of insurance must be provided for at least 5 years after completion of work.
c. If the policy is cancelled or not renewed, and not replaced with another "claims made" policy form with a Retroactive Date prior to the effective Agreement date, the Licensee must purchase "extended reporting" coverage for a minimum of 5 years after completion of work.
Verification of Coverage
Licensee shall furnish the City of Santa Monica with original certificates and amendatory endorsements or copies of the applicable policy language providing the insurance coverage required herein. All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences.
However, failure to obtain required documents prior to the work beginning shall not waive the Licensee's obligation to provide them. The City of Santa Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.
Failure to Maintain Insurance Coverage
If Licensee, for any reason, fails to maintain or cause to be maintained insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Licensee resulting from said breach.
Alternatively, the City of Santa Monica may purchase such coverage (but has no special obligation to do so), and without further notice to the Licensee, the City may deduct from sums due to the Licensee any premium costs advanced by the City for such insurance.
11.A.b
Packet Pg. 1213 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) DocuSign Envelope ID: 97FAEEA9-8A7B-4567-9956-B104A 1351 E7F License Agreement Exhibit B
Subcontractors
Licensee shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.
11.A.b
Packet Pg. 1214 Attachment: B. Exclusive Negotiation Agreement and License Agreement, May 31, 2024 (6695 : Wilshire DDA) 1 August 27, 2024
CITY OF SANTA MONICA
CITY COUNCIL MINUTES
AUGUST 27, 2024
A regular meeting of the Santa Monica City Council was called to order by Mayor Brock at 5:35 p.m., on Tuesday, August 27, 2024 , at City Council Chambers, 1685 Main Street, Santa Monica, CA.
Roll Call: Present: Mayor Phil Brock
Mayor Pro Tem Lana Negrete
Councilmember Gleam Davis
Councilmember Oscar de la Torre (Arrived at 5:44 p.m.)
Councilmember Christine Parra
Councilmember Caroline Torosis
Councilmember Jesse Zwick
Also Present City Manager David White
City Attorney Douglas Sloan
City Clerk Nikima S. Newsome
CONVENE/PLEDGE On order of the Mayor, the City Council convened at 5:35 p.m., with all members present except Councilmember de la Torre. Councilmember Davis led the assemblage in the Pledge of Allegiance.
LEVINE ACT
DISCLOSURE
Pursuant to the Levine Act (Govt Code Section 84308), any party to a permit, license, contract, or other entitlement before the Council is required to disclose on the record any contribution, including aggregated contributions, of more than $250 made by the party or the party's agents within the preceding 12 months to any City official.
Participants and agents are requested to make this disclosure as well.
The disclosure must include the name of the party, participant, or agent, and any other person making the contribution; the name of the recipient, the amount of the contribution, and the date the contribution was made.
Mayor Brock stated that he would be recusing from Item 5.I pursuant to the Levine Act.
AGENDA
MANAGEMENT
Motion by Councilmember Davis, seconded by Councilmember Torosis to present proclamations and commendations prior to hearing general public input. Motion was approved by unanimous voice vote with Councilmember de la Torre absent from the vote.
Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1215 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 2 August 27, 2024
GENERAL PUBLIC
INPUT:
Members of the public Willie Baker, Anya Ivanova, Jerry Rubin, Zoe Muntaner (time donated by Dima Volovik), Wade Kelley, Johnathan Foster, Harvey Eder, and John Medlin commented on various local issues.
PUBLIC INPUT FOR
CLOSED SESSION,
SPECIAL AGENDA
ITEMS AND CONSENT
CALENDAR ONLY:
Members of the public Esther Chung, Lauralee Asch, Kyle Biane, Lisa J., Mary Stewart, Elisa Paster, George Guttman, Denise Barton, Daniel Gehman, Dima Volvovik, Carol Catanzaro, Tatiana Khmlinina, Debbie Mahdessian, Neal, Lauren D., Melanie Gironda, Jay Johnson, Giacomo Valentini, Clara Seneca, Lizeth, Trevor Nichols, Michael D., Patricia Johnson, John C. Smith, Harvey Eder, Zoe Muntaner commented on closed session items.
No members of the public commented on special agenda items.
Members of the public Ruthann Lehrer on behalf of Nina Fresco, Greg Morena, Nikki Kolhoff, and John C. Smith commented on consent calendar items.
PROCLAMATIONS/
COMMENDATIONS/
SPECIAL AGENDA
ITEMS
(Councilmember de la Torre
arrived at 5:44 p.m.)
3.A. Proclamation: Sustainable September, was presented.
3.B. Proclamation: Lloyd C. Allen Day, was presented.
3.C. Commendation: Kevin McNulty, Meals on Wheels West, was presented.
3.D. City Manager Report, was presented.
CLOSED SESSIONS On order of the Mayor, the City Council recessed at 7:43 p.m., to consider closed sessions and returned at 10:47 p.m., with all members present, to report the following:
4.A. Conference with legal counsel - existing litigation - Gov. Code § 54956.9(d)(1): Stanford Neighbors Against City Overreach v. City; LASC Case No. 24STCP02065.
The City Attorney advised this matter was heard with no reportable action taken.
4.B. Conference with legal counsel - significant exposure to litigation - Gov. Code § 54956.9(d)(2) potential case: 205 Washington Ave. (Sovereign Hotel).
The City Attorney advised this matter was heard with no reportable action taken.
Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1216 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 3 August 27, 2024
4.C. Conference with legal counsel - pending litigation - Gov. Code § 54956.9(d)(1): City of Santa Monica and People of the State of California v. Pavilions Motel, Inc., Saeed Farzam, and Goharshad Farzam; LASC Case No. 24SMCV02305.
The City Attorney advised this matter was heard with no reportable action taken.
4.D. Conference with legal counsel - consider sending amicus letter - Gov. Code § 54956.9(d)(4): Apartment Association of Los Angeles County, Inc., v. City of Los Angeles, et al.; LASC Case No. B336071.
The City Attorney advised Council approved sending amicus letter with a vote of 7-0.
4.E. Conference with real estate negotiator - Gov. Code § 54956.8:
properties: 2019 - 2219 5th Street; owner of record: Ocean Park Villas, L.P; City negotiators: Heather Averick, Director of Housing and Human Services, and Natalie Verlinich, Housing Manager; owner negotiators: Angel Herrera and Mark Wagner; under negotiation:
price and terms of payment for sale or option.
The City Attorney advised this matter was heard with no reportable action taken.
4.F. Conference with real estate negotiator - Gov. Code § 54956.8:
properties: 1217 Euclid Street, 1211-1217 Fourteenth Street and 1146 Sixteenth Street; owner of record/lessor: City of Santa Monica; developer/lessee: Hollywood Community Housing Corporation (HCHC); City negotiators: Heather Averick, Director of Housing and Human Services, and Natalie Verlinich, Housing Manager; developer negotiators: Sarah Letts, Executive Director; under negotiation: price and terms of payment for ground lease.
The City Attorney advised that Council approved the following direction to City negotiators, with a vote of 4-3, with Mayor Brock, Councilmember Parra, and Councilmember de la Torre voting no:
Give direction to continue exclusive negotiations with HCHC based upon a revised 100% affordable development with large family housing on 1217 Euclid Street and senior housing with 40 permanent supportive housing units for seniors on 1211-1217 Fourteenth Street and 1402 Wilshire Boulevard, provided that 1402 Wilshire Boulevard can be acquired by HCHC from a third party.
Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1217 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 4 August 27, 2024
This revised project would be coupled with a City subsidy. Development on 1146 Sixteenth Street would be eliminated to mitigate parking impacts and would remain public parking. Development of 85 senior housing apartments inclusive of 40 permanent supportive housing apartments for seniors would be built on two parcels (1211-1217 Fourteenth Street and 1402 Wilshire Boulevard) instead of one to reduce building height adjacent to neighboring residential buildings on Fourteenth Street.
4.G. Conference with legal counsel - existing litigation - Gov. Code § 54956.9(d)(1): Santos Dolores Amaya De Vides v. City of Santa Monica, et al.; LASC Case No. 23STCV09774. [report out only] The City Attorney advised this matter is a personal injury that settled for $280,000; approved at the June 11, 2024, meeting with a vote of 6-0 with Councilmember de la Torre absent from the meeting.
4.H. Conference with real estate negotiator – Gov. Code § 54956.8:
properties: 1402 Wilshire Boulevard; Owner of record: Glen D.
Jackson Trust; City Negotiators: Heather Averick, Director of Housing and Human Services, and Natalie Verlinich, Housing Manager; Owner Negotiators: Art Flores, Senior Vice President for CBRE; Subject of Negotiation: price and terms of payment for purchase of the property.
The City Attorney advised this matter was heard with no reportable action taken.
AGENDA
MANAGEMENT
Motion by Councilmember Zwick, seconded by Councilmember Davis,to continue Items 10.C., 10.D., and 11.A. The motion was passed by unanimous voice vote with all members present.
Motion by Councilmember de la Torre, seconded by Councilmember Parra to continue Items 16.J. The motion was passed by unanimous voice vote with all members present.
REPORT ON COUNCIL
TRAVEL
Councilmember Torosis reported that she traveled to the National Convening of Local Progress, an organization of local elected officials.
Sessions included discussions around affordable housing, finance, community safety, rent stabilization, and governing during times of transition. Councilmember Torosis stated that she received a scholarship to attend the conference and used personal funds to cover the rest.
CONTINUE MEETING
PAST 11:00 P.M.
Motion by Councilmember Davis, seconded by Councilmember Torosis to continue past 11:00 p.m. The motion was passed by unanimous voice vote with all members present.
Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1218 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 5 August 27, 2024
CONSENT CALENDAR: All items were considered and approved in one motion unless removed by a Councilmember for discussion.
At the request of Mayor Brock and Councilmember Davis, Items 5.I. and
5.P. were removed from the Consent Calendar.
Motion by Councilmember Davis, seconded by Councilmember Zwick, to approve the Consent Calendar except for Items 5.I. and 5.P., reading resolutions by title only and waiving further reading thereof. The motion was approved by the following vote:
AYES: Councilmembers Zwick, Parra, Davis, Torosis, de la Torre, Mayor Pro Tem Negrete, Mayor Brock
NOES: None
ABSENT: None
VIRGINIA AVENUE
PARK IMPROVEMENTS
5.A. Award Construction Contract No. 11607 (CCS) for the Virginia Avenue Park Commercial Kitchen and Thelma Terry Center
Improvements Project, was approved.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of Categorical Exemptions pursuant to Sections 15301 (Existing Facilities) and 15302
(Replacement/Reconstruction), of the California Environmental Quality Act (CEQA) Guidelines;
2. Award Bid #SP2644 to SMA Builders, Inc. for the Virginia Avenue Park Commercial Kitchen and Thelma Terry Center Improvements Project for the Public Works Department;
3. Authorize the City Manager to negotiate and execute Contract No. 11607 (CCS) with SMA Builders Inc. in an amount not to exceed $1,534,500 (including a 10% contingency); and
4. Authorize the Director of Public Works to issue any necessary change orders to complete additional work within contract authority.
MEMORIAL PARK
REDEVELOPMENT AND
EXPANSION PROJECT
5.B. Award Request for Proposal and enter into Agreement No. 11608 (CCS) with SWA Group for Design Services for the Memorial Park Redevelopment and Expansion Project, was approved.
Recommended Action
1. Staff recommends that the City Council:
2. Adopt a finding of Categorical Exemption pursuant to Section 15262, Feasibility and Planning Studies, of the California Environmental Quality Act (CEQA) Guidelines;
3. Award RFP #SP2509 to SWA Group for professional design services for the Memorial Park Redevelopment and Expansion Project; Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1219 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 6 August 27, 2024
4. Authorize the City Manager to negotiate and execute Professional Services Agreement No. 11608 (CCS) with SWA Group in an amount not to exceed $4,405,000 (including a 15% contingency) for two years with a one-year renewal option; and
5. Authorize budget amendment as outlined in the Financial Impacts and Budget Actions section of this report (requires 5 votes).
BIG BLUE BUS MOBILE
TICKETING SERVICES
5.C. Award Contract No. 11609 (CCS) to Token Transit, Inc. for Big Blue Bus Mobile Ticketing Services, was approved.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines
2. Award RFP# 405 to Token Transit, Inc. for mobile ticketing services for the Department of Transportation.
3. Authorize the City Manager to negotiate and execute Agreement No. 11609 (CCS) with Token Transit, Inc. in an amount not to exceed $113,500 for one year, with 4 additional one-year renewal options in the amount of $559,961, on the same terms and conditions for a total amount not to exceed $673,461 over a five-year period, with future year funding contingent on Council budget approval.
AFFORDABLE HOUSING
FUNDING GRANT
5.D. Adoption of Resolution No. 11609 (CCS) Authorizing Application for Grant Funds for State Affordable Housing Funding Opportunity, was adopted.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines;
2. Adopt attached Resolution No. 11609 (CCS) authorizing the application for grant funds in an amount not to exceed $5,000,000 from the California State Department of Housing and Community Development for the 2024 round of Local Housing Trust Fund Program Matching Grant Funding (Attachment A) for the Housing and Human Services Department; and
3. Authorize the City Manager to execute all necessary documents to apply for the grant, accept the grant, if awarded, and accept all grant renewals, if awarded.
Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695
11.A.c
Packet Pg. 1220 Attachment: C. City Council Meeting Minutes, August 27, 2024 (6695 : Wilshire DDA) 7 August 27, 2024
SANTA MONICA
AIRPORT LANDING FEE
PROGRAM
5.E. Approval of Fourth Modification to Agreement No. 10071 (CCS) with Vector Airport Systems for Operation of the City’s Landing Fee Program at the Santa Monica Airport, was approved.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines; and
2. Authorize the City Manager to negotiate and execute a fourth modification to Agreement No. 10071 (CCS) with Vector Airport Systems (Vector) to adjust the terms of the commission-based compensation for landing fee collection services and to extend the contract term through December 31, 2028. This would result in an amended 8.5-year agreement with a new total not to exceed amount of $2,114,546, with future year funding contingent on Council budget approval.
ELECTRIC BUS
CHARGER WARRANTY
5.F. Approve Purchase Order with ChargePoint, Inc. for Battery Electric Bus Charger Warranty, was approved.
Recommended Action
Staff recommends that the City Council:
1. Adopt a finding of Categorical Exemption (Class 1 Existing Facilities) pursuant to Section 15301 of the California Environmental Quality Act (CEQA) Guidelines and a finding of no possibility of significant effect pursuant to Section 15061(b)(3) of the CEQA Guidelines;
2. Authorize the Procurement Manager to issue a purchase order with ChargePoint, Inc. for the purchase of extended warranties for the Department of Transportation. This recommended award is made as an exception to the competitive bidding process pursuant to Section
2.24.250(b) and is for a total amount not to exceed $300,300, with future year funding contingent on Council budget approval.
LEASE AGREEMENT 5.G. Approval of Fourth Modification to Agreement No. 9346 (CCS) with JP Morgan Chase for Lease of 1333 Fourth Street, was approved.
Recommended Action
Staff recommendation that the City Council authorize:
1. City Manager to Negotiate and Execute a Fourth Modification to the Lease Agreement No. 9346 (CCS) with JP Morgan Chase for the City-owned property at 1333 Fourth Street to extend the term for twoyears from May 1, 2026 through April 30, 2028; and, Docusign Envelope ID: B5F35D45-6CFC-4777-94CD-BFD38E0E3695