Agenda packet, regular meeting — Shafter City Council, October 6, 2026 (part 2 of 4)

17236.00012\30429610.1 9
and its contractors shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

5.3 Additional Insured; Separation of Insureds. The Required Insurance shall name City, its elected officials, officers, employees, agents, and volunteers as additional insureds with respect to work performed by or on behalf of Developer or its contractors, including materials, parts, or equipment furnished in connection therewith. The Required Insurance shall contain standard separation of insureds provisions, and shall contain no special limitations on the scope of its protection to City, its elected officials, officers, employees, agents, and volunteers.

5.4 Primary Insurance; Waiver of Subrogation. The Required Insurance shall be primary with respect to any insurance or self-insurance programs covering City, its elected officials, officers, employees, agents, and volunteers. All policies for the Required Insurance shall provide that the insurance company waives all right of recovery by way of subrogation against City in connection with any damage or harm covered by such policy.

5.5 Certificates; Verification. Developer and its contractors shall furnish City with original certificates of insurance and endorsements effecting coverage for the Required Insurance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by City before work pursuant to this Agreement can begin. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

5.6 Term; Cancellation Notice. Developer and its contractors shall maintain the Required Insurance for the term of this Agreement and shall replace any certificate, policy, or endorsement which will expire prior to that date. All policies shall be endorsed to provide that the Required Insurance shall not be suspended, voided, reduced, canceled, or allowed to expire except on 30 days prior written notice to City.

5.7 Insurer Rating. Unless approved in writing by City, all Required Insurance shall be placed with insurers licensed to do business in the State of California and with a current A.M. Best rating of at least A-:VII.

5.8 Signs and Advertising. Developer understands and agrees to City’s ordinances, regulations, and requirements governing signs and advertising structures. Developer hereby agrees with and consents to the removal by City of all signs or other advertising structures erected, placed, or situated in violation of any City ordinance, regulation, or other requirement. Removal shall be at the expense of Developer and its surety. Developer and its surety shall indemnify and hold City free and harmless from any claim or demand arising out of or incident to signs, advertising structures, or their removal.

5.9 Relationship Between the Parties. The Parties hereby mutually agree that neither this Agreement, any map related to TRACT 7207 PHASE 1, nor any other related entitlement, permit, or approval issued by City for the Property shall operate to create the relationship of partnership, joint venture, or agency between City and Developer. Developer’s contractors and subcontractors are exclusively and solely under the control and dominion of Developer. Nothing herein shall be deemed to make Developer or its contractors an agent or contractor of City.

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VI. GENERAL PROVISIONS.

6.1 Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority make this Agreement and bind each respective Party.

6.2 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

6.3 Construction; References; Captions. It being agreed the Parties or their agents have participated in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days. All references to Developer include all personnel, employees, agents, and subcontractors of Developer, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

6.4 Notices. All notices, demands, invoices, and written communications shall be in writing and delivered to the following addresses or such other addresses as the Parties may designate by written notice:

CITY:

CITY OF SHAFTER
DEVELOPER:

ASHA AMERICA, LLC, A CALIFORNIA LIMITED

LIABILITY COMPANY
1501 E 19TH STREET, BAKERSFIELD, CA 93305
336 PACIFIC AVENUE
SHAFTER, CALIFORNIA 93263
ATTN: CITY ENGINEER
Depending upon the method of transmittal, notice shall be deemed received as follows: by facsimile, as of the date and time sent; by messenger, as of the date delivered; and by U.S. Mail first class postage prepaid, as of 72 hours after deposit in the U.S. Mail.

6.5 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

6.6 Waiver. City’s failure to insist upon strict compliance with any provision of this Agreement or to exercise any right or privilege provided herein, or City’s waiver of any breach of this Agreement, shall not relieve Developer of any of its obligations under this Agreement, whether of the same or similar type.

The foregoing shall be true whether City’s actions are intentional or unintentional. Developer agrees to waive, as a defense, counterclaim or set off, any and all defects, irregularities or deficiencies in the authorization, execution or performance of the Public Improvements or this Agreement, as well as the laws, rules, regulations, ordinances or resolutions of City with regards to the authorization, execution or performance of the Public Improvements or this Agreement.

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17236.00012\30429610.1 11

6.7 Assignment or Transfer of Agreement. Developer shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without prior written consent of City. Any attempt to do so shall be null and void, and any assignee, hypothecatee, or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation, or transfer. Unless specifically stated to the contrary in City’s written consent, any assignment, hypothecation, or transfer shall not release or discharge Developer from any duty or responsibility under this Agreement.

6.8 Binding Effect. Each and all of the covenants and conditions shall be binding on and shall inure to the benefit of the Parties, and their successors, heirs, personal representatives, or assigns. This section shall not be construed as an authorization for any Party to assign any right or obligation.

6.9 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

6.10 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

6.11 Consent to Jurisdiction and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any legal action or proceeding brought to interpret or enforce this Agreement, or which in any way arises out of the Parties’ activities undertaken pursuant to this Agreement, shall be filed and prosecuted in the appropriate California State Court in the County of Kern, California. Each Party waives the benefit of any provision of state or federal law providing for a change of venue to any other court or jurisdiction including, without limitation, a change of venue based on the fact that a governmental entity is a party to the action or proceeding, or that a federal right or question is involved or alleged to be involved in the action or proceeding. Without limiting the generality of the foregoing waiver, Developer expressly waives any right to have venue transferred pursuant to California Code of Civil Procedure Section 394.

6.12 Attorneys’ Fees and Costs. If any arbitration, lawsuit, or other legal action or proceeding is brought by one Party against the other Party in connection with this Agreement or the Property, the prevailing party, whether by final judgment or arbitration award, shall be entitled to and recover from the other party all costs and expenses incurred by the prevailing party, including actual attorneys’ fees (“Costs”). Any judgment, order, or award entered in such legal action or proceeding shall contain a specific provision providing for the recovery of Costs, which shall include, without limitation, attorneys’ and experts’ fees, costs and expenses incurred in the following: (a) post judgment motions and appeals, (b) contempt proceedings, (c) garnishment, levy, and debtor and third party examination, (d) discovery, and (e) bankruptcy litigation. This section shall survive the termination or expiration of this Agreement.

6.13 Counterparts. This Agreement may be executed in counterpart originals, which taken together, shall constitute one and the same instrument.

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17236.00012\30429610.1 12

CITY OF SHAFTER

ASHA AMERICA, LLC, A CALIFORNIA LIMITED

LIABILITY COMPANY
By: By:

Lance Lippincott
City Manager
City of Shafter
Mehdi Davary
Authorized Signatory
Asha America, LLC

ATTEST:

By:

Yazmina Pallares
City Clerk
City of Shafter

APPROVED AS TO FORM:

BEST BEST & KRIEGER LLP
By:

NOTE: DEVELOPER’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS,

ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO DEVELOPER’S BUSINESS ENTITY.

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17236.00012\30429610.1
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA

STATE OF CALIFORNIA )

COUNTY OF )
On , 20 , before me, ,
personally appeared ,

who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ¨ Individual
¨ Corporate Officer
Title(s) Title or Type of Document
¨ Partner(s) ¨ Limited
¨ General
¨ Attorney-In-Fact Number Of Pages
¨ Trustee(s)
¨ Guardian/Conservator
¨ Other:

Signer is representing:

Name Of Person(s) Or Entity(ies)
Date Of Document
Signer(s) Other Than Named Above

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ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA

STATE OF CALIFORNIA )

COUNTY OF )
On , 20 , before me, ,
personally appeared ,

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature of Notary Public

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

Signer is representing:

Name Of Person(s) Or Entity(ies)
Date Of Document
Signer(s) Other Than Named Above

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Exhibit C-1
17236.00012\30429610.1
EXHIBIT “A”
LEGAL DESCRIPTION OF PROPERTY - TRACT 7207 PHASE 1
BEING A DIVISION OF A PORTION OF LOT 29 OF SECTION 16, TOWNSHIP 28 SOUTH, RANGE 25

EAST, MOUNT DIABLO BASE AND MERIDIAN, IN THE CITY OF SHAFTER, COUNTY OF KERN, STATE OF CALIFORNIA, AS PER MAP RECORDED FEBRUARY 11, 1913, IN THE OFFICE OF THE RECORDER

OF KERN COUNTY

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Exhibit C-2
17236.00012\30429610.1
EXHIBIT “B”
LIST OF PUBLIC IMPROVEMENTS - TRACT 7207 PHASE 1

THE FOLLOWING LIST OF IMPROVEMENTS SHALL NOT BE CONSIDERED AS COMPLETE OR ALL

INCLUSIVE BUT SHALL SERVE AS A GENERAL DESCRIPTION OF IMPROVEMENTS REQUIRED FOR RESIDENTIAL TRACTS. DEVELOPER’S ATTENTION IS DIRECTED TO THE CONDITIONS OF APPROVAL FOR THE TRACT, THE DEVELOPER’S AGREEMENT FOR THE TRACT, ANY APPLICABLE SPECIFIC PLAN, AND TITLE 16 OF THE CITY OF SHAFTER MUNICIPAL CODE FOR MORE INFORMATION ON SPECIFIC PUBLIC IMPROVEMENTS REQUIRED.
 ALL EARTHWORK AND GRADING INCLUDING REMOVAL AND DISPOSAL OF UNSUITABLE

MATERIALS, REMOVAL AND/OR RELOCATION OF OBSTRUCTIONS, IMPORT, EXPORT,

ROUGH GRADING, FINAL GRADING, EXCAVATION, TRENCHING, BACKFILLING,

COMPACTION, FOOTINGS, FOUNDATIONS, AND SUBGRADE PREPARATION,

OVEREXCAVATION, RECOMPACTION, RETAINING STRUCTURES, DUST CONTROL,

EROSION AND/OR SEDIMENT CONTROL MEASURES, SOILS STUDIES, TESTING, AND INSPECTION.
 PUBLIC WATER IMPROVEMENTS INCLUDING WATER MAINS FOR DOMESTIC AND

IRRIGATION PURPOSES, VALVES, FITTINGS, CONNECTIONS, SERVICES, METERS, AND FIRE HYDRANTS.
 PUBLIC SEWER IMPROVEMENTS INCLUDING SEWER MAINS, MANHOLES, CLEAN OUTS,

CONNECTIONS, SERVICES, AND ANY NECESSARY SEWAGE LIFT STATIONS, FORCE MAINS, AND DISCHARGE STRUCTURES.
 PUBLIC STORM DRAIN IMPROVEMENTS INCLUDING STORM DRAIN PIPING, MANHOLES, JUNCTION BOXES, INLETS, OUTLETS, BASINS, AND PERIMETER FENCING.  PUBLIC STREET IMPROVEMENTS INCLUDING CURBS, GUTTERS, CROSS GUTTERS,

SPANDRELS, SIDEWALKS, WHEELCHAIR RAMPS, OTHER PEDESTRIAN FACILITIES,

MEDIANS, STREET SECTION AND PAVING IMPROVEMENTS, STREET LIGHTING, STREET

SIGNS, BARRICADES, FENCING AND/OR GATES, TRAFFIC SIGNS, MARKINGS, STRIPING, BEACONS, AND SIGNALS.
 PUBLIC UTILITIES THAT SUPPLY ELECTRICAL POWER, NATURAL GAS, CABLE TV,

INTERNET, PHONE, AND FIBER OPTIC SERVICE FOR EACH PROPOSED LOT, STRUCTURE, OR PUBLIC USE.
 PUBLIC LANDSCAPING IMPROVEMENTS ALONG STREETS AND WITHIN MEDIANS, PASEOS,

AND NATURAL TRAILS INCLUDING EARTHWORK AND GRADING, SOIL AMENDMENTS,

PLANTS & FOLIAGE, GROUND COVER, SPRINKLERS AND RELATED TIMERS AND

CONTROLLERS, WALLS, SEATING, LIGHTING, WALKABLE PATHS, AND RELATED INFRASTRUCTURE.
 WHERE PROPOSED BY THE DEVELOPER, PUBLIC PARK IMPROVEMENTS INCLUDING ANY

AND ALL OF THE IMPROVEMENTS LISTED ABOVE AND ALSO INCLUDING, BUT NOT LIMITED

TO, SEATING, TABLES, SHADE STRUCTURES, TRASH RECEPTACLES, WATER FOUNTAINS,

PLAY STRUCTURES, RELATED SURFACING, PLAY AREAS, OPEN AREAS, PUBLIC FACILITIES, AND LIGHTING.

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Exhibit C-3
17236.00012\30429610.1
 A SUFFICIENT QUANTITY OF CLUSTER MAILBOX UNITS WITH FOUNDATIONS, APPROPRIATE CLEARANCE, AND WALKABLE SURFACING. UNITS SHALL BE APPROVED BY THE LOCAL POSTAL AUTHORITY FOR USE.
 IMPROVEMENTS SHALL ALSO INCLUDE ANY AND ALL NECESSARY IMPROVEMENTS OR

UPGRADES TO OR REROUTING OF PRE-EXISTING PUBLIC OR PRIVATE FACILITIES OR UTILITIES AS DETERMINED BY THE FACILITY OR UTILITY OWNER. IMPROVEMENTS SHALL

INCLUDE PROTECTION OR PRESERVATION OF PRE-EXISTING PUBLIC OR PRIVATE FACILITIES THAT WILL NOT BE RELOCATED, MODIFIED, OR REMOVED.  IMPROVEMENTS SHALL INCLUDE ANY EASEMENTS, GRANT DEEDS, COVENANTS, DEDICATIONS, OR NECESSARY RIGHTS OF WAY FOR SAID IMPROVEMENTS. DIMENSIONS

OF EASEMENTS, GRANT DEEDS, COVENANTS, DEDICATIONS, OR NECESSARY RIGHTS SHALL BE APPROVED BY THE CITY.
 IMPROVEMENT SHALL INCLUDE ALL APPROPRIATE AND NECESSARY PERMITS REQUIRED BY LOCAL, STATE, OR FEDERAL LAW.

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Exhibit C-4
17236.00012\30429610.1
EXHIBIT “C”
SURETY BONDS AND OTHER SECURITY - TRACT 7207 PHASE 1
As evidence of understanding the provisions contained in this Agreement, and of the Developer’s intent to comply with same, the Developer has submitted the below described security in the amounts required by this Agreement, and has affixed the appropriate signatures thereto:

PERFORMANCE BOND PRINCIPAL AMOUNT: ONE HUNDRED SEVENTY-THREE THOUSAND SIXTY-FIVE DOLLARS AND NO CENTS ($173,065.00******)
Surety:

Attorney-in-fact:

Address:

MATERIAL AND LABOR BOND PRINCIPAL AMOUNT: ONE HUNDRED SEVENTY-THREE THOUSAND SIXTY-FIVE DOLLARS AND NO CENTS ($173,065.00******) Surety:

Attorney-in-fact:

Address:

MONUMENT SECURITY (CASH OR BOND): SIX HUNDRED DOLLARS AND NO CENTS ($600.00******)

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Exhibit C-5
17236.00012\30429610.1
BOND NO.

INITIAL PREMIUM:

SUBJECT TO RENEWAL

CITY OF SHAFTER
TRACT 7207 PHASE 1 IMPROVEMENTS

PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:

WHEREAS the City of Shafter, California (“City”) and ASHA AMERICA, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (“Principal”), have executed an agreement for work consisting of, but not limited to, the furnishing all labor, materials, tools, equipment, services, and incidentals for all grading, roads, paving, curbs and gutters, pathways, storm drains, sanitary sewers, utilities, drainage facilities, traffic controls, landscaping, street lights, and all other required facilities for TRACT 7207 PHASE 1 (“Public Improvements”);
WHEREAS, the Public Improvements to be performed by Principal are more particularly set forth in that certain Agreement for Completion of Pubic Improvements dated _______________________, ________ (“Improvement Agreement”);
WHEREAS, the Improvement Agreement is hereby referred to and incorporated herein by reference; and WHEREAS, Principal is required by the Improvement Agreement to provide a good and sufficient bond for performance of the Improvement Agreement, and to guarantee and warranty the Public Improvements constructed thereunder.

NOW, THEREFORE, Principal and _________________________________________ (“Surety”), a corporation organized and existing under the laws of the State of ___________________________, and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto City in the sum of ONE HUNDRED SEVENTY-THREE THOUSAND SIXTY-FIVE DOLLARS AND NO CENTS ($173,065.00******), said sum being not less than one hundred percent (100%) of the total cost of the Public Improvements as set forth in the Improvement Agreement, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION is such, that if Principal, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, agreements, guarantees, and warranties in the Improvement Agreement and any alteration thereof made as therein provided, to be kept and performed at the time and in the manner therein specified and in all respects according to their intent and meaning, and to indemnify and save harmless City, its officers, employees, and agents, as stipulated in the Improvement Agreement, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As part of the obligation secured hereby, and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney’s fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered.

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Exhibit C-6
17236.00012\30429610.1
Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Improvement Agreement, or to any plans, profiles, and specifications related thereto, or to the Public Improvements to be constructed thereunder, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition.

This bond is executed and filed to comply with Section 66499 et seq. of the Government Code of California as security for performance of the Improvement Agreement and security for the one-year guarantee and warranty of the Public Improvements.

IN WITNESS WHEREOF, the seal and signature of the Principal is hereto affixed, and the corporate seal and the name of the Surety is hereto affixed and attested by its duly authorized Attorney-in-Fact at _______________________, this _____ day of _______________, ______.

Principal Surety
By: By:

President Attorney-in-Fact

(print name) (print name)
NOTE: APPROPRIATE NOTARIAL ACKNOWLEDGMENTS OF EXECUTION BY PRINCIPAL

AND SURETY, AND A COPY OF THE POWER OF ATTORNEY TO LOCAL

REPRESENTATIVES OF THE BONDING COMPANY MUST BE ATTACHED TO THIS BOND.

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Exhibit C-7
17236.00012\30429610.1
BOND NO.

INITIAL PREMIUM:

SUBJECT TO RENEWAL

CITY OF SHAFTER
TRACT 7207 PHASE 1 IMPROVEMENTS

LABOR AND MATERIAL BOND
KNOW ALL MEN BY THESE PRESENTS:

WHEREAS the City of Shafter, California (“City”) and ASHA AMERICA, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (“Principal”), have executed an agreement for work consisting of, but not limited to, the furnishing all labor, materials, tools, equipment, services, and incidentals for all grading, roads, paving, curbs and gutters, pathways, storm drains, sanitary sewers, utilities, drainage facilities, traffic controls, landscaping, street lights, and all other required facilities for TRACT 7207 PHASE 1 (“Public Improvements”);
WHEREAS, the Public Improvements to be performed by Principal are more particularly set forth in that certain Agreement for Completion of Pubic Improvements dated _______________________, ________ (“Improvement Agreement”);
WHEREAS, the Improvement Agreement is hereby referred to and incorporated herein by reference; and WHEREAS, Principal is required to furnish a bond in connection with the Improvement Agreement providing that if Principal or any of its subcontractors shall fail to pay for any materials, provisions, or other supplies, or terms used in, upon, for, or about the performance of the Public Improvements, or for any work or labor done thereon of any kind, or for amounts due under the provisions of Title 15 (commencing with section 3082) of Part 4 of Division 3 of the California Civil Code, with respect to such work or labor, that the Surety on this bond will pay the same together with a reasonable attorney’s fee in case suit is brought on the bond.

NOW, THEREFORE, Principal and _________________________ (“Surety”), a corporation organized and existing under the laws of the State of ______________________, and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto City and to any and all material men, persons, companies or corporations furnishing materials, provisions, and other supplies used in, upon, for or about the performance of the Public Improvements, and all persons, companies or corporations renting or hiring teams, or implements or machinery, for or contributing to the Public Improvements to be done, and all persons performing work or labor upon the same and all persons supplying both work and materials as aforesaid excepting the Principal, the sum of ONE HUNDRED SEVENTY-THREE THOUSAND SIXTY-FIVE DOLLARS AND NO CENTS ($173,065.00******) said sum being not less than 100% of the total cost of the Public Improvements under the terms of the Improvement Agreement, we bind ourselves, our heirs, executors and administrators, successors and assigns jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH that if the Principal, his or its subcontractors, heirs, executors, administrators, successors, or assigns, shall fail to pay for any materials, provisions, or other supplies or machinery used in, upon, for or about the performance of the Public Improvements, or for

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Exhibit C-8
17236.00012\30429610.1
work or labor thereon of any kind, or fail to pay any of the persons named in California Civil Code Section 3181, or amounts due under the Unemployment Insurance Code with respect to work or labor performed by any such claimant, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the contractor and his subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, and all other applicable laws of the State of California and rules and regulations of its agencies, then said Surety will pay the same in or to an amount not exceeding the sum specified herein.

This bond is executed and filed to comply with Section 66499 et seq. of the California Government Code as security for payment to contractors, subcontractors, and persons furnishing labor, materials, or equipment for construction of the Public Improvements or performance of the Improvement Agreement. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the California Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Improvement Agreement, or to any plans, profiles, and specifications related thereto, or to the Public Improvements to be constructed thereunder, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition.

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Exhibit C-9
17236.00012\30429610.1
IN WITNESS WHEREOF, the seal and signature of the Principal is hereto affixed, and the corporate seal and the name of the Surety is hereto affixed and attested by its duly authorized Attorney-in-Fact at _____________________, this _____ day of _______________, ______.

Principal Surety
By: By:

President Attorney-in-Fact

(print name) (print name)
NOTE: APPROPRIATE NOTARIAL ACKNOWLEDGMENTS OF EXECUTION BY PRINCIPAL

AND SURETY, AND A COPY OF THE POWER OF ATTORNEY TO LOCAL

REPRESENTATIVES OF THE BONDING COMPANY MUST BE ATTACHED TO THIS BOND.

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TRACT NO. 7207
PHASE 1

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TRACT NO. 7207
PHASE 1
100' 50' 0' 50' 100'

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Ravi Pudipeddi, City Engineer
SUBJECT: RESOLUTION OF THE CITY COUNCIL OF SHAFTER,

CALIFORNIA SUMMARILY VACATING A PORTION OF A PUBLIC

SERVICE EASEMENT GENERALLY LOCATED WITHIN

ELIZABETH AVENUE STREET RIGHT-OF-WAY ALONG
WESTERLY AND SOUTHERLY BOUNDARIES OF TRACT 5575-
UNIT TWO.

RECOMMENDATION
Council find the action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines; and adopt Resolution No. 3117, a Resolution of the City Council of the City of Shafter, California, summarily vacating a portion of a one-foot non-access strip generally located within Elizabeth Avenue street right-of-way along westerly and southerly boundaries of Tract 5575-Unit Two and authorizing execution and recording of the vacation document.

BACKGROUND
Tract 5575-Unit Two was previously approved by the Council and recorded on May 31, 1996, as Document No. 196-070505. The recorded Tract includes a one-foot nonaccess strip along its southerly and westerly boundary within Elizabeth Avenue street right-of-way.

Since then, there have been improvements on the west side of Tract 5575-Unit Two where residential units within the Self-Help Tract were developed, and Elizabeth Avenue extended further west of the non-access strip prior to 2022. The portion of the one-foot non-access strip is along the frontage of Tract 7207 within Elizabeth Avenue.

The one-foot non-access strips are usually vacated when adjacent property is developed. However, this was overlooked during the recent improvements along Elizabeth Avenue.

During the review of Final Map 7207, staff identified the need to vacate a portion of one-foot non-access strip along its frontage on Elizabeth Avenue, which is no longer needed. The one-foot non-access strips are restrictive easements dedicated to the public. They are governed by the California Streets and Highways Code Section 8306 ("Public Service Easement"). Public Service easements can be summarily vacated pursuant to California Streets and Highways Code Section 8333(a) under specific

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RESOLUTION OF THE CITY COUNCIL OF SHAFTER, CALIFORNIA SUMMARILY VACATING A

PORTION OF A PUBLIC SERVICE EASEMENT GENERALLY LOCATED WITHIN ELIZABETH

AVENUE STREET RIGHT-OF-WAY ALONG WESTERLY AND SOUTHERLY BOUNDARIES OF TRACT 5575-UNIT TWO.
- 2 -
circumstances, such as if the easement has not served its intended purpose for a minimum of five consecutive years immediately preceding the proposed vacation.

FISCAL IMPACT
None. Vacation of the one-foot non-access strip will be provided at no cost to the City.

CEQA ANALYSIS
The action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines because the action is the adoption of a resolution for summarily vacating of a nonaccess strip and, therefore, it is organizational and administrative activity that will not result in direct or indirect physical changes to the environment and not subject to CEQA.

APPROVED BY THE CITY ATTORNEY
Yes

ATTACHMENTS

1. Resolution No. 3117

2. Resolution 3117 Exhibits A & B Resolution of Summary vacation of One-Foot Non-Access Strip

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RESOLUTION NO. 3117

A SUMMARY RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF SHAFTER TO ORDER THE VACATION OF A PORTION OF THE ONEFOOT NON-ACCESS STRIP ON ELIZABETH AVENUE IN THE CITY OF SHAFTER The Council of the City of Shafter, California, hereby resolves as follows:

SECTION 1. That the City Council of the City of Shafter, California, order the vacation of a portion of the one-foot non-access strip located in the City of Shafter, County of Kern, State of California, more particularly described in Exhibits ‘A’ & ‘B’, attached hereto and made a part hereof. Non-access strips are restrictive easements dedicated to restrict legal access to the public right of way. The Council of the City hereby elects to proceed under the provisions of Chapter 4 of Part 3 of Division 9 of the California Streets and Highways Code (“Public Streets, Highways, and Service Easements Vacation Law”).

SECTION 2. That this vacation is being made pursuant to Section 8333(a) of the California Streets and Highways Code, which specifically allows the vacation of a public service easement if the easement has not been used for which it was dedicated or acquired for five consecutive years immediately preceding the proposed vacation.

SECTION 3. That from and after the date this resolution is recorded, those non-access strip herein described no longer constitute public service easements.

SECTION 4. The City Clerk shall certify to the passage of this resolution and shall cause the same to be recorded in the office of the Kern County Recorder within fifteen (15) days after its passage.

PASSED AND ADOPTED this 6th day of October, 2026.
______________________________
Chad Givens, Mayor
ATTEST:
______________________________
Yazmina Pallares, City Clerk
APPROVED AS TO FORM:
______________________________
Marco A. Martinez, City Attorney

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EXHIBIT ‘A’

LEGAL DESCRIPTION OF THE PORTION OF THE ONE-FOOT

NON-ACCESS STRIP SUBJECT TO SUMMARY VACATION

Page 1 of 1 ends

BEING A PORTION OF THE ONE-FOOT NON-ACCESS STRIP AS SHOWN ON TRACT NO. 5575 “UNIT TWO”, RECORDED MAY 31, 1996 IN BOOK 42 OF MAPS, PAGES 112-113 IN THE OFFICE OF THE COUNTY RECORDER OF THE COUNTY OF KERN; ALSO BEING A PORTION OF LOT 20 OF SALES MAP OF LANDS OF KERN COUNTY LAND COMPANY, PER MAP FILED FEBRUARY 11, 1913 IN THE

OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, IN THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 16, TOWNSHIP 28 SOUTH, RANGE 25 EAST, M.D.B.&M., IN

THE CITY OF SHAFTER, COUNTY OF KERN, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

ALL THAT PORTION OF SAID ONE-FOOT NON-ACCESS STRIP LYING WEST OF THE EAST LINE OF SAID LOT 20

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50' 25' 0' 25' 50'

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Marcos Torres, Deputy Public Works Director SUBJECT: WELL NO. 18 REPLACEMENT GRANULAR ACTIVATED CARBON

MEDIA PURCHASE AGREEMENT

RECOMMENDATION
Council find that the action is exempt from the California Environmental Quality Act; approve a purchase agreement with Calgon Carbon Corporation for replacement granular activated carbon media at Well No. 18 in an amount not to exceed $120,000; and authorize the Public Works Director to execute all documents necessary to complete the purchase.

BACKGROUND
The City of Shafter operates Well No. 18 as part of its municipal water system. The well utilizes granular active carbon (GAC) treatment media to remove 1,2,3-trichloropropane (1,2,3-TCP) and maintain compliance with State drinking water regulations. The existing GAC media was originally supplied by Calgon Carbon Corporation and is specifically designed to operate with the existing treatment system. The product has demonstrated reliable and consistent performance in the treatment of 1,2,3-TCP while maintaining regulatory compliance.

Calgon Carbon Corporation has submitted a proposal to remove the existing GAC media and install 80,000 pounds of reactivated Filtrasorb Rx media in two 40,000 pound vessels at Well No. 18. The proposal includes all related labor and equipment, including trucks, hoppers, hoses, and transfer equipment. The total quoted cost is $110,800.

Staff recommends a sole-source procurement because Calgon Carbon Corporation is the original supplier of the treatment media currently utilized in the system and possesses the specialized knowledge and expertise necessary to ensure compatibility with the existing treatment process. Utilizing replacement media from another supplier could create operational uncertainties, affect treatment performance, and potentially compromise the effectiveness of the filtration system. Procuring replacement media directly from the original supplier will help ensure continued system reliability, maintain treatment performance, and minimize operational risks.

FISCAL IMPACT

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WELL NO. 18 REPLACEMENT GRANULAR ACTIVATED CARBON MEDIA PURCHASE

AGREEMENT
- 2 -
The cost for replacement GAC media, including removal of the existing media, installation of replacement media, labor, equipment, energy surcharge, and estimated tax, is $110,800. Staff recommends authorizing an amount not to exceed $120,000, which includes $9,200 in contingency funding for unforeseen costs associated with the replacement process. Funding for this purchase is available through the Water Enterprise Fund.

CEQA ANALYSIS
The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301 (Class 1 – Existing Facilities), which exempts projects involving the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features involving negligible or no expansion of existing or former use. The project qualifies for this exemption because it consists solely of the routine maintenance and replacement of granular activated charcoal media within an existing municipal water treatment facility. The project does not expand the existing well facilities, increase water production capacity, or change the existing use of the site. The replacement media is necessary to maintain existing water treatment operations and ensure continued compliance with applicable drinking water regulations.

APPROVED BY THE CITY ATTORNEY
No

ATTACHMENTS

1. City of Shafter, CA Well #18 Proposal

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Calgon Carbon Corporation
3000 GSK Drive,
Moon Township, PA 15108
Date: August 4th, 2026
Contact: Joseph O’Brien
Job Title: Utilities Manager
Email: [email protected]
Product Quantity Unit Price Total Price
Reactivated Filtrasorb® Rx
Energy Surcharge
GAC Estimated Tax (Virgin
Filtrasorb® only)
80,000 lbs.
80,000 lbs.
1 $1.33
$0.02
-
$106,400
$1,600
$2,800
Total $110,800
• Product: Reactivated Filtrasorb® Rx
• Quantity: 80,000 lbs. (2- 40,000 lb. vessels) at Well Site 18 • Scope: Removal of existing GAC media and installation of reactivated Filtrasorb® Rx • All related labor and equipment (trucks, hoppers, hoses, etc.), except utilities detailed below. • Owner to provide clean water source for movement of GAC to and from filter via eduction • Drain access for excess water from carbon transfer (water will be gray with carbon fines) • Disinfection (if necessary) is not included.

Activated Carbon Scope of Supply
for City of Shafter, CA – Well #18

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• Additional make up carbon over 20% (Filtrasorb® Rx only) • Delivery: 4-8 weeks after receipt of approved purchase order and after carbon acceptance testing has been completed.

1. Unless otherwise noted, or until other Terms and Conditions are provided, this offer is made only under Calgon Carbon Corporation’s Terms and Conditions for the Sale of Carbon and Media.

2. Sales tax provided is an estimate only.

3. Effective April 6, 2026, Calgon Carbon will apply an energy surcharge of $0.02 per pound on shipments, in addition to existing activated carbon pricing. The surcharge reflects increased fuel expenses, carrier-imposed fuel indices, and other energy-driven logistic costs. Official Press Release attached: https://www.calgoncarbon.com/media/press-releases/2026-06-04/calgoncarbon-implements-u-s-energy-surcharge-amid-ongoing-fuel-and-logistics-cost-pressures/

4. Scope of Supply/Pricing does not include any payment or performance bonds. Costs for any such bond (if necessary or requested by the buyer) will be added to the quoted pricing.

5. Upon acknowledgement of any purchase order, the buyer will be requested to complete a Credit Application and provide Tax Exemption Documentation.

6. The quoted price is valid for 60 days from the date of this Scope of Supply document.

For more information or to place an order, contact:

Bryan Rodriguez
Calgon Carbon Corporation - A Kuraray Company
Senior Technical Sales Rep - Drinking Water Solutions
[email protected]
412-352-7612
[City of Shafter, CA]
By: __________________________
Name: ________________________
Title: _________________________
Date: _________________________

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Terms and Conditions for the Sale of Carbon and Media
1) DEFINITIONS:
(a) Seller: Calgon Carbon Corporation or its applicable subsidiary or affiliate (b) Buyer: The buyer named in the Documentation
(c) Documentation: The proposal, confirmation, acknowledgement or other contract, as applicable, for the sale of the Products to which these Terms and Conditions are attached
(d) Goods: Any carbon cloth, carbon, resin, diatomaceous earth, and/or perlites sold pursuant to the terms of the Documentation (e) Products: The Goods and services, collectively, described in the Documentation (f) Agreement: The Documentation, these Terms and Conditions and any attachments referenced in the Documentation 2) GENERAL: Seller hereby offers for sale to Buyer the Products on the express condition that Buyer agrees to accept and be bound by the terms and conditions set forth herein. To the extent of a conflict between these Terms and Conditions and the express terms set forth in the Documentation, the terms set forth in the Documentation shall control. Any provisions contained in any document issued by Buyer are expressly rejected and if the terms and conditions set forth herein differ from the terms in any document issued by Buyer, this document shall be construed as a counter offer and shall not be effective as an acceptance of Buyer’s document. In ordering and delivery of the Products, the parties may employ their standard forms; provided, however, that nothing in those forms shall be construed to modify or amend the terms of this Agreement.

In the event of a conflict between this Agreement and either party’s standard forms, this Agreement shall govern.
3) PRICE AND PAYMENT: The price shall be as stated in the Documentation. Unless otherwise stated in the Documentation: (a) The price is exclusive of any taxes, tariff, and duties of any kind which either party may be required to pay with respect to the sale of goods described in the Documentation, and Buyer shall be responsible for the payment of all taxes, tariffs and duties related hereto, except for income taxes imposed on Seller; (b) Sales tax will be added to the price based upon the Product destination unless tax exemption or direct pay documentation is provided; (c) Products will be billed for at the time of delivery; and (d) Payment terms shall be net thirty (30) days, or net forty-five (45) days if paid by Electronic Funds Transfer (EFT). A late payment fee of

1.25% per month, or the highest lawful rate, whichever is less, will apply to all amounts past due, and will be prorated per day. Retainage may only be applied on the final invoice. Buyer agrees that Seller, at its discretion, may accelerate and make due and payable all remaining payments if Buyer shall fail to perform any of its obligations hereunder or under the Documentation, including without limitation Buyer’s failure to pay any amount when due, subject to any applicable cure periods provided for herein.
4) PRICING CONDITIONS:
(a) Unless otherwise indicated within the Documentation, all pricing quoted in connection with the Documentation is valid for purchase for a sixty (60) day period beginning with the date of the Documentation.
(b) If this Agreement shall continue into the next calendar year, the fees payable pursuant hereto will be adjusted on January 1st of such calendar year as outlined in the Documentation; provided that if the Documentation is silent, the mechanism set forth in Section 4(c) below will apply.
(c) If the Documentation is silent regarding the mechanism for adjustment of fees, the fees will be adjusted on January 1st of such calendar year by the annual percentage change in the combined average of two Producer Price Indices, as published by the United States Department of Labor: (i) Producer Price Index of other Petroleum and Coal Products Manufacturing, and (ii) Producer Price Index of Basic Organic Chemicals. The percent adjustment shall be calculated by taking the percent difference for each index during the twelve month period from January 1st through December 31st of the last completed calendar year as compared to the twelve month period from January 1st through December 31st of the calendar year immediately preceding the last completed calendar year.

These two percentages will then be averaged for calculating the final percent increase to which all Goods will be subject. If the calculation would result in a negative adjustment, no changes shall be made for such year. 5) SALE AND DELIVERY: Sale terms and pricing, unless otherwise specified in the Documentation, are F.O.B. Seller’s point of shipment (Incoterms® 2020).

If freight is to be prepaid by Seller and added to the amount due, Seller shall add up to a thirty-five percent (35%) surcharge to the freight charges. Seller will have the right, at its election, to make partial shipments of the Products and to invoice each shipment separately. Seller reserves the right to stop delivery of any Product in transit and to withhold shipments in whole or in part if Buyer fails to make any payment to Seller when due or otherwise fails to perform its obligations hereunder or under any other outstanding payment obligations of Buyer to Seller, whether related to the Documentation or otherwise. 6) TITLE AND RISK OF LOSS: Notwithstanding the trade terms indicated above and subject to Seller’s right to stop delivery of any Goods in transit pursuant to Section 5 above, title to and risk of loss of the Goods will pass to Buyer upon delivery of the Goods by Seller to the carrier at Seller’s point of shipment. Notwithstanding the foregoing or the provisions of the Uniform Commercial Code or Incoterms® 2020, if Buyer is located outside of the United States of America, title to the Goods, and all accessions to or products of the Goods, shall remain with Seller until the later of (a) payment in full of the purchase price and of other amounts owing by Buyer and (b) delivery to Buyer. 7) AVAILABILITY: Shipment dates (and delivery and installation dates, if included in the scope of work) are not guaranteed, and Seller will not be liable for any loss or damage resulting from any delay in delivery or failure to deliver which is due to any cause beyond Seller’s reasonable control. In the event of a delay due to any cause beyond Seller’s reasonable control, Seller reserves the right to reschedule the shipment within a reasonable period of time, and Buyer will not be entitled to refuse delivery or otherwise be relieved of any obligations as the result of such delay. If any delivery is delayed for more than thirty (30) days beyond the originally scheduled delivery date and such delay is caused by Buyer, Buyer will be subject to storage charges from the scheduled shipment date of two percent (2%) of the sale price per month; and such storage charge shall be due monthly on the first day of each month. Storage by Seller shall be at Buyer’s risk and expense.
8) SERVICES:
(a) All orders which include services (including installation, supervision, startup, training, testing, etc.) as stated in the Documentation will require the completion of the Pre-Visit Checklist and Service Request Form prior to scheduling the visit. If there are delays, cancellations, or failures by Buyer to meet service personnel at designated times, then fees will be assessed to the customer at Seller’s then-applicable per hour rate for each hour of delay for each person. For domestic or international travel, additional fees will apply. (b) Buyer shall make the premises, where services are to be performed (the “Premises”), available to Seller at all reasonable times as Seller may request, such that Seller shall be able to perform the services in a timely manner. Buyer shall bear all risk and liability associated with its inability to make the Premises available to Seller to perform the services. Prior to the commencement of services, Buyer shall ensure that the Premises are in good repair and in safe condition, and shall notify Seller of any dangerous, unsafe or hazardous conditions associated with the Premises, such that Seller can take the appropriate safeguards. Prior to the commencement of any work, Buyer shall notify Seller of any special workplace requirements, safety standards, operating procedures or other conditions imposed on persons performing work at the Premises.
(c) Any spent activated carbon covered by this Agreement will be subjected to reactivation acceptance testing by Seller as described in Seller’s Guidelines for Return for Reactivation of Granular Activated Carbon, which Seller may update from time to time in its sole discretion. Buyer will provide any information required by Seller relative to evaluating carbon acceptance. Seller reserves the right to reject any and all activated carbon if, in its judgment, it is unsuitable for reactivation. Further, Seller will periodically retest the spent activated carbon to assure it remains acceptable for reactivation and that it does not contain constituents that were not in the carbon acceptance sample and/or Adsorbate Profile Document. Seller reserves the right to apply a surcharge for reactivation of spent carbon with quality that creates excessive corrosion, slagging,

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exothermic reactions, or other operational problems including lower furnace operating rates. If the spent activated carbon becomes unacceptable for reactivation, disposal of the carbon will be the responsibility of Buyer. Seller reserves the right to reactivate the spent carbon at any of its reactivation facilities where carbon acceptance exists.
9) PERMITS, LICENSES AND FEES: Buyer shall be responsible, at its sole expense, for all environmental permits, applications, regulatory approvals, and other permits or licenses that may be required for installation and/or operation of the Products.
10) TERMINATION: Seller may cancel this Agreement if any of the following occurs: (a) Buyer becomes insolvent; (b) Buyer ceases to conduct its operations in the normal course of business; (c) Buyer is unable to meet its obligations as they mature, or admit in writing such inability or fails to provide adequate assurances of its ability to perform its obligations hereunder; (d) Buyer files a voluntary petition in bankruptcy; (e) Buyer suffers the filing of an involuntary petition in bankruptcy and the same is not dismissed within thirty (30) days after filing; (f) a receiver, custodian or trustee is appointed for Buyer or for a substantial part of its property; (g) Buyer fails to make payment on the terms and within the time specified in this Agreement, or breaches any other obligations under this Agreement; or (h) Buyer executes an assignment for the benefit of its creditors. In the event of such cancellation, Seller shall have all rights and remedies set forth in the Uniform Commercial Code of any applicable jurisdiction and all other remedies available at law or in equity. Sections 2, 10, 11, 12, 14, 15, 16, 18, 19 and 20 shall survive termination or expiration of this Agreement.
11) LIMITED WARRANTIES:
(a) Unless otherwise specifically provided for in the Documentation, Seller warrants that all Products provided under this Agreement shall, at the time of delivery, conform to Seller’s then-applicable specifications for such Products.

Seller shall correct (by replacement of Goods or reperformance of services) any failure to conform to the foregoing warranty of which it is notified in writing within ninety (90) days from delivery. Any Goods removed in connection with such replacement may be reactivated or disposed of at Seller’s sole discretion. (b) THE OBLIGATIONS CREATED BY THIS WARRANTY TO

REPAIR OR REPLACE DEFECTIVE GOODS OR TO PROVIDE

CORRECTIVE SERVICES SHALL BE THE SOLE REMEDY OF
BUYER IN THE EVENT OF DEFECTIVE GOODS OR SERVICES.

THERE ARE NO WARRANTIES MADE WITH REGARD TO THE
PRODUCTS OTHER THAN THOSE CONTAINED IN THIS SECTION.

ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, ARE

HEREBY DISCLAIMED, INCLUDING, WITHOUT LIMITATION,

THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A

PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM
COURSE OF DEALING OR USAGE OF TRADE.
(c) The sale of any Products pursuant to this Agreement does not include any license, express or implied, to practice any intellectual property owned or licensed by any third party. Buyer agrees not to use the Products for any patented use not set forth expressly in this Agreement, absent a separate license from the holder of such patent. Additionally, Buyer agrees not to resell or sublicense the use of Products for any use not expressly granted hereunder. Any warranty obligations do not apply to any specific use of the Products, application of the Products, modification of the Products, or combination of the Products with any product manufactured by any third party. Seller, except as noted herein, does not and will not warrant, indemnify, or in any other way share responsibility for Buyer’s use, application, modification, or combination of the Products.
12) LIMITATION OF LIABILITY: Notwithstanding any provision to the contrary herein, except with respect to a breach of the confidentiality obligations set forth in Section 15 hereof, the parties hereto agree that in no event shall either party be liable to the other party for any indirect, special, consequential, incidental or punitive damages, or lost profits, as a result of a breach of any provision of this Agreement or for any other claim of any kind arising out of or relating to this Agreement, whether in contract, in tort or otherwise. Notwithstanding any provision to the contrary herein, for all losses, damages, liabilities or expenses (including attorney’s fees and costs), whether for indemnity or negligence, including errors, omissions or other acts, or willful misconduct, or based in contract, warranty (including any costs and fees for repairing, replacing or reperforming services or curing a breach hereof), or for any other cause of action (individually, a "Claim"; collectively, "Claims"), Seller’s liability, including the liability of its insurers, employees, agents, directors, and officers and all other persons for whom Seller is legally responsible, shall not, to the maximum extent permitted by law, exceed in the cumulative aggregate with respect to all Claims arising out of or related to this Agreement, the lesser of (a) the total amount of compensation paid to Seller hereunder, and (b) One Million Dollars ($1,000,000). All Claims of whatsoever nature shall be deemed waived unless made in writing within ninety (90) days of the occurrence giving rise to the Claim. Moreover, any failure of Buyer to notify Seller of unsatisfactory operation or any improper or unauthorized installation, maintenance, use, repair, or adjustment shall relieve Seller of any further responsibilities hereunder. 13) FORCE MAJEURE: Notwithstanding any provision to the contrary herein, Seller shall have no liability to Buyer or its affiliates, and shall have the right to suspend performance (including, without limitation, shipments) hereunder, in the event of war, riot, terrorism, accident, explosion, sabotage, flood, acts of God, fire, court order, strike, labor disturbance, work stoppage, national defense requirements, act of governmental authority, pandemic, epidemic, extraordinary failure of equipment or apparatus, inability to obtain electricity or other type of energy, raw material, labor, equipment or transportation, or other causes beyond Seller's reasonable control. It is understood and agreed that settlement of strikes, lockouts and other labor disputes shall be entirely within the discretion of Seller and that nothing in this Agreement shall require the settlement of strikes, lockouts and labor disputes when such course is inadvisable in the sole discretion of Seller. 14) EXPORT CONTROLS: Buyer acknowledges that the Products and related technology are subject to U.S. export control and economic sanctions laws and regulations, which may include the International Traffic in Arms Regulations (ITAR), the Export Administration Regulations (EAR) and regulations promulgated by the U.S. Department of the Treasury Office of Foreign Assets Control (OFAC). Buyer further acknowledges that the re-export of the Products and/or related technology to a third country or retransfer to an unapproved end user may require a license or other authorization from the Government of the United States. Such licenses or other authorizations may impose further restrictions on the re-export or retransfer of the Products and/or related technology. U.S. law also restricts the re-export or retransfer of U.S.- origin goods, technology, or services to countries or persons subject to U.S. sanctions or embargoes. Buyer represents and warrants that it is in compliance with and agrees to comply with all such applicable export control and economic sanctions laws and regulations. It is the sole responsibility of Buyer to apply for and obtain any necessary licenses or other authorizations prior to any re-export or retransfer of the Products and/or related technology. Seller makes no warranty that any such licenses or other authorizations will be granted, and shall have no liability for Buyer’s inability to obtain such licenses or other authorization or for any violation by Buyer of any applicable export control and/or economic sanctions laws and regulations. Buyer will indemnify Seller and hold it harmless from any liability resulting from Buyer’s violation of this provision or applicable export laws or regulations. Notwithstanding any other provision in this Agreement, Seller shall have the right to terminate this Agreement immediately upon the determination by Seller, in Seller’s sole discretion, that Buyer has breached, intends to breach, or insists upon breaching any of the provisions in the above clauses.
15) CONFIDENTIALITY: Other than in the performance of the terms of this Agreement, neither Buyer nor its agents, employees, or subcontractors shall use or disclose to any person or entity any confidential information of Seller (whether written, oral, electronic or other form) that is obtained or otherwise prepared or discovered in connection with this Agreement. Buyer agrees that all pricing, discounts, design drawings and technical information that Seller provides to Buyer are the confidential and proprietary information of Seller, whether or not otherwise identified as such. The obligations under this section continue perpetually and survive the termination or expiration of any underlying agreement between the parties. The provisions of this section relating to use and disclosure shall not apply to any information that: (a) is or becomes generally available to the public other than as a result of a disclosure by Buyer under this Agreement; (b) becomes available to Buyer from a source other than Seller without breach of any obligation of confidentiality; (c) was independently developed by Buyer without violation of Seller’s rights and without reference to the confidential information, as evidenced by written records, maintained in the ordinary course of business by Buyer; (d) is used or disclosed with the prior written approval of Seller; (e) is information previously known to Buyer as

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evidenced by written records maintained by Buyer in the ordinary course of business, and not otherwise subject to any confidentiality restrictions; or (f) Buyer becomes legally compelled (by oral questions, interrogatories, requests for information or documents, subpoenas, investigative demands or similar process) to disclose. The burden of proof that the information resides within one of the exceptions set forth above shall be on Buyer. If Buyer becomes legally compelled (by oral questions, interrogatories, requests for information or documents, subpoenas, investigative demands or similar process) to disclose any of the confidential information, Buyer shall provide Seller with prompt written notice so that Seller may seek a protective order or other appropriate remedy or waive compliance with the provisions of this Agreement. If such protective order or other remedy is not obtained, or if Seller waives compliance with the provisions of this Agreement, Buyer shall furnish only that portion of the confidential information which Buyer is legally required to disclose and shall exercise its reasonable efforts to obtain reliable assurance that confidential treatment shall be accorded the confidential information. Buyer shall not undertake any qualitative or quantitative analysis, reverse engineering or replication of any of Seller’s products, samples or prototypes without Seller’s specific written authorization.
16) SECURITY INTEREST: Buyer hereby grants Seller a security interest in the Goods to secure the payment of the purchase price, and shall not sell, lease, transfer or encumber the Goods and will keep the Goods free from any and all liens and security interests until Seller has been paid in full. Buyer shall execute any and all documents reasonably requested by Seller to protect such security interests.
17) MANAGEMENT OF CHANGE: Seller is constantly striving to improve its products and capabilities and to provide the best product to its customers.

Seller may from time to time develop product improvements or alterations with respect to the Products hereunder (the “Product Improvements”), and Seller may implement such Product Improvements without notice to Buyer so long as the performance of the Products will not be materially diminished, as determined in Seller’s sole discretion, and so long as Seller has not separately agreed in writing to provide such notification to Buyer. In the event that Seller has agreed in writing to provide notice of Product Improvements to Buyer (the "Notice”), then Seller shall provide such Notice in accordance with the terms set forth in the separate writing.
18) APPLICABLE LAW AND JURISDICTION: This Agreement shall be governed by, construed and enforced in accordance with the laws of the Commonwealth of Pennsylvania, without regard to its conflict of law principles.

The UN Convention on Contracts for the International Sale of Goods shall not apply to the transaction(s) represented hereby. The parties consent and submit to the exclusive jurisdiction and service of process of any state or federal court located in Allegheny County, Pennsylvania.
19) MISCELLANEOUS:
(a) Neither party may assign this Agreement, including without limitation any of its rights or obligations hereunder, without the express written consent of the other party hereto; provided that Seller may, without Buyer’s consent, assign this Agreement, including without limitation any of its rights or obligations hereunder, to any of its parents, subsidiaries or affiliates or to any third party which merges with Seller or acquires all or substantially all of its business and assets or a substantial part of its assets or business relating to the Products.

Seller may use subcontractors to fulfill its obligations pursuant to this Agreement.
(b) In the event of any legal proceeding between Seller and Buyer relating to this Agreement, neither party may claim the right to a trial by jury, and both parties waive any right they may have under applicable law or otherwise to a trial by jury.
(c) In the event that any one or more provisions (or portions thereof) contained herein shall be held by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions (or portions thereof) contained herein shall remain in full force and effect, unless the revision materially changes the bargain. (d) Seller’s failure to enforce, or Seller's waiver of a breach of, any provision contained in this Agreement shall not constitute a waiver of any other breach or of such provision.
(e) Seller reserves the right to correct clerical, arithmetical, or stenographic errors or omissions in this Agreement, invoices or other documents. (f) Any notice or communication required or permitted hereunder shall be in writing and shall be deemed received when personally delivered or three (3) business days after being sent by certified mail, postage prepaid, to a party at the address specified in this Agreement, or at such other address as either party may from time to time designate in writing to the other. (g) Buyer agrees that it will not use Seller’s name(s), logo(s) or mark(s) in any public communication or press release, or for any other marketing or promotional purpose, without Seller’s prior written consent. (h) Terms used in this Agreement which are not defined herein and which are defined by the Uniform Commercial Code of the Commonwealth of Pennsylvania shall have the meanings contained therein. 20) ENTIRE AGREEMENT: With respect to the subject matter hereof, this Agreement constitutes the complete and exclusive statement of the contract between Seller and Buyer. No waiver, consent, modification, amendment or change of the terms contained in this Agreement shall be binding unless made in writing and signed by Seller and Buyer. Seller’s failure to object to terms contained in any subsequent communication from Buyer (whether in a purchase order or other communication) will not be a waiver or modification of the terms set forth herein.

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Alex Gonzalez, Public Works Director, Ravi Pudipeddi, City Engineer
SUBJECT: AUTHORIZATION OF CONTRACT AMENDMENT WITH

PARSONS CORPORATION AND MEMORANDUM OF

UNDERSTANDING WITH COUNTY OF KERN FOR BIDDING AND

CONSTRUCTION SUPPORT SERVICES FOR THE STATE
ROUTE 43/7TH STANDARD ROAD ROUNDABOUT PROJECT

RECOMMENDATION
Council find that the action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines; authorize a contract amendment with Parsons Corporation in an amount not to exceed $90,000 for utility coordination efforts, and bidding and construction engineering support services for the State Route 43/7th Standard Road Roundabout Project; authorize the City to enter into a Memorandum of Understanding with the County of Kern for reimbursement of eligible bidding and construction engineering support costs in an amount not to exceed $70,000, upon final review and approval by the City Attorney; and authorize the City Manager to execute all necessary documents related thereto.

BACKGROUND
The City of Shafter and County of Kern are cooperating on the State Route 43 (Enos Lane)/7th Standard Road Roundabout Project. The City previously entered into a Preliminary Engineering Agreement to provide project engineering and contracted with Parsons Corporation to provide engineering services for the Project. The City ranked and selected Parson Corporation after following a formal Request for Proposal (RFP) process, and evaluations performed by the County of Kern, Cal Trans, and City of Shafter's staff. The original Parsons contract amount is $1,655,140. As the Project advances into bidding and construction, additional consultant services are required for bid support, construction engineering support, and preparation of as-built documents.

Parsons’ cost proposal identifies $62,670 for construction-phase support, consisting of $7,850 for bid support, $43,840 for construction support, and $10,980 for preparation of as-built documents. Also, the utility coordination efforts with PG&E have extended beyond the initially anticipated completion date of December 2025, for which Parsons submitted an estimate of $20,000 increase from the initial cost estimate. Staff recommends authorizing a contract amendment with Parsons in an amount not to exceed $90,000 to provide sufficient authorization for utility coordination, bidding and

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AUTHORIZATION OF CONTRACT AMENDMENT WITH PARSONS CORPORATION

AND MEMORANDUM OF UNDERSTANDING WITH COUNTY OF KERN FOR BIDDING AND CONSTRUCTION SUPPORT SERVICES FOR THE STATE ROUTE 43/7TH

STANDARD ROAD ROUNDABOUT PROJECT
- 2 -
construction support services.

The proposed Memorandum of Understanding (MOU) between the City and County establishes the mechanism for the City to recover these costs from the County. The MOU recognizes the Project as a multi-agency cooperative effort and states that the County bears financial responsibility for construction-phase costs, including associated engineering and support services during construction. Under the MOU, the City will administer the Parsons contract, review and approve Parsons invoices, and submit consolidated, itemized invoices with supporting documentation to the County on a monthly basis. The County will reimburse the City for approved and eligible costs within 60 days after receiving a complete and accurate invoice. The MOU remains effective through completion of the Project and final payment unless terminated earlier by either party upon 60 days' written notice. The MOU is subject to County of Kern approval as well.

The MOU reimbursement amount will be established at $70,000, consistent with the proposed Parsons contract amendment for bid support, construction engineering and preparation of as-built documents and does not include utility coordination efforts.

FISCAL IMPACT
A total of $1.7 million was originally allocated for the Project. The original Parsons contract amount is $1,655,140. Parsons has identified $62,670 in bidding and construction engineering support services. Staff recommends authorizing a contract amendment in an amount not to exceed $90,000 for utility coordination efforts, bidding and construction engineering support.

Under the proposed MOU, Kern County will reimburse the City for actual, reasonable, and allowable Parsons costs associated with bidding, construction engineering, and post construction support only. The City will submit monthly invoices with supporting documentation, and the County will reimburse approved eligible costs within 60 days of receipt of a complete and accurate invoice. The MOU reimbursement amount will be established at $70,000, consistent with the proposed contract amendment. Therefore, eligible expenditures associated with the amendment are anticipated to be reimbursed by County of Kern.

CEQA ANALYSIS
The action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines because the action is limited to authorizing an additional scope of work for the City’s existing engineering consultant for bidding and construction support services and approving an MOU with Kern County for reimbursement of those services. These actions are administrative and contractual in nature and will not, in themselves, result in direct or indirect physical changes to the environment. The planned Project has already been environmentally cleared by Cal Trans in February 2024, and revisions to the scope have been revalidated by the County of Kern and approved by Cal Trans in January 2026.

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AUTHORIZATION OF CONTRACT AMENDMENT WITH PARSONS CORPORATION

AND MEMORANDUM OF UNDERSTANDING WITH COUNTY OF KERN FOR BIDDING AND CONSTRUCTION SUPPORT SERVICES FOR THE STATE ROUTE 43/7TH

STANDARD ROAD ROUNDABOUT PROJECT
- 3 -

APPROVED BY THE CITY ATTORNEY
Yes

ATTACHMENTS

1. SR43 7th Road Roundabout – Parsons Cost Proposal – 240910

2. MOU 7th Standard Road Roundabout Bidding and Construction Support Costs

07.21.26

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7TH STANDARD ROAD

ROUNDABOUT

PROJECT
City of Shafter / September 10, 2024

DESIGN ENGINEERING SERVICES FOR THE

COST PROPOSAL

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9600 Ming Avenue, Suite 310, Bakersfield, CA 93311
Direct: +1 626.831.8712 / parsons.com

COVER LETTER
September 10, 2024
Ravi Pudipeddi
City of Shafter
Engineering Department
336 Pacific Avenue
Shafter, CA 93263
Subject: Cost Proposal for State Route 43 (SR-43) /7th Standard Road Roundabout Project Design Engineering Services Dear Mr. Pudipeddi,
Parsons is pleased to submit our cost proposal within the enclosed file.

We look forward to working with you on this important project. Please contact Project Manager Minerva Rodriguez, PE at 559.917.5109 or Minerva.Rodriguez@parsons. com with any questions.

Thank you,
Minerva Rodriguez, PE, PMP
Project Manager
+1 559.917.5109
[email protected]
Nicole DePuy, PE
Vice President
+1 619.200.4755
[email protected]
Gregory Gharib
Principal-in-Charge
+1 626.831.8712
[email protected]
1 City of Shafter - Design Engineering Services for the 7th Standard Road Roundabout Project Cover Letter

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COST

PROPOSAL
City of Shafter - Design Engineering Services for the 7th Standard Road Roundabout Project Page 189 of 446
SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
Project Manager Project Engineer Senior Engineer Engineer II Eningeer I Senior Planner Project Controls $310.00 $230.00 $180.00 $130.00 $100.00 $220.00 $140.00 1 PROJECT MANAGEMENT AND MEETINGS $156,040.00

1.1 PROJECT MANAGEMENT AND CONTROLS 36 120 156 $27,960.00 $63,000 $90,960.001.2 MEETINGS 72 72 108 252 $49,680.00 $49,680.001.3 QA/QC 20 40 60 $15,400.00 $15,400.00 2 SITE INVESTIGATION $163,300.00

2.1 FIELD/UTILITY SURVEY 4 8 12 24 $4,280.00 $50,000 $54,280.002.2 UTILITY POTHOLING 24 6 $1,540.00 $70,000 $71,540.002.3 GEOTECHNICAL BORINGS/INFILTRATION TESTING 8 8 $2,480.00 $35,000 $37,480.00 3 UTILITY COORDINATION $177,570.00

3.1 REQUEST FOR AS-BUILT LETTERS 3 3 $930.00 $10,370 $11,300.003.2 UPDATE UTILITY BASE MAP 4 4 $1,240.00 $14,010 $15,250.003.3 UTILITY DESIGN COORDINATION 16 16 $4,960.00 $39,750 $44,710.003.4 LIABILITY DETERMINATION & RELOCATION PLAN REQUEST 6 6 $1,860.00 $12,300 $14,160.003.5 NOTICE TO OWNER/UTILITY AGREEMENTS/REPORT OF INVESTIGATION 16 16 $4,960.00 $66,250 $71,210.003.6 PG&SERVICE APPLICATIONS 4 4 $1,240.00 $19,700 $20,940.00 4 RIGHT OF WAY $29,650.00

4.1 RIGHT OF WAY REQUIREMENTS MAP 4 16 50 70 $9,920.00 $9,920.004.2 ACQUISITION SUPPORT 10 25 60 95 $14,850.00 $14,850.004.3 RIGHT OF WAY CERTIFICATION 4 8 10 22 $4,880.00 $4,880.00 5 ENVIRONMENTAL $20,700.00

5.1 ENVIRONMENTAL REVALIDATION & ECR COMPLIANCE 10 80 90 $20,700.00 $20,700.00 6 FINAL DESIGN $1,045,210.00

6.1 GEOMETRIC APPROVAL DRAWING
GEOMETRIC APPROVAL DRAWING 3 12 20 40 75 $11,290.00 $11,290.00 FASTEST PATH ANALYSIS 1 5 8 30 44 $6,800.00 $6,800.00TRUCK TURN EXHIBITS 1 5 6 15 27 $4,040.00 $4,040.00SIGHT DISTANCE EXHIBITS 1 5 16 22 $3,540.00 $3,540.00NONSTANDARD FEATURE LIST/DIB 78 CHECKLIST 1 5 8 8 22 $3,700.00 $3,700.00TRAFFIC ANALYSIS 2 6 15 30 50 103 $13,600.00 $13,600.00

6.2 30% PS&E (64 PLANS)
PLANS 15 40 180 275 400 910 $122,000.00 $30,190 $152,190.00 COST ESTIMATE 1 5 8 16 30 60 $7,980.00 $7,980.00STORM WATER DATA REPORT 1 5 12 24 36 78 $10,340.00 $10,340.00DRAINAGE REPORT 1 5 8 18 36 68 $8,840.00 $8,840.00DESIGN STANDARD DECISION DOCUMENT 2 8 16 24 30 80 $11,460.00 $11,460.00

6.3 60% PS&E
PLANS (192 PLANS) 30 90 220 520 1050 1910 $242,200.00 $26,050 $268,250.00 COST ESTIMATE 2 4 8 16 30 60 $8,060.00 $8,300 $16,360.00 TASK
NO.

TASK DESCRIPTIONS ODCs SUBTOTAL

PARSONS
Parsons Subtotal
TOTAL Parsons Total
Hours

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SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
UNCHECKED SPECIAL PROVISIONS PECIFICATIONS 2 9 16 20 47 $7,570.00 $7,570.00NONSTANDARD SPECIAL PROVISION LIST 1 2 4 4 11 $1,890.00 $1,890.00STORM WATER DATA REPORT 1 3 9 16 28 57 $7,500.00 $7,500.00TRANSPORTATION MANAGEMENT PLAN 2 8 24 40 74 $11,980.00 $11,950 $23,930.00DRAINAGE REPORT 1 3 6 15 30 55 $7,030.00 $7,030.00LIFE CYCLE OST ANALYSIS 1 7 12 22 28 70 $9,740.00 $9,740.00DESIGN STANDARD DECISION DOCUMENT 2 5 12 16 20 55 $8,010.00 $8,010.00MATERIALS REPORT 5 5 $1,550.00 $18,000 $19,550.00

6.4 90% PS&E
PLANS (192 PLANS) 15 60 180 375 875 1505 $187,100.00 $14,495 $201,595.00 SPECIAL PROVISIONS 2 5 14 15 36 $5,790.00 $3,860 $9,650.00COST ESTIMATE 2 3 6 10 24 45 $6,090.00 $6,090.00STORM WATER DATA REPORT 1 2 6 12 26 47 $6,010.00 $6,010.00TRANSPORTATION MANAGEMENT PLAN 2 5 12 34 53 $8,350.00 $7,800 $16,150.00DRAINAGE REPORT 1 2 5 12 26 46 $5,830.00 $5,830.00LIFE CYCLE OST ANALYSIS 1 5 10 16 20 52 $7,340.00 $7,340.00DESIGN STANDARD DECISION DOCUMENT 1 5 10 14 18 48 $6,880.00 $6,880.00MATERIALS REPORT 2 2 $620.00 $8,000 $8,620.00

6.5 100% PS&E
PLANS (192 PLANS) 8 20 80 170 380 658 $81,580.00 $7,215 $88,795.00 SPECIAL PROVISIONS 1 3 10 14 28 $4,200.00 $1,680 $5,880.00COST ESTIMATE 1 2 4 5 12 24 $3,340.00 $3,340.00STORM WATER DATA REPORT 2 3 8 16 29 $3,640.00 $3,640.00TRANSPORTATION MANAGEMENT PLAN 3 6 20 29 $4,370.00 $5,150 $9,520.00DRAINAGE REPORT 2 4 8 14 28 $3,620.00 $3,620.00LIFE CYCLE OST ANALYSIS 3 8 12 18 41 $5,490.00 $5,490.00DESIGN STANDARD DECISION DOCUMENT 3 8 12 15 38 $5,190.00 $5,190.00MATERIALS REPORT 1 1 $310.00 $4,000 $4,310.00

6.6 RTL PS&E
PS&E APPROVAL 5 15 30 60 80 190 $26,200.00 $26,200.00
RESIDENT ENGINEER FILE 1 2 8 20 31 $4,210.00 $4,210.00EARTHWORK CROSS SECTIONS 2 4 10 30 60 106 $13,240.00 $13,240.00 7 CONSTRUCTION SUPPORT $62,670.00

7.1 BID SUPPORT 5 10 40 55 $7,850.00 $7,850.007.2 CONSTRUCTION SUPPORT 32 64 192 288 $43,840.00 $43,840.007.3 AS-BUILTS 2 4 8 80 94 $10,980.00 $10,980.00 TOTAL HOURS : 380 629 1024 1876 4030 80 120 7671TOTAL LABOR : $117,800 $144,670 $184,320 $243,880 $403,000 $17,600 $16,800 $1,128,070 $527,070 $1,655,140 Unit Unit Price Total
LS $35,000 $35,000LS $30,000 $30,000LS $50,000 $50,000LS $70,000 $70,000LS $197,380 $197,380LS $91,790 $91,790LS $24,900 $24,900LS $25,000 $25,000LS $3,000 $3,000 Total $527,070
ODCs
Geotechnical Borings - EMI (Tasks 2.3)
Materials Report - EMI (Task 6)
Field/Utility Survey - DPSI (Task 2.3)
Utility Potholing (Task 2.2)
Item
Utility Coordination - TYLIN (Task 3)
Utility Plans and Specifications - TYLIN (Task 6)
TMP - V&A (Task 6)
Travel (Task 1.1)
Printing (Task 1.1)
TOTAL $1,655,140

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SR 43/7th STANDARD ROUNDABOUT COST PROPOSAL
Project Manager Project Engineer Senior Engineer Engineer II Eningeer I Senior Planner Project Controls $310.00 $230.00 $180.00 $130.00 $100.00 $220.00 $140.00 O OPTIONAL SERVICES $200,000.00
O.1 AS-NEEDED ADDITIONAL SERVICES (SEE ASSUMPTION 23) 75 125 200 400 600 1400 $200,000.00 TOTAL HOURS : 75 125 200 400 600TOTAL LABOR : $23,250 $28,750 $36,000 $52,000 $60,000 $200,000 17) Right of way base map to be prepared by others.3) 20 Potholes are assumed.4) Includes 8 borings to a depth of 10 feet and two infiltration tests1) RTL will be completed by January 202612) Electrical includes lighting, temporary lights, and flashing beacon.13) The following sheets will be 1'=20": layout sheets, construction details, contour grading, signs, pavement delineation and traffic handling.6) Drainage will use ditches at toe of slope using over sided drains. Existing cross culverts will be extended.7) DSDDs will include up to 4 nonstandard features.8) Transportation Management Plan assumes detours will be nonsignificant delays (less than 15 minutes) and a minor TMP.5) Pavement design includes 20 year and 40 year flexible pavement alternatives and 40 year rigid pavement. Pavement rehabilitation is not included. A Geotechnical Design Report will not be needed.15) Elevations will be shown on construction details and profiles and superelevation diagram sheets are assumed not needed.16) Traffic Analysis will utilize existing volumes. Analysis will use Sidra to determine what year a single lane roundabout will operate at an acceptable level.11) 4 Stages are assumed.14) Other sheets will be 1'=50".9) ECR Compliance includes verifying compliance for Environmental Certification.10) The following plans are assumed: Title Sheet (1), Typical Cross Sections (6), Key Map/Line Index (1), Layout Sheets (7), Construction Details (18), Contour Grading Sheets (7), Temporary Water Pollution Control Plans and Quantities (8 Sheets), Erosion Control Sheets and Quantities (8), Drainage Plans, Profiles, Details, and Quantities (6 Sheets), Utility Plans (8 Sheets), Construction Area Signs (1 Sheet), Stage Construction, Detour, Traffic Handling Plans, and Quantities (54 Sheets), Summary of Quantity Sheets (5 Sheets), Pavement Delineation Sheets, Details, and Quantities (12 Sheets), Sign Sheets, Details, and Quantities (10 Sheets), Electrical Sheets, Details, and Quantities (8 Sheets)Assumptions:
2) Survey includes cross sections at 25 feet within project limits and survey of existing above ground utilities.18) 8 nonstandard special provisions are assumed.19) Assumes Shafter will AAA construction phase.20) Construction Will Be 8 months.21) Assumes 1 PDT meeting a month and 1 focus meeting.22) Planting and Irrigation is not included.

TOTAL OPTIONAL $200,000
23) Additional items including traffic analysis, permit approvals, design, environmental, construction support beyond the effort identified above could be performed under optional services below.

TASK
NO.

TASK DESCRIPTIONS

PARSONS
ODCs SUBTOTAL TOTAL
Total Hours
Parsons Subtotal

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MEMORANDUM OF UNDERSTANDING

BY AND BETWEEN THE COUNTY OF KERN AND THE CITY OF SHAFTER THIS MEMORANDUM OF UNDERSTANDING ("MOU") is entered into this [Day] day of [Month], [Year], by and between the COUNTY OF KERN ("County") and the CITY OF SHAFTER ("City") (collectively, the "Parties").

1. RECITALS
WHEREAS, the Parties are cooperating to deliver a roundabout project at the intersection of State Route 43 (Enos Lane) and 7th Standard Highway in Bakersfield, CA (the "Project"); and
WHEREAS, the City has entered into a Preliminary Engineering Agreement to provide project engineering for the Project; and
WHEREAS, pursuant to the aforementioned Engineering Agreement, the City has contracted with Parsons Corporation to provide Bidding and Construction Engineering Support services; and
WHEREAS, this is a multi-agency cooperative effort, with the County bearing the financial responsibility for the construction phase costs, including associated engineering and support services during construction; and
WHEREAS, the Parties wish to define the mechanism by which the City may invoice the County, and the County will reimburse the City, for the Parsons Corporation Bidding and Construction Engineering Support expenses.

2. PURPOSE
The purpose of this MOU is to establish the administrative procedures, financial responsibilities, and invoicing protocols to allow the City to invoice the County for the eligible Bidding and Construction Engineering Support services provided by Parsons Corporation.

3. RESPONSIBILITIES OF THE PARTIES

3.1 The City of Shafter
• Shall manage the underlying contract with Parsons Corporation for Bidding and Construction Engineering Support services.
• Shall review and approve all invoices submitted by Parsons Corporation for services rendered during the Project's bidding and construction phase.

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• Shall submit consolidated, itemized invoices to the County, accompanied by supporting documentation (e.g., copies of Parsons Corporation’s invoices, timesheets, and proof of payment) in an amount not to exceed $[amount].

3.2 The County of Kern
• Shall review the City's submitted invoices for eligibility and compliance with this MOU.
• Shall reimburse the City for approved and eligible Bidding and Construction Engineering Support costs within 60 days of receipt of a complete and accurate invoice.

4. INVOICING AND PAYMENT PROCEDURES

4.1 Invoice Frequency: The City shall submit invoices to the County on a monthly basis.

4.2 Eligible Costs: Reimbursable costs shall be limited to actual, reasonable, and allowable costs incurred by Parsons Corporation for Bidding and Construction Engineering Support as approved by the City.

4.3 Invoice Submission: Invoices shall be directed to:

COUNTY OF KERN
Name: Salvador Gomez
Title: Assistant Director, Public Works
Email: [email protected]
Phone: (661) 862-8846

5. TERM AND TERMINATION
This MOU shall become effective upon the date of the last signature affixed below and shall remain in effect until the completion of the Project and final payment is rendered, or until terminated by either Party. Either Party may terminate this MOU without cause by providing 60 days written notice to the other Party. Upon termination, the County shall reimburse the City for all eligible expenses incurred by Parsons Corporation prior to the effective date of termination.

6. INDEMNIFICATION AND INSURANCE
The City and County shall each defend, indemnify, and hold harmless the other party, its officers, officials, employees, and volunteers from any and all claims, injuries, damages, losses, or suits including attorney fees, arising out of or in connection with the performance of this MOU, except for injuries and damages caused by the sole negligence or willful misconduct of the other party.

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7. AUTHORIZED REPRESENTATIVES
The following individuals are designated as the representatives of the Parties for all matters relating to this MOU:

COUNTY OF KERN
Name: Joshua Champlin
Title: Director, Public Works
Email: [email protected]
Phone: (661) 862-8844

CITY OF SHAFTER
Name:

Title:

Email:

Phone:

IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum of Understanding as of the date first written above.

COUNTY OF KERN
By: ___________________________
Name: Joshua Champlin
Title: Director, Public Works
Date:

CITY OF SHAFTER
By: ___________________________
Name:

Title:

Date:

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Kyle Ditty, Administrative Analyst II, Luz Nieto, Transit Supervisor SUBJECT: LOW CARBON TRANSIT OPERATIONS PROGRAM AND

EXECUTION OF SYSTEM-WIDE FREE FARES TO SHAFTER
RESIDENTS AND GENERAL PUBLIC FOR FISCAL YEAR 2025-
2026

RECOMMENDATION
Council find the action is not defined as a “project” per Section 15378(b)(4) of the CEQA Guidelines; and adopt Resolution No. 3118, a Resolution of the City Council of the City of Shafter authorizing the execution of the Certifications and Assurances and authorized agent forms for the Low Carbon Transit Operations Program (LCTOP) and the following project: System-wide free fares to Shafter residents and the general public.

BACKGROUND
The Low Carbon Transit Operations Program (LCTOP) is part of the Transit, Affordable Housing, and Sustainable Communities Program established by the California Legislature through Senate Bill 862 (SB 862) in 2014. LCTOP provides operating and capital assistance to transit agencies with the goal of reducing greenhouse gas emissions and improving mobility, particularly for disadvantaged communities.

Eligible LCTOP projects typically include new or expanded bus or rail services, expanded intermodal transit facilities, and the acquisition of vehicles and equipment.

Funds may also support fueling, maintenance, and other operational costs associated with these services. Agencies whose service areas include disadvantaged communities must invest at least 50 percent of their LCTOP funding into projects that directly benefit those communities.

Senate Bill 852 (Statutes of 2014) initially appropriated $25 million for LCTOP during the 2014–2015 funding year. Senate Bill 862 further provided for the continuous appropriation of five percent of annual auction proceeds from the Greenhouse Gas Reduction Fund to support LCTOP projects, including the funding year 2025–2026.

On April 21, 2026, the City Council previously authorized the City's FY2025-2026 LCTOP Cycle A allocation of $40,155 for the City's fare reduction program. Subsequent to that action, the City received an additional Cycle B allocation of $26,807. Staff is therefore returning to the City Council to authorize the combined Cycle A and Cycle B

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LOW CARBON TRANSIT OPERATIONS PROGRAM AND EXECUTION OF SYSTEM-WIDE FREE FARES TO SHAFTER RESIDENTS AND GENERAL PUBLIC FOR FISCAL YEAR 2025-2026 - 2 -
allocation of $66,962 for the system-wide free fare program.

For the 2025–2026 grant program year, the City of Shafter is eligible to receive from Cycle A funding a total allocation of $40,155, comprised of $39,484 from the PUC Section 99313 population-based formula and $671 from the PUC Section 99314 revenue-based formula. For Cycle B a total allocation of $26,807, comprised of $26,377 from the PUC Section 99313 population-based formula and $430 from the PUC Section 99314 revenue-based formula.

Staff has identified a community need to use these funds to provide free bus fare transit services. Adoption of the attached Council resolution is required to authorize the use of the LCTOP allocation for this purpose.

Specifically, the resolution authorizes the use of $66,962 in LCTOP funds to implement system-wide free fares to Shafter residents and the general public.

FISCAL IMPACT
If awarded, the $66,962 FY2025-2026 LCTOP allocation will be incorporated into the City’s Fiscal Year 2026-2027 budget to support system-wide free transit fares to Shafter residents and the general public.

CEQA ANALYSIS
The action is not defined as a “project” per Section 15378(b)(4) of the CEQA Guidelines because the action is approval of a system-wide free fare program using up to $66,962 in LCTOP funds and, therefore, is the creation of a governmental funding mechanism or other fiscal activity that does not involve any commitment to a specific project that can result in a potentially significant impact and is not subject to CEQA.

APPROVED BY THE CITY ATTORNEY
No

ATTACHMENTS

1. Resolution No. 3118

2. FY-25-26_AR_Signature_Pages LCTOP

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RESOLUTION NO. 3118

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SHAFTER

AUTHORIZING THE EXECUTION OF THE CERTIFICATIONS AND ASSURANCES

AND AUTHORIZED AGENT FORMS FOR THE LOW CARBON TRANSIT
OPERATIONS PROGRAM (LCTOP) AND THE FOLLOWING PROJECT: SYSTEMWIDE FREE FARES TO SHAFTER RESIDENTS AND GENERAL PUBLIC WHEREAS, the City of Shafter is an eligible project sponsor and may receive state funding from the Low Carbon Transit Operations Program (LCTOP) for transit projects; and WHEREAS, the statutes related to state-funded transit projects require a local or regional implementing agency to abide by various regulations; and WHEREAS, Senate Bill 862 (2014) named the Department of Transportation (Department) as the administrative agency for the LCTOP; and WHEREAS, the Department has developed guidelines for the purpose of administering and distributing LCTOP funds to eligible project sponsors (local agencies); and WHEREAS, the City of Shafter wishes to delegate authorization to execute these documents and any amendments thereto to Lance Lippincott, City Manager; and Isarel PerezHernandez, Finance Deputy Director WHEREAS, the City of Shafter wishes to implement the following LCTOP project(s) listed above,
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Shafter that the fund recipient agrees to comply with all conditions and requirements set forth in the Certification and Assurances and the Authorized Agent documents and applicable statutes, regulations and guidelines for all LCTOP funded transit projects.

NOW THEREFORE, BE IT FURTHER RESOLVED that the City Manager and Finance Deputy Director shall be authorized to execute all required documents of the LCTOP program and any Amendments thereto with the California Department of Transportation.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Shafter that it hereby authorizes the submittal of the following project nomination(s) and allocation request(s) to the Department in FY 2026-2027 LCTOP funds:

List project(s), including the following information:

1. Project Name: System-wide free fares to Shafter residents and general public Amount of LCTOP Funds Requested: $66,962 (Cycle A Funding: $40,155 & Cycle B Funding $26,807)
Short Description of Project: Provide free Transportation Transit Fares to the City of Shafter Service Areas
Benefit to a Priority Populations: Provide low cost public transit services and reduced GHG emissions in a Disadvantaged and Low Income community

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Shafter City Council Resolution No. 3118
October 6, 2026

Page 2 ends

Amount to Benefit Priority Populations: 100%
Contributing Sponsors: Kern Council of Governments
PASSED AND ADOPTED THIS 6TH DAY OF OCTOBER, 2026
_______________________________________
Chad Givens, Mayor
ATTEST:
_______________________________________
Yazmina Pallares, City Clerk
APPROVED AS TO FORM:
_______________________________________
Marco A. Martinez, City Attorney

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FY 2025-2026 LCTOP
Authorized Agent
AS THE Mayor
(Chief Executive Officer/Director/President/Secretary)
OF THE City of Shafter
(Name of County/City/Transit Organization)
I hereby authorize the following individual(s) to execute for and on behalf of the named Regional Entity/Transit Operator, any actions necessary for the purpose of obtaining Low Carbon Transit Operations Program (LCTOP) funds provided by the California Department of Transportation, Division of Local Assistance. I understand that if there is a change in the authorized agent, the project sponsor must submit a new form. This form is required even when the authorized agent is the executive authority himself. I understand the Board must provide a resolution approving the Authorized Agent. The Board Resolution appointing the Authorized Agent is attached.

Lance Lippincott, City Manager OR
(Name and Title of Authorized Agent)
Isarel Perez-Hernandez, Finance Deputy Director OR
(Name and Title of Authorized Agent)
Click here to enter text. OR
(Name and Title of Authorized Agent)
Click here to enter text. OR
(Name and Title of Authorized Agent)
Chad Givens Mayor
(Print Name) (Title)
(Signature)
Approved this 6
day
of October , 2026

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FY 2025-2026 LCTOP
Certifications and Assurances
Lead Agency: City of Shafter
Project Title: System-wide free fares to Shafter residents and general public Prepared by: Kyle Ditty
The California Department of Transportation (Caltrans) has adopted the following Certifications and Assurances for the Low Carbon Transit Operations Program (LCTOP).

As a condition of the receipt of LCTOP funds, Lead Agency must comply with these terms and conditions.

A. General

1. The Lead Agency agrees to abide by the current LCTOP Guidelines and applicable legal requirements.

2. The Lead Agency must submit to Caltrans a signed Authorized Agent form designating the representative who can submit documents on behalf of the project sponsor and a copy of the board resolution appointing the Authorized Agent.

B. Project Administration

1. The Lead Agency certifies that required environmental documentation is complete before requesting an allocation of LCTOP funds. The Lead Agency assures that projects approved for LCTOP funding comply with Public Resources Code § 21100 and § 21150.

2. The Lead Agency certifies that a dedicated bank account for LCTOP funds only will be established within 30 days of receipt of LCTOP funds.

3. The Lead Agency certifies that when LCTOP funds are used for a transit capital project, that the project will be completed and remain in operation for its useful life.

4. The Lead Agency certifies that it has the legal, financial, and technical capacity to carry out the project, including the safety and security aspects of that project.

5. The Lead Agency certifies that they will notify Caltrans of pending litigation, dispute, or negative audit findings related to the project, before receiving an allocation of funds.

6. The Lead Agency must maintain satisfactory continuing control over the use of project equipment and facilities and will adequately maintain project equipment and facilities for the useful life of the project.

7. Any interest the Lead Agency earns on LCTOP funds must be used only on approved LCTOP projects.

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FY 2025-2026 LCTOP

8. The Lead Agency must notify Caltrans of any changes to the approved project with a Corrective Action Plan (CAP).

9. Under extraordinary circumstances, a Lead Agency may terminate a project prior to completion. In the event the Lead Agency terminates a project prior to completion, the Lead Agency must (1) contact Caltrans in writing and follow-up with a phone call verifying receipt of such notice; (2) pursuant to verification, submit a final report indicating the reason for the termination and demonstrating the expended funds were used on the intended purpose; (3) submit a request to reassign the funds to a new project within 180 days of termination.

C. Reporting

1. The Lead Agency must submit the following LCTOP reports:
a. Annual Project Activity Reports October 30th each year. b. A Close Out Report within six months of project completion. c. The annual audit required under the Transportation Development Act (TDA), to verify receipt and appropriate expenditure of LCTOP funds. A copy of the audit report must be submitted to Caltrans within six months of the close of the year (December 31) each year in which LCTOP funds have been received or expended.
d. Project Outcome Reporting as defined by CARB Funding Guidelines. e. Jobs Reporting as defined by CARB Funding Guidelines.

2. Other Reporting Requirements: CARB develops and revises Funding Guidelines that will include reporting requirements for all State agencies that receive appropriations from the Greenhouse Gas Reduction Fund. Caltrans and project sponsors will need to submit reporting information in accordance with CARB’s Funding Guidelines, including reporting on greenhouse gas reductions and benefits to disadvantaged communities.

D. Cost Principles

1. The Lead Agency agrees to comply with Title 2 of the Code of Federal Regulations 225 (2 CFR 225), Cost Principles for State and Local Government, and 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

2. The Lead Agency agrees, and will assure that its contractors and subcontractors will be obligated to agree, that:
a. Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allow ability of individual project cost items and

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FY 2025-2026 LCTOP
b. Those parties shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. Every sub-recipient receiving LCTOP funds as a contractor or sub-contractor shall comply with
Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

3. Any project cost for which the Lead Agency has received funds that are determined by subsequent audit to be unallowable under 2 CFR 225, 48 CFR, Chapter 1, Part 31 or 2 CFR, Part 200, are subject to repayment by the Lead Agency to the State of California (State). All projects must reduce greenhouse gas emissions, as required under Public Resources Code section 75230, and any project that fails to reduce greenhouse gases shall also have its project costs submit to repayment by the Lead Agency to the State. Should the Lead Agency fail to reimburse moneys due to the State within thirty (30) days of demand, or within such other period as may be agreed in writing between the Parties hereto, the State is authorized to intercept and withhold future payments due the Lead Agency from the State or any third-party source, including but not limited to, the State Treasurer and the State Controller.

A. Record Retention

1. The Lead Agency agrees and will assure that its contractors and subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate incurred project costs and matching funds by line item for the project.

The accounting system of the Lead Agency, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles (GAAP) and enable the determination of incurred costs at interim points of completion. All accounting records and other supporting papers of the Lead Agency, its contractors and subcontractors connected with LCTOP funding shall be maintained for a minimum of three (3) years after the “Project Closeout” report or final Phase 2 report is submitted (per CARB Funding Guidelines, Vol. 3, page 3.A-16), and shall be held open to inspection, copying, and audit by representatives of the State and the California State Auditor.

Copies thereof will be furnished by the Lead Agency, its contractors, and subcontractors upon receipt of any request made by the State or its agents. In conducting an audit of the costs claimed, the State will rely to the maximum extent possible on any prior audit of the Lead Agency pursuant to the provisions of federal and State law. In the absence of such an audit, any acceptable audit work performed by the Lead Agency’s external and internal auditors may be relied upon and used by the State when planning and conducting additional audits.

2. For the purpose of determining compliance with Title 21, California Code of Regulations, Section 2500 et seq., when applicable, and other matters connected with

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FY 2025-2026 LCTOP
the performance of the Lead Agency’s contracts with third parties pursuant to Government Code § 8546.7, the project sponsor, its contractors and subcontractors and the State shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times during the entire project period and for three (3) years from the date of final payment. The State, the California State Auditor, or any duly authorized representative of the State, shall each have access to any books, records, and documents that are pertinent to a project for audits, examinations, excerpts, and transactions, and the Lead Agency shall furnish copies thereof if requested.

3. The Lead Agency, its contractors and subcontractors will permit access to all records of employment, employment advertisements, employment application forms, and other pertinent data and records by the Civil Rights Department, or any other agency of the State of California designated by the State, for the purpose of any investigation to ascertain compliance with this document.

F. Special Situations
Caltrans may perform an audit and/or request detailed project information of the project sponsor’s LCTOP funded projects at Caltrans’ discretion at any time prior to the completion of the LCTOP.

I certify all these conditions will be met.

Isarel Perez-Hernandez Finance Deputy Director
(Print Authorized Agent) (Title)
(Signature) (Date)

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Alex Gonzalez, Public Works Director
SUBJECT: RESOLUTION OF INTENTION INITIATING PROCEEDINGS FOR THE FORMATION OF COMMUNITY FACILITIES DISTRICT NO.
0817

RECOMMENDATION
Council find the action is not a “project” as defined by Section 15378(b)(2) of the CEQA Guidelines; and adopt Resolution No. 3119, a Resolution of the City Council of the City of Shafter, California Declaring its Intention to Establish Proposed City of Shafter Community Facilities District No. 0817 (“CFD”) to authorize the levy of a special tax within the CFD (Pursuant to the Mello-Roos Community Facilities Act of 1982, as amended).

BACKGROUND
The project, known as Mission Lakes, is located in proposed Tract 7461 owned by Lennar Homes of California, LLC and includes approximately 82.53 gross acres. The proposed development will include 281 residential units. The project was conditioned to create a maintenance district to provide funds to maintain parks, landscaping, parkways, trails, median islands, public lighting and street lights to be included within the tract development and it was determined that a maintenance community facilities district would be utilized for this purpose. With the assistance of the City’s special tax consultant, Koppel & Gruber Public Finance, a Rate and Method of Apportionment (RMA) was created for the proposed CFD which determined how the properties located within the boundaries of the CFD will be charged and the annual special tax charges. In addition, an analysis of the maintenance costs was completed to determine the special tax rates. This analysis determined annual operation and maintenance costs of $143,563 in Fiscal Year 2026-27 dollars for the proposed improvements. These costs are proposed to be spread amongst the 281 proposed residential lots in the CFD.

Based upon the maintenance costs, the special tax charge per lot as of Fiscal Year 2026-27 is $510.90. The property will be subject to the special tax effective Fiscal Year 2027-28. Similar to the City’s landscape and lighting district, the CFD special tax rates will be subject to a consumer price index increases of up to 4.0% if deemed necessary each year starting in Fiscal Year 2027-2028.

With the completion of the RMA and a CFD Boundary Map, Council is now in position to begin the CFD formation process which entails adopting a resolution of intention. At the Council’s November 17, 2026 meeting, Council will hold a public hearing and

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RESOLUTION OF INTENTION INITIATING PROCEEDINGS FOR THE FORMATION OF COMMUNITY FACILITIES DISTRICT NO. 0817
- 2 -
conduct a special election so the affected property owners can vote on the proposed CFD and annual special tax levy. Staff does not anticipate any complications with the voting process as, Lennar Homes of California, LLC is the sole landowner of all the property within the proposed boundaries of the CFD and their participation enables them to comply with the City’s conditions of approval for the development. The adoption of the resolution of intention schedules the required public hearing on the proposed CFD at the City Council’s November 17, 2026 meeting.

Resolution No. 3119 has been prepared for the City Council to start the CFD formation process, and sets the public hearing date.

FISCAL IMPACT
There is no fiscal impact with this item because developer provided a deposit to cover the CFD formation costs. The CFD would begin collecting special taxes effective Fiscal Year 2027-28 and the costs of the ongoing administration will be paid for through the levy of the special taxes.

CEQA ANALYSIS
This action has been reviewed per the authority and criteria contained in the California Environmental Quality Act (CEQA), the State and local CEQA Guidelines, and the City's environmental regulations. The City, acting as the lead agency, determined that the resolution is not subject to CEQA pursuant to Sections 15060(c)(2), 15060(c)(3), and 15061(b)(3) of the State CEQA Guidelines, because it will not result in a direct or reasonably foreseeable indirect physical change to the environment as there is no possibility that the action would result in a significant environmental impact, and because it does not constitute a “project” as defined in Section 15378 of the State CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3.

APPROVED BY THE CITY ATTORNEY
Yes

ATTACHMENTS

1. Resolution No. 3119

2. Exhibit A of Resolution No. 3119 - Rate Method of Apportionment

3. CFD 0817 Boundary Map

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RESOLUTION NO. 3119

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SHAFTER,

CALIFORNIA DECLARING ITS INTENTION TO ESTABLISH PROPOSED CITY OF SHAFTER COMMUNITY FACILITIES DISTRICT NO. 0817 AND TAKING OTHER

ACTIONS RELATED THERETO
WHEREAS, the City Council of the City of Shafter (the “City Council”) has received a written petition from the owner of certain real property within the City of Shafter (the “City”) requesting that the City Council initiate proceedings for the formation of a community facilities district pursuant to Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code, as amended, commonly known as the “Mello-Roos Community Facilities Act of 1982,” (the “Act”) for the purpose of providing certain services which are necessary to meet increased demands placed upon the City as a result of the development of said real property, and agreeing to the annual levy of special taxes on said property sufficient to pay the costs of such services and costs incidental thereto; and WHEREAS, Section 53313 of the Act provides that a community facilities district may be established to finance certain types of services, including but not limited to (a) maintenance and lighting of parks, parkways, streets, roads and open space; (b) maintenance of recreational facilities, and (c) any other services authorized to be financed pursuant to the Act; and WHEREAS, pursuant to Section 53320 of the California Government Code, the City Council is required upon receiving such a written petition to adopt a resolution of intention to establish a community facilities district; and
WHEREAS, having received such petition from the property owner, it is appropriate that the City Council adopt a resolution of intention to establish the proposed community facilities district.

NOW, THEREFORE, IT IS HEREBY RESOLVED by the City Council of the City of Shafter as follows:

Section 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this reference.

Section 2. Proposed District. A community facilities district is proposed to be established under the terms of Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code, as amended, commonly known as the “Mello-Roos Community Facilities Act of 1982.” The name proposed for the community facilities district is “City of Shafter Community Facilities District No. 0817, County of Kern, State of California.” Section 3. Description and Map of Boundaries. The boundaries of the territory proposed for inclusion in the proposed community facilities district are described and shown on the map entitled “Proposed Boundaries of City of Shafter Community Facilities District No. 0817, County of Kern, State of California,” which is on file with the City Clerk. Said map is approved and, pursuant to Section 3110 of the California Streets and Highways Code, the City Clerk shall, after complying with the other requirements of Section 3111 of said Code, record the original of said map in their office, and not later than fifteen (15) days prior to the date of the public hearing set

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forth in Section 8 hereof shall file a copy of said boundary map with the County Recorder of the County of Kern.

Section 4. Types of Services; Incidental Expenses. It is proposed that the proposed community facilities district shall provide and finance (a) maintenance, landscaping, and lighting of parks, parkways, trails, streets, roads and open space; (b) maintenance of recreational facilities, and (c) any other services authorized to be financed pursuant to the Act. The proposed community facilities district shall also finance costs associated with the determination of the amount of and the levy and collection of special taxes which are levied to provide such services and costs otherwise incurred in order to carry out the authorized purposes of the community facilities district.

Section 5. Special Taxes. Except where funds are otherwise available, special taxes sufficient to pay the costs of the services provided for in Section 4 above and the annual administrative expenses of the City and the proposed community facilities district in determining, apportioning, levying and collecting such special taxes, shall be annually levied within the proposed community facilities district. Pursuant to Section 53340 of the California Government Code, the special taxes shall be collected in the same manner as ordinary ad valorem property taxes are collected and shall be subject to the same penalties and the same procedure, sale, and lien priority in case of delinquency as is provided for ad valorem taxes. However, under no circumstances shall the special tax levied against any parcel used for private residential purposes subject to the levy of the special tax pursuant to the rates and method of apportionment be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within the community facilities district by more than ten (10) percent above the amount that would have been levied in that fiscal year had there never been any such delinquencies or default. The rate and method of apportionment of said special taxes shall be as set forth in Exhibit “A” attached hereto and by this reference made a part hereof.

Section 6. Exempt Properties. Pursuant to Section 53340 of the California Government Code, properties of entities of the state, federal, and local governments shall be exempt from the levy of special taxes of the proposed community facilities district.

Section 7. Necessity. The City Council finds that the services described in Section 4 hereof are necessary to meet increased demands placed upon the City as a result of development occurring within the boundaries of the proposed community facilities district.

Section 8. Hearing on Formation. A public hearing on the formation of the proposed community facilities district shall be held at 6:00 p.m. on November 17, 2026, at City Hall located at 336 Pacific Avenue, Shafter, California 93263.

Section 9. Notice. The City Clerk shall publish a notice of the time and place of said hearing as required by Section 53322 of the California Government Code, and shall also give notice of the time and place of said hearing by first-class mail to each registered voter and to each landowner within the proposed community facilities district as prescribed by Section 53322.4 of said Code. Said notice shall be published at least seven (7) days and mailed at least fifteen (15) days before the date of the hearing, and shall contain the information required by said Section 53322.

Section 10. Report. The officers of the City who are responsible for providing the proposed types of services to be provided within and financed by the proposed community

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facilities district, if it is established, are hereby directed, pursuant to the requirements of Section 53321.5 of the California Government Code to study the proposed community facilities district and, at or before the time of said hearing, file or cause to be filed a report with the City Council containing a brief description of the services by type, which will in their opinion be required to adequately meet the needs of the proposed community facilities district and an estimate of the fair and reasonable cost of providing those services and the incidental expenses to be incurred in connection therewith. All such reports shall be made a part of the record of the hearing to be held pursuant to Section 8 hereof.

Section 11. Annexation of Territory. Other property within the boundaries of the City may be annexed into the community facilities district upon the condition that parcels within that territory may be annexed only with the unanimous approval of the owner or owners of each parcel at the time that parcel or those parcels are annexed.

Section 12. Description of Voting Procedures. The voting procedures to be followed in conducting the special election on the proposition with respect to the levy of special taxes on the land within the community facilities district to pay the costs of providing the services to be provided by the community facilities district, if the community facilities district is established and such special election (the “special election”) is held, shall be as follows:
(a) If at least twelve (12) persons have been registered to vote within the territory of the proposed community facilities district for each of the ninety (90) days preceding the close of the public hearing, the vote in the special election shall be by the registered voters of the proposed community facilities district with each voter having one vote. In that event, the special election shall be conducted by the City Clerk, and shall be held on a date selected by the City Council in conformance with the provisions of Section 53326 of the California Government Code and pursuant to the provisions of the California Elections Code governing elections of cities, insofar as they may be applicable, and pursuant to said Section 53326 the ballots for the special election shall be distributed to the qualified electors of the community facilities district by mail with return postage prepaid or by personal service, and the special election shall be conducted as a mail ballot election pursuant to Division 4 (commencing with Section 4000) of the California Elections Code. (b) If twelve (12) persons have not been registered to vote within the territory of the proposed community facilities district for each of the ninety (90) days preceding the close of the public hearing, and pursuant to Section 53326 of the California Government Code, the vote is therefore to be by the landowners of the proposed community facilities district, with each landowner of record at the close of the public hearing having one vote for each acre or portion of an acre of land that he or she owns within the proposed community facilities district, the special election shall be conducted by the City Clerk as follows:
(1) The special election shall be held on the earliest date, following the adoption by the City Council of the resolution of formation establishing the community facilities district pursuant to Section 53325.1 of said Code, and a resolution pursuant to Section 53326 of said Code submitting the propositions with respect to (i) the levy of special taxes to pay the costs of providing the services to be provided by the community facilities district, and (ii) establishing of an appropriations limit therefor to the qualified electors of the proposed community facilities district, upon which such elections can be held pursuant to said Section 53326 which may be selected by the City Council, or such earlier date as the owners of land within the proposed community facilities district and the City Clerk agree and concur is acceptable.

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(2) Pursuant to said Section 53326, the special election may be held earlier than ninety (90) days following the close of the public hearing if the qualified electors of the community facilities district waive the time limits for conducting the election set forth in said Section 53326 by unanimous written consent and the City Clerk concurs in such earlier election date as shall be consented to by the qualified electors.
(3) Pursuant to said Section 53326, ballots for the special election shall be distributed to the qualified electors by the City Clerk by mail with return postage prepaid, or by personal service.
(4) Pursuant to applicable sections of the California Elections Code governing the conduct of mail ballot elections of cities, and specifically Division 4 (commencing with Section 4000) of the California Elections Code with respect to elections conducted by mail, the City Clerk shall mail or deliver to each qualified elector an official ballot in a form specified by the City Council in the resolution calling the special election, and shall also mail or deliver to all such qualified electors a ballot pamphlet and instructions to voter, including a sample ballot identical in form to the official ballot but identified as a sample ballot, an impartial analysis by the City Attorney pursuant to Section 9280 of said Code with respect to the ballot propositions contained in the official ballot, arguments and rebuttals, if any, pursuant to Sections 9281 to 9287, inclusive, and 9295 of said Code, a return identification envelope with prepaid postage thereon addressed to the City Clerk for the return of voted official ballots, and a copy of the resolution of formation establishing the community facilities district, adopted by the City Council pursuant to Section 53325.1 of the California Government Code; provided, however, that such analysis and arguments may be waived with the unanimous consent of all the landowners. (5) The official ballot to be mailed or delivered by the City Clerk to each landowner-voter shall have printed or typed thereon the name of the landowner-voter and the number of votes to be voted by the landowner-voter and shall have appended to it a certification to be signed by the person voting the official ballot which shall certify that the person signing the certification is the person who voted the official ballot, and if the landowner-voter is other than a natural person, that he or she is an officer of or other person affiliated with the landowner-voter entitled to vote such official ballot, that he or she has been authorized to vote such official ballot on behalf of the landowner-voter, that in voting such official ballot it was his or her intent, as well as the intent of the landowner-voter, to vote all votes to which the landowner-voter is entitled based on its land ownership on the propositions set forth in the official ballot as marked thereon in the voting square opposite each such proposition, and further certifying as to the acreage of the landowner-voter’s land ownership within the community facilities district. (6) The return identification envelope delivered by the City Clerk to each landowner-voter shall have printed or typed thereon the following: (i) the name of the landowner, (ii) the address of the landowner, (iii) a declaration under penalty of perjury stating that the voter is the landowner or the authorized representative of the landowner entitled to vote the enclosed ballot and is the person whose name appears on the identification envelope, (iv) the printed name and signature of the voter, (v) the date of signing and place of execution of said declaration, and (vi) a notice that the envelope contains an official ballot and is to be opened only by the City Clerk. (7) The instructions to voter form to be mailed or delivered by the City Clerk to the landowner-voters shall inform them that the official ballots shall be returned to the City Clerk properly voted as provided thereon and with the certification appended thereto properly

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completed and signed in the sealed return identification envelope with the certification thereon completed and signed and all other information to be inserted thereon properly inserted by 5:00 p.m. on the date of the election.
(8) Upon receipt of the return identification envelopes which are returned prior to the voting deadline on the date of the election, the City Clerk shall canvass the votes cast in the special election, and shall file a statement with the City Council as to the results of such canvass and the election on each proposition set forth in the official ballot.

The procedures set forth in this section for conducting the special election, if they are held, may be modified as the City Council may determine to be necessary or desirable by a resolution subsequently adopted by the City Council.

Section 13. CEQA. This action has been reviewed per the authority and criteria contained in the California Environmental Quality Act (CEQA), the State and local CEQA Guidelines, and the City's environmental regulations. The City, acting as the lead agency, determined that the resolution is not subject to CEQA pursuant to Sections 15060(c)(2), 15060(c)(3), and 15061(b)(3) of the State CEQA Guidelines, because it will not result in a direct or reasonably foreseeable indirect physical change to the environment as there is no possibility that the action would result in a significant environmental impact, and because it does not constitute a “project” as defined in Section 15378 of the State CEQA Guidelines, California Code of Regulations, Title 14, Chapter

3. Section 14. Severability. If any provision, section, paragraph, sentence, or word of this Resolution is rendered or declared invalid by any court of competent jurisdiction, or by reason of preemptive legislation, the remaining provisions, sections, paragraphs, sentences, and words of this Resolution shall remain in full force and effect.

Section 15. Effective Date. This Resolution shall become effective immediately upon its adoption.
[Signatures on following page]

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PASSED, APPROVED AND ADOPTED THIS 6TH DAY OF OCTOBER, 2026. _________________________________________________
Chad Givens, Mayor Date
ATTEST:
_________________________________________________
Yazmina Pallares, City Clerk Date
APPROVED AS TO FORM:
_________________________________________________
Marco A. Martinez, City Attorney Date

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EXHIBIT “A”

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX FOR THE

CITY OF SHAFTER
COMMUNITY FACILITIES DISTRICT NO. 0817

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City of Shafter 1
Public Services CFD No. 0817 (TR7461)

CITY OF SHAFTER
COMMUNITY FACILITIES DISTRICT NO. 0817

RATE AND METHOD OF APPORTIONMENT
A Special Tax shall be levied on all Taxable Property within the boundaries of the City of Shafter Community Facilities District No. 0817 (“CFD No. 0817”) and collected each Fiscal Year commencing in Fiscal Year 2026/2027 according to the tax liability determined by the City Council, through the application of the rate and method of apportionment of the Special Tax set forth below. All Taxable Property shall be taxed to the extent and in the manner herein provided.

1. Definitions
“Accessory Dwelling Unit” or “ADU” means all Assessor’s Parcels of Residential Property for which a Building Permit(s) has been issued for an “Accessory Dwelling Unit” as defined in in California Government Code Section 66313(a), as may be amended from time to time, that is accessory to a primary Unit. The ADU may be located on the same Assessor’s Parcel as the primary Unit or on a separate Assessor’s Parcel. For purposes of clarification, where an ADU and primary Unit are on the same Assessor’s Parcel, the ADU located on such Assessor’s Parcel is considered a separate Unit from the primary Unit on such Assessor’s Parcel for purposes of the Special Tax and both Units will be taxed. Should an Assessor’s Parcel contain only an ADU, such Assessor’s Parcel will be taxed as a Unit. “Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California.
“Administrative Expenses” means the actual or estimated costs incurred by the City, acting for and on behalf of CFD No. 0817 as the administrator thereof, to determine, levy and collect the Special Taxes, including a reasonable allocation of salaries of City employees and a proportionate amount of the City’s general administrative overhead related thereto, and the fees of consultants and legal counsel providing services related to the administration of the CFD; the costs of collecting installments of the Special Taxes; and any other costs required to administer the CFD as determined by the City. “Annual Tax Escalation Factor” On July 1, 2027 for Fiscal Year 2027/2028 and on each subsequent July 1 for the Fiscal Year then commencing, the Maximum Special Tax rates for all Assessor’s Parcels of Taxable Property shown under Section 3 shall be increased annually by the percentage increase in the Consumer Price Index (All Items) Los AngelesLong Beach-Anaheim, CA, (1982-84 = 100) since the beginning of the preceding Fiscal Year provided however, that any such annual increase shall not exceed four percent (4%). “Approved Property” means a Lot included in a Final Subdivision Map that was recorded prior to March 1 preceding the Fiscal Year in which the Special Tax is being levied, and that have not been issued a building permit on or prior to June 1 preceding the Fiscal Year in which the Special Tax is being levied.
“Assessor” means the Assessor of the County of Kern.

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City of Shafter 2
Public Services CFD No. 0817 (TR7461)
“Assessor's Parcel” means a lot or parcel shown on an Assessor's Parcel Map with an assigned Assessor's Tax Number.
“Assessor’s Parcel Map” means an official map of the Assessor designating parcel(s) by Assessor’s Tax Number(s).
“Assessor's Tax Number” means the number assigned to an Assessor’s Parcel by the County for purposes of identification.
“Base Year” means Fiscal Year ending June 30, 2027.
“Building Permit” means a permit for new construction issued by the City for new construction of a residential or non-residential building on an Assessor’s Parcel for purposes of this definition, “Building Permit” shall not include permits for construction or installation of retaining walls, utility improvements, or other such improvements not intended for human use.
“CFD” or “CFD No. 0817” means the City of Shafter Community Facilities District No. 0817, County of Kern, State of California.
“CFD Administrator” means an official of the City, or designee thereof, responsible for determining the Special Tax Requirement and preparing the annual Special Tax roll. “City” means the City of Shafter, California.
“City Council” means the City Council of the City of Shafter which acts as the legislative body for CFD No. 0817 under the Act.
“County” means the County of Kern, California.
“Developed Property” means for each Fiscal Year, commencing with Fiscal Year 2026- 2027, each Assessor’s Parcel, for which a Building Permit for new construction was issued, prior to June 1 of the previous Fiscal Year.
“Exempt Property” means an Assessor’s Parcel that is not classified as Taxable Property.

Exempt Property is not subject to the Special Tax.
"Final Subdivision Map" means a subdivision of property creating single family residential buildable Lots by recordation of a final subdivision map or parcel map pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.), or recordation of a condominium plan pursuant to California Civil Code 4285, that creates individual Lots for which building permits may be issued without further subdivision and is recorded prior to June 1 preceding the Fiscal Year in which the Special Tax is being levied. “Fiscal Year” means the period starting on July 1 and ending the following June 30. “Land Use Class” means any of the classes listed in Section 3 below. "Lot" means an individual lot, identified and numbered on a recorded Final Subdivision Map, on which a building permit has been or is permitted to be issued for construction of one or more Dwelling Units without further subdivision of the lot and for which no further subdivision of the lot is anticipated.
"Maintenance" means the labor, material, administration, personnel, equipment and utilities necessary to maintain park, landscaping, parkways, trails, median islands, public lighting, street lights, local streets including repair and replacement of recreational

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City of Shafter 3
Public Services CFD No. 0817 (TR7461)
facilities, trees, plant material, sod, irrigation systems, weed control, street sweeping and other abatements, signs, monuments, and associated appurtenant facilities. "Maintenance Requirement" means, for any Fiscal Year in which Special Taxes are levied, the amount equal to the budgeted costs for Maintenance applicable to the CFD for such Fiscal Year.
“Maximum Special Tax” means the greatest amount of Special Tax, determined in accordance with Section 3 below, which may be levied in any Fiscal Year on any Assessor’s Parcel.
“Owners Association” means a homeowners association or property owners association that provides services to, and collects assessments, fees, dues, or charges from, property within the CFD.
“Owners Association Property” means any property within the boundaries of the CFD that is owned in fee or through easement by an Owners Association, not including any such property that is located directly under a residential structure. “Non-Residential Property” means any Assessor’s Parcel, or portion of an Assessor’s Parcel, of Developed Property in the CFD for which a building permit(s) was issued for non-residential use.
“Public Property” means any property within the boundaries of CFD No. 0817, the ownership of which is transferred to a public agency, and is used for rights-of-way or any other purpose and is owned by, or irrevocably offered for dedication to the federal government, the State of California, the County, the City or any other public agency where the public agency has officially agreed to accept the offer of dedication; provided however that any property owned by a public agency and leased to a private entity and subject to taxation under Section 53340.1 of the Act shall be taxed and classified in accordance with its use.
“Reserve Fund” means a fund that shall be maintained for the CFD for each Fiscal Year to provide necessary cash flow for the first six months of each Fiscal Year, delinquencies in the payment of Special Taxes, reserve capital to cover repair and replacement costs, and a reasonable buffer to prevent large variations in annual Special Tax levies. “Residential Property” means all Assessor’s Parcels of Developed Property for which a Building Permit has been issued for purposes of constructing one or more residential Units.
“Special Tax” means any special tax authorized to be levied within CFD No. 0817 pursuant to the Act and this Rate and Method of Apportionment to fund the Special Tax Requirement.
“Special Tax Requirement” meansthat amount required in any Fiscal Year for the CFD to:
(i) pay for the Maintenance Requirement; (ii) pay for Administrative Expenses; (iii) pay any amounts required to establish or replenish the Reserve Fund; (iv) pay for reasonably anticipated delinquent Special Taxes based on the delinquency rate for Special Taxes levied in the previous Fiscal Year; less (v) a credit for funds available to reduce the annual Special Tax levy.
“State” means the State of California.

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City of Shafter 4
Public Services CFD No. 0817 (TR7461)
“Taxable Property” means all of the Assessor's Parcels within the boundaries of CFD No. 0817 that are classified as Developed Property or Approved Property. Taxable Property does not include Welfare Exempt Property.
"Tax-Exempt Property" means an Assessor's Parcel not subject to the Special Tax. TaxExempt Property includes: (i) Public Property, or (ii) Owner Association Property, or (iii) Assessor’s Parcels with public or utility easements making impractical their utilization for other than the purposes set forth in the easement.
“Unit” means (i) for Residential Property, an individual single family detached or attached residential unit or an individual apartment unit, (ii) for Mobile Home Property, an individual mobile home, and (iii) an ADU. The number of Units assigned to each Assessor’s Parcel may be determined by (i) referencing Assessor’s data, (ii) site surveys and physical unit counts, and/or (iii) other research by the CFD Administrator. “Welfare Exempt Property” means, in any Fiscal Year, all Assessor’s Parcels within the boundaries of CFD No. 0817 that (a) have been granted a welfare exemption by the County under subdivision (g) of Section 214 of the Revenue and Taxation Code indicated in the Assessor’s data finalized as of January 1 of the previous Fiscal Year, and (b) are exempt from the Special Tax pursuant to Section 53340(c) of the Act.

2. Land Use Classification
Each Fiscal Year, each Assessor’s Parcel within the boundaries of CFD No. 0817 shall be classified as Taxable Property, Public Property or Exempt Property. Each Assessor’s Parcel of Taxable Property shall be classified as based on Section 3 A and B below.

3. Maximum Special Tax Rates
A. Developed Property
TABLE 1
Fiscal Year 2026/2027
Maximum Special Tax Rates for Developed Property
Land Use
Class Description
Maximum
Special Tax
1 Residential Property $510.90 per Unit
2 Non-Residential Property $3,236.22 per Acre
B. Approved Property
The Maximum Special Tax for Approved Property shall be $510.90 per Lot in Fiscal Year 2026/2027.

Escalation of Maximum Special Tax
Each Fiscal Year following the Base Year, the Maximum Special Tax shall be increased in accordance with the Annual Tax Escalation Factor and otherwise

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City of Shafter 5
Public Services CFD No. 0817 (TR7461)
adjusted as provided in this rate and method of apportionment.

Multiple Land Use Classes
In some instances, an Assessor’s Parcel of Developed Property may contain more than one Land Use Class. The Maximum Special Tax levied on an Assessor’s Parcel shall be the sum of the Maximum Special Taxes for all Land Use Classes located on that Assessor’s Parcel. For an Assessor’s Parcel that contains both Residential Property and Non-Residential Property, the Acreage of such Assessor’s Parcel shall be allocated to each type of property based on the amount of acreage designated for each Land Use Class as determined by reference to the site plan approved for such Assessor’s Parcel. The CFD Administrator’s allocation to each type of property shall be final.

4. Method of Apportionment
For each Fiscal Year, commencing Fiscal Year 2026/2027, the CFD Administrator shall determine the Special Tax Requirement and calculate the Special Tax so that the amount of Special Taxes equals the Special Tax Requirement. The Special Tax shall be levied on Taxable Property each Fiscal Year as follows:

Step 1: The special tax shall be levied proportionally on each Assessor’s Parcel of Developed Property up to 100% of the applicable Maximum Special Tax; Step 2: If additional monies are needed to satisfy the Special Tax Requirement after the first step has been completed, the Special Tax shall be levied Proportionately on each Assessor's Parcel of Approved Property at up to 100% of the Maximum Special Tax for Approved Property. No Special Tax shall be levied on Exempt Property.

5. Collection of Special Taxes
Collection of the Special Tax shall be by the County in the same manner as ordinary ad valorem property taxes are collected and the Special Tax shall be subject to the same penalties and the same lien priority in the case of delinquency as ad valorem taxes; provided, however, that the City Council may provide for other means of collecting the Special Tax if necessary to meet its financial obligations, including direct billings to the property owners.

6. Administrative Changes and Appeals
Any taxpayer subject to the Special Tax and who claims the amount of the Special Tax levied on his or her Assessor’s Parcel is in error shall first consult with the CFD Administrator regarding such error not later than twelve (12) months after first having paid the first installment of the Special Tax that is disputed. If following such consultation, the CFD Administrator determines that an error has occurred, the CFD Administrator may recommend changing the amount of the Special Tax levied on such Assessor’s Parcel. If following such consultation and action, if any by the CFD Administrator, the landowner believes such error still exists, such person may file a written notice with the City Manager or designee of the City appealing the amount of the Special Tax levied on such Assessor’s

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City of Shafter 6
Public Services CFD No. 0817 (TR7461)
Parcel. Upon the receipt of such notice, the City Manager or designee may establish such procedures as deemed necessary to undertake the review of any such appeal. The City Manager or designee thereof shall interpret this Rate and Method of Apportionment and make determinations relative to the administration of the Special Tax and any landowner appeals. The decision of the City Manager or designee shall be final and binding as to all persons.

Interpretations may be made by Resolution of the City Council for purposes of clarifying any vagueness or ambiguity as it relates to the Special Tax, the Rate and Method of Apportionment, the classification of properties, or any definition applicable to CFD No. 0817.

7. Term of Special Tax
The Special Tax shall be levied annually in perpetuity, unless terminated earlier by a super majority of the City Council.

8. Prepayment of Special Tax
The Special Tax may not be prepaid.

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PROPOSED BOUNDARIES OF

CITY OF SHAFTER
COMMUNITY FACILITIES DISTRICT NO. 0817

COUNTY OF KERN

STATE OF CALIFORNIA
-SEVEN-TH-STANDARD RD
SHEET 1 of 1

FREE RECORDING IN ACCORDANCE WITH CALIFORNIA GOVERNMENT CODE SECTION 27383 AND 27388.1.

FILED IN THE OFFICE OF THE CITY CLERK THIS DAY OF
2026.
r

CITY CLERK

CITY OF SHAFTER

I HEREBY CERTIFY THAT THE WITHIN MAP SHOWING THE PROPOSED

CITY COUNCIL OF THE CITY OF SHAFTER AT A REGULAR MEETING THEREOF,

CITY CLERK

CITY OF SHAFTER

BOUNDARIES OF THE CITY OF SHAFTER COMMUNITY FACILITIES DISTRICT NO. 0817, COUNTY OF KERN, STATE OF CALIFORNIA, WAS APPROVED BY THE

HELD ON THE
BY ITS RESOLUTION NO. DAY OF
, 2026,
Lu FILED THIS DAY OF , 2026, AT THE HOUR OF

THE LINES AND DIMENSIONS OF EACH LOT OR PARCEL SHOWN ON THIS

ASSESSMENT AND COMMUNITY FACILITIES DISTRICTS, PAGE
AND AS INSTRUMENT NO. IN THE OFFICE OF THE
COUNTY RECORDER IN THE COUNTY OF KERN, STATE OF CALIFORNIA.

LAURA AVILA
COUNTY ASSESSOR—RECORDER

COUNTY OF KERN

DIAGRAM SHALL BE THOSE LINES AND DIMENSIONS AS SHOWN ON THE KERN COUNTY ASSESSOR'S MAPS FOR THOSE PARCELS LISTED.

THE KERN COUNTY ASSESSORS MAPS SHALL GOVERN FOR ALL THE DETAILS O'CLOCK M. IN THE BOOK OF MAPS OF
CONCERNING THE LINES AND DIMENSIONS OF SUCH LOTS OF PARCELS.

VICINITY MAP
N.T.S

UNINCORPORATED
i—J\\ COUNTY OF KERN
—•,, I

CITY OF SHAFTER OR
\

PROPOSED

BOUNDARY
LRO ,
99 65
\
Po&
'SEVENTH STANDARD ROAD NU I.--L
1'
2 1; z
mn
VVESTSIDE PARKWAY ,----\ JI-Eir.
7--L_.—i---
zei

ETCHAR-T-RD ETCHART-RD
MAP REF. NO. ASSESSOR'S PARCEL NO.
1 536-010-67-00-4
2 536-010-90-00-0
3 536-010-91-00-3
Legend

PROPOSED BOUNDARY
MAP REF. NO.

MAP PREPARED BY:

KOPPEL t3t GRUBER

PUBLIC FINANCE
334 Via Vera Cruz
Suite 256
San Marcos, California 92078
Phone (760) 510-0290 Fax (760) 510-0288
DATE PREPARED: APRIL 2026

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CONSENT CALENDAR

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Lance Lippincott, City Manager
SUBJECT: AUTHORIZATION AND ALLOCATION FOR INTERNAL

ORGANIZATIONAL AND OPERATIONAL ASSESSMENT WITH

REGIONAL GOVERNMENT SERVICES AUTHORITY

RECOMMENDATION
Council find the action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines; and authorize the City Manager to execute the agreement with Regional Government Services Authority in the amount of $35,000 to conduct an internal organizational and operational assessment of the Finance Department.

BACKGROUND
The City is proposing to engage Regional Government Services Authority (RGS) to conduct a comprehensive organizational and operational assessment of the City’s Finance Department. The purpose of the assessment is to evaluate the Department’s current organizational structure, staffing, internal processes, financial systems, communication, leadership, customer service, and overall operational effectiveness, and to identify opportunities to strengthen the delivery of financial services.

As part of the assessment, RGS will review relevant City financial and administrative documents, including budgets, audits, internal control findings, policies and procedures, organizational charts, job descriptions, salary schedules, contracts, personnel policies, and other applicable records. RGS will also conduct interviews with the City Manager, key administrators, department heads, Finance Department staff, and other stakeholders as appropriate to develop a comprehensive understanding of current workflows, service needs, organizational challenges, and future demands.

The assessment will focus first on identifying operational issues and opportunities, with any recommended changes to organizational structure or staffing flowing from that analysis. RGS will evaluate existing systems and staffing allocations, financial and accounting service levels, workload associated with anticipated growth and infrastructure development, technology utilization, unmet organizational needs, and opportunities to improve efficiency and service delivery. The assessment will also consider applicable budget, policy, personnel, and labor constraints to ensure that recommendations are practical and implementable.

Upon completion of the assessment, RGS will provide a report utilizing a SWOT

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AUTHORIZATION AND ALLOCATION FOR INTERNAL ORGANIZATIONAL AND OPERATIONAL

ASSESSMENT WITH REGIONAL GOVERNMENT SERVICES AUTHORITY
- 2 -
framework to identify organizational strengths, opportunities, and risks, along with key issues, performance measures, and recommended improvements. Recommendations may include alternative organizational structures, staffing allocations, staff development, and training strategies. The assessment is intended to provide a highlevel, comprehensive evaluation of the Finance Department and is not intended to constitute individual position evaluations, desk audits, or classification and compensation studies.

RGS will perform the work on a time-and-materials basis, with the City invoiced only for actual hours worked, subject to the established not-to-exceed (NTE) amount. The RGS team will be supervised by RGS and will operate independently of City staff. RGS may also be requested to perform specific projects or tasks related to the Finance Department upon written authorization by the City.

FISCAL IMPACT
The total cost of this agreement with RGS is $35,000 on a time-and-materials basis not to exceed the authorized amount. The City will be invoiced for actual hours worked.

Funding for this engagement was not previously budgeted in the City Manager Department. To fund this agreement, a budget amendment is required to transfer $35,000 in salary savings from the Police Department to the City Manager Department.

Professional Services account as follows:

Transfer from: 0100-20-200-14-00-500000 (Police Department Wages) Decrease:$35,000
Transfer To: 0100-10-110-03-00-510400 (City Manager Department Professional Services)
Increase: $35,000
This budget amendment results in no net fiscal impact to the General Fund. Sufficient salary savings exist in the Police Department budget due to vacancies.

CEQA ANALYSIS
The action is not a “project” as defined by Section 15378(b)(5) of the CEQA Guidelines because it involves approval to conduct a comprehensive organizational and operational assessment of the City’s Finance Department, which is an organizational or administrative activity that will not result in direct or indirect physical changes to the environment.

APPROVED BY THE CITY ATTORNEY
No

ATTACHMENTS

1. Shafter PSA - RGS Final Version 2026 09 24

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1 17236.00012\29638742.3

CITY OF SHAFTER

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of ________________, 2026 by and between the City of Shafter, a municipal corporation organized and operating under the laws of the State of California with its principal place of business at 336 Pacific Avenue, Shafter, California 93263 (“City”), and Regional Government Services Authority, a joint powers authority, with its principal place of business at PO BOX 1350 Carmel Valley, CA 93924 (hereinafter referred to as “Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:

Organizational and Operational Assessment of the City’s Finance Department (hereinafter referred to as “the Project”).

B. Consultant is duly licensed and has the necessary qualifications to provide such services.

C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.

AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

1. Services.

Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit “A.”

2. Compensation.
a. Subject to paragraph 2(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit “B.” b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of $35,000, plus travel expenses. This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses.

Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

3. Additional Work.

If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall

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2 17236.00012\29638742.3
be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.

4. Maintenance of Records.

Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City.

5. Term.

Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed (“Notice to Proceed”). The Notice to Proceed shall set forth the date of commencement of work.

6. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the nonperforming party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.

7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.

8. Standard of Care
Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions.

9. Assignment and Subconsultant

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3 17236.00012\29638742.3
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder.

10. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.

11. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under Exhibit “C” of this Agreement. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this Agreement.

12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend against third party claims (with counsel reasonably acceptable to the City), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner to the extent arising out of, pertaining to, or incident to any negligent acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and reasonable attorney’s fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers. Notwithstanding the foregoing and for the avoidance of doubt, nothing herein shall be interpreted as obligating Consultant to indemnify City against the City’s negligence or willful misconduct.
b. To the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s obligations under the above indemnity shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, but shall not otherwise be reduced. If Consultant’s obligations to defend, indemnify, and/or hold harmless arise out of Consultant’s performance of “design professional services” (as that term is defined under Civil Code section 2782.8), then upon Consultant obtaining a final adjudication that liability under a claim is caused by the comparative active negligence or willful misconduct of the City, Consultant’s obligations shall be reduced in proportion to the established comparative liability of the City and shall not exceed the Consultant’s proportionate percentage of fault.

13. California Labor Code Requirements.

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4 17236.00012\29638742.3
a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). b. If the services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. This Project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor.

14. Verification of Employment Eligibility.

By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.

15. Laws and Venue.

This Agreement shall be interpreted in accordance with the laws of the State of California.

If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Kern, State of California.

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5 17236.00012\29638742.3

16. Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work.
b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant.

17. Documents. Except as otherwise provided in “Termination or Abandonment,” above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.

18. Organization
Consultant shall assign Glenn Lazof as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City.

19. Limitation of Agreement.

This Agreement is limited to and includes only the work included in the Project described above.

20. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:

CITY:

City of Shafter
336 Pacific Avenue
Shafter, California 93263
Attn: Carol Chavolla, Human Resources Dept.

CONSULTANT:

Regional Government Services Authority
P.O. Box 1350
Carmel Valley, CA 93924
Attn: Sophia Selivanoff, Executive Director
and shall be effective upon receipt thereof.

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6 17236.00012\29638742.3

21. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.

22. Equal Opportunity Employment.

Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

23. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.

24. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the provisions unenforceable, invalid or illegal.

25. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

26. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing.

27. Time of Essence
Time is of the essence for each and every provision of this Agreement.

28. City’s Right to Employ Other Consultants
City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.

29. Prohibited Interests

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7 17236.00012\29638742.3
Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. [SIGNATURES ON FOLLOWING PAGE]

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SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF SHAFTER

AND REGIONAL GOVERNMENT SERVICES
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF SHAFTER REGIONAL GOVERNMENT SERVICES

AUTHORITY
By: By:

Lance Lippincott
City Manager Its: Executive Director
Printed Name:Sophia Selivanoff
ATTEST:

By:

City Clerk
APPROVED AS TO FORM:

By:

City Attorney

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9 17236.00012\29638742.3

EXHIBIT A
Scope of Services
Subject to the terms and conditions of this Agreement, Regional Government Services Authority (RGS) shall assign RGS employees to serve as Advisors to the City of Shafter, hereafter “Agency.” RGS Advisors will conduct an organizational and operational assessment of the Agency’s Finance Department to identify the Department’s current needs, including organizational structure, internal processes, team effectiveness, leadership and communication, customer service and opportunities to strengthen overall departmental operations.

RGS Advisors will provide a review of key finance documents (policies, procedures, projections, reports), and finance systems. RGS Advisors will review written policies, procedures, position descriptions, work product files, and other relevant documents and records to evaluate the Finance Department’s alignment with organizational goals and strategies and adoption of industry best practices. Agency staff will be tasked with providing written documents as requested and making electronic or paper files accessible for review. RGS will also work with Agency staff to identify any internal policy and budget constraints on the design of organizational structures, job descriptions, and work reorganization. This information about the Agency’s administrative parameters will be used to guide the development of practical and easy-to-implement organizational models and job roles for Agency consideration.

RGS Advisors will conduct interviews with Finance Department staff, key stakeholders identified by the Agency Manager, and designated Agency executives to facilitate a comprehensive analysis of the current issues facing the department and to understand future needs and objectives, including the financial information and activities needed to achieve Agency goals.

The purpose of the Interviews is for Agency Finance staff to develop an understanding of the workflows, communication channels, prioritization, and unmet needs that affect the effectiveness of operations. These interviews will enable RGS to acquire an understanding of the competence and functionality of the Department’s administrative structure and systems. Key customers and other stakeholders may also be interviewed as appropriate to understand the inputs and outputs relevant to financial information and activities, and to identify any issues whose resolution may involve other Agency organizational units outside the Finance Department. Agency staff will be tasked with timely participation in interviews.

The identification and analysis of key operational issues and opportunities facing the department will inform recommendations regarding organizational structure, functional assignments, and staff resources required to perform key finance functions.

This assessment will include a review of the following documents:
• Existing organizational structure/organizational chart • Job descriptions/areas of responsibility
• Budgets, audits and management letters on internal controls • Finance and accounting policies and procedures
• Documentation of key finance deliverables
• Key departmental administrative policies and procedures • Accounting and Budget policies and procedures
• Auditor comments on internal controls (past three audits) • Single audit comments (past three audits)

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• Departmental mission, vision, goals, objectives
• Governance policies if needed
• Salary schedules
• Contracts with relevant third-party administrators, and consultants • Local codes and resolutions relating to personnel, finance and general administration • Personnel Rules and/or Employee Handbook
• Administrative Policies and Procedures
• Memoranda of Understanding with labor groups, if any
• Payroll manuals and benefit administration polices if needed Interviews with key stakeholders will include:
• City Manager
• Key Administrators
• Key Department Heads
• Finance Department staff
Analysis of the efficacy of existing administrative structure, systems and staffing allocations will be conducted to determine what works well, what could be better, and how to make changes.

Areas of inquiry may include:
• Review of financial and accounting service needs and level of services provided • Review of funding for administrative support needs.
• Review of financial administration workload associated with projected infrastructure and operational development.
• Unmet organizational needs
• Use of technology
• Ability to apply feedback, forecast resource needs and service demands, etc. • Opportunities for improvement and efficiency
RGS Advisors will develop a report using the SWOT model to portray areas of organizational strength, opportunity and risk for the Finance Department. Key issues facing the department, performance outcomes and measurements will be identified, and recommended improvement options will be provided. As appropriate, RGS will recommend alternate organizational models, staffing allocations and staff development strategies, including training.

The discovery process helps identify areas that can be readily improved. This assessment is a “big picture” systems assessment, and does not include detailed individual position evaluation or desk audits required to address existing workload or adjust existing classification/compensation of a given incumbent.

The RGS team will be led by an RGS advisor, who will perform both work and direct projects or tasks to other RGS staff with equal or lower bill rates at the RGS advisor’s discretion. RGS advisors/staff will be reasonably available to perform the services during the normal workweek; this work may be done onsite or remotely.

RGS advisors/staff may occasionally work at Agency worksites with the pre-approval of the Lead Advisor. RGS team members will maintain open communication lines with each other and Agency

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staff through written documentation, video conference calls, phone, and e-mail as needed to accomplish agreed-upon projects.

RGS provides consulting services on a time and materials basis. The Agency will only be invoiced for the actual hours worked. The Hourly Rate excludes external costs, which are invoiced separately without markup. Advisor travel time to and from the service location is billed at the regular hourly rate, and mileage reimbursement is charged separately at the IRS rate. All external costs, excluding advisor travel time, will fall outside of the not-to-exceed for services provided.

RGS cost estimate is based on the agency’s communicated understanding and our experience with similar projects. The availability of information and data from the agency can impact the effort required and our success in meeting deadlines. Completion of the scope of work is dependent on funds available in the NTE. RGS will stay in communication with the Agency on any issues that pose a risk this estimate, which will include reporting expenditures against the NTE with each monthly invoice. Projects and activities may be modified by priority.

RGS employees/advisors will be supervised by RGS administrators, not by any Agency employee, and will not report to any Agency employee. No Agency employee shall have any reporting obligation to the RGS employee/advisor. RGS employees/advisors shall have no authority to execute any document on behalf of the Agency. To the extent that any RGS employee/advisor is identified in any Agency publication, agendas or minutes, the name of the RGS employee/advisor shall be noted therein as "RGS employee/advisor”. RGS services are not duplicated by Agency employees and are not intended to be performed by Agency employees but are outsourced to RGS.

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EXHIBIT B
Schedule of Charges/Payments
Consultant will invoice City on a monthly cycle. Consultant will include with each invoice a detailed progress report that indicates the amount of budget spent on each task. Consultant will inform City regarding any out-of-scope work being performed by Consultant. This is a time-and-materials contract.

Electronic payment by ACH, wire transfer, or other electronic funds transfer is the preferred method of payment.

1. Fees. RGS services are provided on an hourly rate basis. The current fiscal year rates are noted in the table below for each RGS employee which may provide services to the Agency. RGS Staff Bill Rates are based in part on RGS’ full cost of compensation and support for RGS employee(s) providing the services as described herein.

RGS STAFF BILL RATES — EFFECTIVE FY 2026/27
*NOTE: The Hourly Rate excludes external costs, which are invoiced separately without markup. Advisor travel time to and from the service location is billed at the regular hourly rate, and mileage reimbursement is charged separately at the IRS rate. All external costs, excluding advisor travel time, will fall outside of the not-to-exceed (if established) for services provided.

Per the terms of this Agreement, the Agency agrees to compensate RGS based on the current hourly rates, up to the not to exceed amount, if established, in Section 2 of this Agreement.

Parties further acknowledge and agree that the RGS Staff Rates will be adjusted annually on July 1st of each year. The effective fiscal year RGS Staff Rates are published on the RGS Website and may be accessed at https://rgsjpa.org/about-us/agreement-rates/. Rate Adjustments will be evaluated in February of each year, and available for the new fiscal year no later than April 1st.

RGS will send email correspondence to the main Agency contact each year advising of the rate adjustment and include a new RGS Staff Bill Rate table for the fiscal year. Invoices for services provided on/after July 1st of each year will include the adjusted rate for the new fiscal year.

The annual RGS Staff Bill Rate adjustment will be based in part on the percentage change in the Consumer Price Index CPI (Bureau of Labor Statistics, CPI for urban wage earners and clerical workers in the San Francisco-Oakland-San Jose area) (“CPI”), for the twelve months ending in December of the prior year.

2. Reimbursement of RGS’ Direct Costs. Agency shall reimburse RGS for direct external costs. Direct external costs, including such expenses as travel or other costs incurred for

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the exclusive benefit of the Agency are not included in the hourly bill rate and will be invoiced to the Agency when received and without mark-up.

3. Terms of Payment. RGS shall submit invoices monthly for the prior month’s services. Invoices shall be sent approximately 10 days after the end of the month for which services were performed and are due and shall be delinquent if not paid within 30 days of receipt.

Delinquent payments will be subject to a late payment carrying charge computed at a periodic rate of one-half of one percent per month, which is an annual percentage rate of six percent, which will be applied to any unpaid balance owed commencing 7 days after the payment due date.

Additionally, in the event the Agency fails to pay any undisputed amounts due to RGS within 15 days after payment due date, then Agency agrees that RGS shall have the right to consider said default a total breach of this Agreement and the duties of RGS under this Agreement may be terminated by RGS upon 5 working days’ advance written notice.

If the Agency is member agency of Regional Government Services Authority (RGS) and has accumulated Member Benefits which may be used toward RGS services, member credit will be applied on monthly invoices until exhausted.

Payment Process/Address.

Electronic payment by ACH, wire transfer, or other electronic funds transfer is the preferred method of payment. RGS will reach out to your invoicing contact to establish and provide electronic payment instructions.

However, payment by credit card is strongly discouraged. In the event the Agency elects to make payment by credit card, the Agency shall be responsible for, and shall reimburse RGS for, any and all processing, transaction, convenience, or other third-party fees incurred in connection with such payment, without limitation. Such fees shall be added to the invoiced amount and shall be due and payable at the same time as the underlying invoice.

Should you have questions or need other payment options, please contact:

Lindsay Rice, RGSA Accounting Manager
(650) 587-7300X12 | [email protected]
Agency Billing Contact. Invoices are sent electronically only. Please provide the contact person to whom invoices should be sent:

NAME EMAIL
Carol Chavolla [email protected]

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EXHIBIT C

INSURANCE REQUIREMENTS

1. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultants to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.

1.1 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, Consultant shall, at its expense, procure and maintain in full force and effect for the duration of the Agreement the following policies of insurance. City acknowledges that Consultant, as a public agency can, pursuant to California Government Code Section 990, satisfy the insurance requirements set forth herein with a combination of self-insurance and self-insured pool insurance.

1.2 Commercial General Liability
(a) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (b) Coverage for Commercial General Liability insurance shall be at least as broad Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted (7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Consultants Coverage
(c) The limits of coverage shall be no less than $2,000,000 per occurrence, $2,000,000 general aggregate, and $2,000,000 products and completed operations aggregate for

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bodily injury, personal injury, and property damage. The policy shall include a per project or per location general aggregate endorsement. If a per project/location endorsement is not available, the limit for the general aggregate shall be doubled.
(d) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(e) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and, for construction work or services, 20 37 10 01, or endorsements providing the exact same coverage.
(f) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured.

1.3 Automobile Liability
(a) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(b) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(c) The limit of coverage shall be no less than $1,000,000 each accident. (d) The policy shall be endorsed to give City, its officials, officers, employees, agents, and City designated volunteers additional insured status. (e) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.

1.4 Workers’ Compensation/Employer’s Liability
(a) Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and it will comply with such provisions before commencing work under this Agreement. (b) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and

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any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein.

Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section.
(c) The Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than $1,000,000 each accident, $1,000,000 by disease-policy limit, and $1,000,000 by disease-each employee.

1.5 Professional Liability (Errors and Omissions)
(a) At all times during the performance of the work under this Agreement the Designer shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Designer. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. (b) The limits of coverage shall be no less than $2,000,000 per claim and aggregate.

1.6 Crime Insurance
(a) Insurance no less than $1,000,000 per occurrence, covering all Consultant’s officers and employees, for loss of City proceeds caused by dishonesty and/or theft.

1.7 Evidence Required
(a) Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original Certificates of Insurance (ACORD Form 25 or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.

1.8 Policy Provisions Required
(a) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.
(b) The Commercial General Liability Policy and Automobile Policy shall each allow and be endorsed that Consultant’s policy is primary insurance and that any insurance, selfPage 239 of 446 17 17236.00012\29638742.3
insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss.
(c) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three (3) years after the completion of the work under this Agreement. For claims-made policies, Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.
(d) All required insurance coverages, except for the professional liability coverage, shall contain and be endorsed to provide a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(e) The coverage set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.

Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.

1.9 Qualifying Insurers
(a) All commercial policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(b) Each such commercial policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

1.10 Additional Insurance Provisions.
(a) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. (b) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(c) Defense costs shall be payable in addition to the limits.

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(d) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(e) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (f) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.

1.11 Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section.

Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.

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PUBLIC HEARINGS

CITY OF SHAFTER

CITY COUNCIL REPORT
MEETING DATE: October 6, 2026
DEPARTMENT: Steve Esselman, Planning Director
SUBJECT: DEVELOPMENT AGREEMENT NO. 25-22 (MISSION LAKES

SPECIFIC PLAN)

RECOMMENDATION
Council find the action has already been analyzed for the purposes of the California Environmental Quality Act; conduct a public hearing; and introduce for first reading, by title only, and waive reading of Ordinance No. 780, an ordinance of the City Council of the City of Shafter approving Development Agreement No. 25-22, an agreement between the City and Land Reserve, Inc., Millrose Properties California LLC, and 7th Standards Ranch Investors LLC that establishes the rules governing specific development over a defined period of time in compliance with Government Code Sections 65864 through 65869.5 for the Mission Lakes Specific Plan area generally located on the north side of 7th Standard Road west of the Calloway Canal.

BACKGROUND

1. General Plan Designation: The land use designation of the site is SP (Specific Plan).

2. Zoning: The site is zoned SP (Specific Plan).

3. Acreage: 1,357 gross acres

4. Other: The specific plan consists of: 1) 5,334 single-family and multi-family dwelling units, 2) 68 acres of public parks, 3) 129 acres of commercial development, 4) one 25-acre middle school, 5) one 15-acre elementary school, and 6) 72 acres of road right-of-way.

Land Reserve, Inc. (formerly known as Suburban Land Reserve, Inc.), Millrose Properties California LLC, and 7th Standards Ranch Investors LLC (collectively, “Property Owners”) are requesting the approval of the revised development agreement.

At the September 8, 2026, Planning Commission meeting, the Commission voted to recommend approval of the revised development agreement to the City Council.

ANALYSIS:

Development Agreement No. 25-22 is being proposed for the completion of the Mission Lakes Specific Plan area located generally on the north side of 7th Standard Road west

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DEVELOPMENT AGREEMENT NO. 25-22 (MISSION LAKES SPECIFIC PLAN) - 2 -
of the Calloway Canal (see Exhibit 1). The specific plan area includes 1) 5,334 singlefamily and multi-family dwelling units, 2) 68 acres of public parks, 3) 129 acres of commercial development, 4) one 25-acre middle school, 5) one 15-acre elementary school, and 6) 72 acres of road right-of-way on 1,357 gross acres. The State Legislature adopted Section 65864 et seq. of the Government Code to enable cities to enter into development agreements with applicants for development projects.

The objective of Development Agreement No. 25-22 (see Exhibit A of Exhibit 2) is to provide assurances that, upon approval, the application may proceed with the project in accordance with existing policies, rules, and regulations and subject to conditions of approval, thereby vesting certain development rights to the property. The agreement also ensures that all conditions of approval will proceed in an orderly and economical fashion to the benefit of the City.

On April 14, 2026, the Planning Commission recommended approval of Development Agreement No. 25-22. Prior to consideration of the Agreement by the City Council, staff determined that some of the proposed impact fees were insufficient to adequately offset the cost of public improvements to accommodate the development in Mission Lakes.

Therefore, consideration of the Development Agreement was continued by the City Council on May 19, 2026, to give staff time to further negotiate with the Owners and Applicants. After further negotiation, staff and the Owners and Applicants agreed on the following changes to the Development Agreement and prepared a revised version of Development Agreement No. 25-22 for the Planning Commission and City Council’s consideration.

1. Traffic Impact Fee – change in fee from shall not exceed $15,000 for each dwelling unit to shall be a minimum of $8,200.00 and not exceed $15,000.00 for each dwelling unit.

2. Park Impact Fee – change in fee from shall not exceed $6,000 for each dwelling unit to shall be $13,662.00 for each dwelling unit with an annual escalator to be adjusted annually on July 1 of each year.

3. Sewer Impact Fee – change to Sewer Impact/Capacity Fee to account for the cost to upgrade the existing sewer treatment plant and in fee from shall not exceed $10,000 for each dwelling unit to shall be a minimum of $12,000.00 and not exceed $20,000.00 for each dwelling unit.

4. Additional Impact Fees – change in fee from shall not exceed $20,000 for each dwelling unit to shall not exceed $15,000.00 for each dwelling unit.

On September 8, 2026, prior to the regularly scheduled Planning Commission meeting, staff received a comment letter regarding Development Agreement No. 25-22. Staff prepared a memorandum in response to the letter and attached the letter to the memorandum (see Exhibit 3).

The Planning Commission recommended approval of the Development Agreement to

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DEVELOPMENT AGREEMENT NO. 25-22 (MISSION LAKES SPECIFIC PLAN) - 3 -
the City Council at their September 8, 2026 regular meeting that included the above revisions to impact fees.

FISCAL IMPACT
There is no fiscal impact because of the proposed action.

CEQA ANALYSIS
The approval of Development Agreement No. 25-22 is within the scope and intensity of the original Mission Lakes Specific Plan analyzed in the Program Environmental Impact Report (EIR) that was certified for the 2005 City of Shafter General Plan Update (SCH No. 2004101029) and an Addendum to the Certified Final Program Environmental Impact Report for the City of Shafter 2005 General Plan Update and Related Actions (State Clearinghouse No. 2004101029) for Development Agreement No. 06-03 (Addendum); Development Agreement No. 06-03 was the previous development agreement for the Mission Lakes Specific Plan area. The certified Program EIR and Addendum adequately describe the environmental effects of developing the Specific Plan area with a maximum of 5,334 approved residential units, and the approval of Development Agreement No. 25-22 does not increase the maximum units. The approval of Development Agreement No. 25-22 will not have a significant effect on the environment that has not already been previously analyzed and therefore, the approval has already been analyzed for purposes of the California Environmental Quality Act.

APPROVED BY THE CITY ATTORNEY
No

ATTACHMENTS

1. Exhibit 1 - Site Map

2. Exhibit 2 - Ordinance No. 780

3. Exhibit A to Exhibit 2

4. Exhibit 3 - Comment Letter

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PHASE 5
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TRACT 7464
PHASE 3
TRACT 7463
PHASE 7
PHASE 2
TRACT 7462
PHASE 1
PHASE 2
PHASE 1
TRACT 7461

MISSION LAKES BLVD

LAKE ROAD

CALLOWAY CANAL STREET A

STREET C

STREET D

MISSION LAKES BLVD

ZERKER ROAD

STREET E
7TH STANDARD ROAD SHEET NO.:

L:\PROJECTS\2021\210045\ACAD\EXHIBITS\DEVELOPMENT AGREEMENT\210045-DA-MAPS.DWG 3/24/2025 4:34 PM OF PROJECT NO.: DRAWN BY: QA/QC BY: SCALE:

Ó COPYRIGHT BY QUAD KNOPF, INC. UNAUTHORIZED USE PROHIBITED. WWW.QKINC.COM 1-800-955-7599 BAKERSFIELD, CLOVIS, HANFORD, MERCED, PORTERVILLE, VISALIA MISSION LAKES DEVELOPMENT AGREEMENT EXHIBIT "E" PUBLIC IMPROVEMENT PHASING PLAN PHASE MAP 210045 AS SHOWN RLG CW 1 8 0' SCALE: 1"= N
1000' 1000'
Exhibit 1 - Site Map

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EXHIBIT 2
ORDINANCE NO. 780

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SHAFTER ADOPTING DEVELOPMENT AGREEMENT NO. 25-22 FOR THE MISSION LAKES SPECIFIC

PLAN AREA
WHEREAS, the purpose of the subject development agreement is to provide for payment of park fees, traffic fees, and other fees and requirements established by the City of Shafter; and WHEREAS, the Agreement is consistent with the City of Shafter General Plan; and WHEREAS, by entering into this Agreement, the City of Shafter binds future City Councils of the City by the obligations specified herein, and limits the future exercise of certain governmental and proprietary powers of the City; and
WHEREAS, the terms and conditions of this Agreement have undergone extensive review by the City Planning Commission and City Council, and have been found to be fair, just, reasonable, and consistent with the City of Shafter General Plan; and WHEREAS, the City Council is authorized to enter into binding development agreements with persons having legal or equitable interest in real property for the development of such property, pursuant to Section 65864, et seq. of the Government Code; and WHEREAS, the City Council has adopted rules and regulations (“Development Agreement Procedures”) for consideration of development agreements, pursuant to Section 65865, et seq. of the Government Code (the “Development Agreement Law”); and as further provided in Section 2.70 (“Development Agreements”), Chapter 2, Title 17 of the Shafter Municipal Code; and
WHEREAS, Land Reserve, Inc.; Millrose Properties California, LLC; and 7th Standard Ranch Investors LLC (collectively, “Owners”) have represented to the City of Shafter (“City”) that they are the owner of the real property (“Property”) described in Exhibit “A” of Development Agreement No. 25-22 (“Agreement”), attached hereto and incorporated herein by this reference, which Property is located within the City of Shafter, County of Kern, State of California; and WHEREAS, the Owners have requested that the City enter into a development agreement with the Owners, thereby initiating these proceedings which have been taken into accordance with the Development Agreement Procedures; and
WHEREAS, The Agreement is being proposed for the completion of Mission Lakes Specific Plan area and replaces a previous Development Agreement No. 06-03 dated October 11, 2006, and recorded January 22, 2007, as Entry No. 0207015743 in the office of the Kern County Recorder; and
WHEREAS, the City Council finds that all actions to be taken and approvals to be given by the City are in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters in accordance with the Development Agreement Law and Development Agreement Procedures; and

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Shafter City Council Ordinance No. 780
October 20, 2026

Page 2 ends

WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements authorized under Sections 65864, et seq. of Government Code are intended; and
WHEREAS, the development of the Property in accordance with this Agreement will provide substantial benefits to the City and will further important goals and policies of the City of Shafter, and
WHEREAS, the Owner has incurred and will in the future incur substantial costs to assure development of the Property in accordance with this Agreement; and WHEREAS, the Owner has incurred and will in the future incur costs more than the generally applicable requirements to assure vesting of legal rights to develop the Property in accordance with this Agreement; and
WHEREAS, the City has determined that approval of the Agreement has already gone through previous California Environmental Quality Act (“CEQA”) review via the Program Environmental Impact Report (“EIR”) that was certified for the 2005 City of Shafter General Plan Update (SCH No. 2004101029) and an Addendum to the Certified Final Program Environmental Impact Report for the City of Shafter 2005 General Plan Update and Related Actions (State Clearinghouse No. 2004101029) for Development Agreement No. 06-03 (“Addendum”); and WHEREAS, the certified Program EIR and Addendum adequately describe the environmental effects of developing the Specific Plan area with a maximum of 5,334 approved residential units, and the approval of the Agreement does not increase the maximum units and therefore, the Agreement will not have a significant effect on the environment that has not already been previously analyzed; and
WHEREAS, the certified Program EIR and Addendum adequately describe the environmental impacts of the Mission Lakes Specific Plan; and WHEREAS, a timely and properly noticed public hearing for Ordinance No. 780 (Development Agreement No. 25-22) was held by the City Council of the City of Shafter on October 6, 2026, at which hearing evidence, oral and documentary, was admitted on behalf of said Agreement.

NOW, THERFORE, BE IT ORDAINED that the City Council of the City of Shafter, in a regularly scheduled meeting assembled on the 20th day of October, 2026, adopted Development Agreement No. 25-22 as set forth in attached Exhibit “A” of this Resolution.

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Shafter City Council Ordinance No. 780
October 20, 2026

Page 3 ends

PASSED AND ADOPTED THIS 20th DAY OF OCTOBER, 2026.
____________________________
Chad Givens, Mayor
ATTEST
______________________________
Yazmina Pallares, City Clerk
APPROVED AS TO FORM:
______________________________
Marco A. Martinez, City Attorney

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RECORDED AT REQUEST OF

CITY OF SHAFTER
WHEN RECORDED RETURN TO:

City of Shafter
336 Pacific Avenue
Shafter, CA 93263
Attention: City Clerk
Exempt from Filing Fees Gov. Code Section 27383

MISSION LAKES SPECIFIC PLAN
DEVELOPMENT AGREEMENT NO. 25-22
between

CITY OF SHAFTER
a California municipal corporation
and
Suburban Land Reserve, Inc., a Utah corporation; Millrose Properties California, LLC, a California Limited Liability Company; and 7th Standard Ranch Investors LLC, a California limited liability company
Exhibit “A” of Ordinance No. ____________
Exhibit A

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1 ARTICLE 1. PARTIES AND EFFECTIVE DATE
This Development Agreement (“Agreement”) is entered into between (i) THE CITY OF SHAFTER, a California municipal corporation (“City”) and (ii) Suburban Land Reserve, a Utah corporation; Millrose Properties California, LLC, a California limited liability company; and 7th Standard Ranch Investors LLC, a California limited liability company (collectively, “Owner”).

This Agreement shall become effective on the Effective Date.

ARTICLE 2. RECITALS

2.1 City is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Section 65864, et seq. of the Government Code (the “Development Agreement Law”); and

2.2 City has adopted rules and regulations for consideration of development agreements, pursuant to Section 65865 (the “Development Agreement Procedures”) for consideration of development agreements, pursuant to Section 65864, et seq. of the Government Code (the “Development Agreement Law”); and as further provided in Section 2.70 (“Development Agreements”), Chapter 2, Title 17 of the Shafter Municipal Code; and

2.3 Owner is the owner of the real property described in Exhibit “A”, attached hereto and incorporated herein by this reference, which property is located within the City of Shafter, County of Kern, State of California; and

2.4 Owner has requested that City enter into a development agreement, and proceedings have been taken in accordance with the rules and regulations of City; and

2.5 By entering into this Agreement, City binds the City and future City Councils of City by the obligations specified herein, and limits the future exercise of certain governmental and proprietary powers of City; and

2.6 The terms and conditions of this Agreement have undergone extensive review by City and the City Council and have been found to be fair, just and reasonable and consistent with the City’s General Plan and any applicable specific plan; and

2.7 All of the requirements of the California Environmental Quality Act have been met with respect to the Project and City has reviewed, considered and, on June 21, 2005, adopted the Final Environmental Impact Report for the 2005 General Plan Update that included the Mission Lakes Specific Plan as adequate and complete; and

2.8 This Agreement and the Project are consistent with the Shafter General Plan; and

2.9 All actions taken and approvals given by City have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters in accordance with the Development Agreement Law and Development Agreement Procedures; and

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2 2.10 Development of the Property in accordance with this Agreement will provide substantial benefits to City and will further important policies and goals of City; and

2.11 This Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under the Development Agreement Law are intended; and

2.12 Owner has incurred and will in the future incur substantial costs in order to assure development of the Property in accordance with this Agreement; and

2.13 Owner has incurred and will in the future incur costs in excess of the generally applicable requirements in order to assure vesting of legal rights to develop the Property in accordance with this Agreement; and

2.14 On ___________, the Planning Commission of the City, following a duly noticed public hearing, recommended adoption of this Agreement to the City Council in accordance with the Development Agreement Law and Development Agreement Procedures; and

2.15 On ___________, at a duly noticed public hearing, the City Council of the City introduced Ordinance No. ____________ approving and adopting this Agreement and authorizing its execution by the City. The City further, at its _____________, meeting approved the second reading of said Ordinance.

ARTICLE 3. AGREEMENT
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

ARTICLE 4. DEFINITIONS AND EXHIBITS

4.1 Definitions. The following terms when used in this Agreement shall be defined as follows:

4.1.1 “Agreement” means this Development Agreement.

4.1.2 “City” means the City of Shafter, a California municipal corporation.

4.1.3 “Days” means calendar days unless otherwise specified.

4.1.4 “Dedicate” is defined in Section 7.8.

4.1.5 “Development” means the improvement of the Property for the purposes of completing single-family and multiple-family dwelling units, improvements and facilities comprising the Project including, but not limited to: grading, the construction of infrastructure and public facilities related to the Project whether located within or outside the Property, the construction of single-family and multiple-family dwelling units, and the installation of required

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3 landscaping. “Development” includes, without limitation, the right to maintain, repair, or reconstruct any private building, structure, improvement or facility after the construction and completion thereof; provided, however, that such maintenance, repair, or reconstruction takes place within the term of this Agreement on parcels subject to it.

4.1.6 “Development Approvals” means all permits and other entitlements required for the development and/or use of the Property and which are subject to approval or issuance by City in connection with the Development of the Property. “Development Approvals” specifically do not include this Agreement.

4.1.7 “Development Exactions” mean, except as otherwise provided in this Agreement, all exactions, in lieu fees or payments (including but not limited to impact mitigation fees) or dedication or reservation of land requirements, obligations for on-site or off-site improvements or construction requirements of a type not normally regarded as subdivision improvements, mitigation measures in connection with environmental review, or impositions made under other rules, regulations, or official policies of the City or in order to make a Development Approval consistent with the Mission Lakes Specific Plan, including without limitation, any requirements of City in connection with or pursuant to any Land Use Regulation or Development Approval for the development of land, the construction of improvements for public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests. Development Exactions shall not include filing fees or other Processing Fees.

4.1.8 “Development Plan” means the Existing Development Approvals and the Existing Land Use Regulations applicable to the Development of the Property.

4.1.9 “Effective Date” means the 30th day after the second reading of the City Council ordinance which adopts and approves this Agreement, unless timely referendum proceedings to set aside the ordinance adopting this Agreement are commenced, in which case the occurrence of the Effective Date shall be postponed until the final disposition of the referendum, including the disposition of any judicial proceedings commenced with respect thereto.

4.1.10 “Existing Development Approvals” means the Mission Lakes Specific Plan, as amended by Specific Plan Amendment 23-09, adopted by the City on July 16, 2024 and the Final Environmental Impact Report.

4.1.11 “Existing Land Use Regulations” means all Land Use Regulations in effect on the Effective Date. Existing Land Use Regulations include, without limitation, the Mission Lakes Specific Plan and all other regulations of the City which are a matter of public record on the Effective Date.

4.1.12 “Final Environmental Impact Report” means the Final Environmental Impact Report (SCH No. 2002101029) for the 2005 General Plan Update that included the Mission Lakes Specific Plan.

4.1.13 “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and official policies of City legally adopted in accordance with all applicable laws

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4 governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes and all Development Exactions, the phasing or timing of development, and the design, improvement and construction and initial occupancy standards and specifications applicable to the Development of the Property as they may be modified by the Development Approvals. “Land Use Regulations” includes those land use regulations in the General Plan but does not include any City ordinance, resolution, code, rule, regulation or official policy, governing:
(a) The conduct of businesses, professions, and occupations; Other than as provided in this Agreement, taxes and assessments of general application, provided that the taxes and assessments are not imposed for the purpose of taxing the right, power or privilege of developing or improving land (e.g. excise tax) or to directly finance the construction or maintenance of any public improvement in respect of which Owner is paying any fee or providing any improvement pursuant to Article 7 hereof; (b) The control and abatement of nuisances;
(c) The granting of encroachment permits and the conveyance of rights and interests which provide for the use of or the entry upon public property; (d) The exercise of the power of eminent domain.

4.1.14 “Mortgagee” means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security-device lender, and their successors and assigns.

4.1.15 “Owner” means collectively Suburban Land Reserve, a Utah corporation; Millrose Properties California, LLC, a California limited liability company; and 7th Standard Ranch Investors LLC, a California limited liability company; and permitted successors in interest to all or any part of the Property.

4.1.16 “Processing Fees” means the normal and customary application, filing, plan check, and permit fees for land use approvals, design review, tree removal permits, building permits, demolition permits and other similar permits and entitlements, and inspection fees, which fees are charged to reimburse the City’s expenses attributable to such applications, processing, permitting, review and inspection and which are in force and effect on a general basis at such time as said approvals, permits, review, inspection or entitlements are granted or conducted by City.

4.1.17 “Project” means the future development of the entirety of the public and private improvements on the Property in a manner consistent with the Mission Lakes Specific Plan, as such Plan may be further defined, enhanced or amended pursuant to the provisions of this Agreement.

4.1.18 “Property” means the real property described on Exhibit “A” and shown on the map included as Exhibit “B” to this Agreement.

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5 4.1.19 “Public Improvements” means those Public Improvements described in Section 7.5 of this Agreement.

4.1.20 “Public Improvement Obligations” means the obligation to construct and/or suitably guarantee the construction of and Dedicate those certain public improvements specifically described in Section 7.5 of this Agreement and the real property interests associated therewith.

4.1.21 “Public Improvement Phasing Plan” means Owner’s currently contemplated phasing of Development for the Property and associated public improvements for each phase of development, including roadway improvements and wet and dry utility infrastructure, as depicted and described by Exhibit E of this Agreement.

4.1.22 “Reservations of Authority” means the rights and authority excepted from the assurances and rights provided to Owner under this Agreement and reserved to City including, without limitation, those rights and authorities described in Section 6.5 of this Agreement.

4.1.23 “Subsequent Development Approvals” means all Development Approvals required after the Effective Date in connection with development of the Property, including without limitation, approval of tentative and final subdivision maps, design review approvals, subdivision improvement agreements which require the provision of bonds or other securities, all excavation, grading, building, construction, demolition, encroachment or street improvement permits, occupancy certificates, utility connection authorizations, or other discretionary or non-discretionary permits or approvals necessary, convenient or appropriate for the grading, construction, marketing, use and occupancy of the Project within the Property at such times and in such sequences as Owner may choose consistent with the Mission Lakes Specific Plan and this Agreement.

4.1.24 “Subsequent Land Use Regulations” means any Land Use Regulations or any amendments to the Mission Lakes Specific Plan legally adopted and effective after the Effective Date of this agreement.

Other initially capitalized terms appearing in this Agreement shall have the meaning given to them at the point at which they first appear.

4.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement:

Exhibit “A” - Legal Description of the Property
Exhibit “B” - Map of Property and Ownership
Information
Exhibit “C” - Current Mission Lakes Specific Plan
Exhibit “D” - Form of Assignment and Assumption
Agreement

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6 Exhibit “E” - Public Improvement Phasing Plan
Exhibit “F” - Mission Lakes Specific Plan Park
Improvements
ARTICLE 5. GENERAL PROVISIONS.

5.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement. Subject to the Owner’s receipt of all Development Approvals relative thereto, the Development of the Property is hereby authorized and shall, except as otherwise provided in this Agreement, be carried out only in accordance with the terms of this Agreement.

5.2 Fee Interest in Property. Owner represents, covenants and warrants that as of the Effective Date it is the sole holder of fee simple absolute title to the Property, excepting those well sites identified by Exhibits A and B, which are owned by the North Kern Water Storage District, which is not a Party to this Agreement.

5.3 Term. The term of this Agreement shall commence on the Effective Date and shall continue for a period of ten (10) years thereafter, unless this term is modified or extended pursuant to the provisions of this Agreement.

5.4 Assignment, Sale and Transfer of Interest in the Property and this Agreement.

5.4.1 Right to Assign.
(a) Owner shall have the right to assign Owner’s rights and obligations under this Agreement, but only in connection with the concurrent sale, assignment, ground lease, encumbrance, or other transfer (collectively, a “Transfer”) of all or any portion of the Property.

Upon (1) any Transfer of all or any portion of the Property, (2) the express assumption of Owner’s obligations, including but not limited to a proportional share (with respect to the portion of the Property being transferred) of Owner’s obligations under this Agreement regarding the payment of Development Impact Fees and construction of Public Improvements as described by Section

7.5 of this Agreement and as depicted and described by Exhibit E of this Agreement by such transferee, and (3) City’s prior written consent, which consent shall not be unreasonably withheld, in a form such as the example “Form of Assignment and Assumption Agreement” document in Exhibit D, Owner shall be relieved of and from further liability or responsibility for compliance with the obligations arising under this Agreement (with respect to the portion of the Property being transferred), and City agrees to look solely to the transferee for compliance by such transferee with the provisions of this Agreement as such provisions relate to the portion of the Property acquired by such transferee; provided however, that the City shall look solely to Owner for compliance with the provisions of this Agreement as such provisions relate to the portion of the Property not so transferred. In order to permit City to make an informed decision to approve or disapprove a proposed assignment of Owner’s rights and obligations under this Agreement, or any partial assignment thereof, City may reasonably require the proposed transferee (other than an Owner Affiliate, defined hereinafter) to submit financial statements and evidence of its fitness, experience and ability (or that of its senior managerial personnel) to comply with the obligations being assumed. Notwithstanding anything to the contrary in this Section 5.4.1, no consent shall be required for any assignment to an “Owner Affiliate”; provided, however, that all conditions and

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7 provisions of subsection (b) of this Section 5.4.1 have been satisfied except as otherwise expressly provided in Section 5.4.1(b). The term “Owner Affiliate” shall mean any of the following:
(i) any member of Owner or any shareholder or shareholders of any member who own(s) and control(s), directly or indirectly, fifty percent (50%) or more of the common stock of such member (“Owner Member”)
(ii) any general or limited partnership in which Owner or an owner partner, individually or collectively, is/are the managing general partner of such partnership. (iii) any limited liability company in which Owner or an owner member, individually or collectively, is/are the managing member of such limited liability company, or control, directly or indirectly, fifty-one percent (51%) or more of the ownership interest in such limited liability company.
(b) City’s consent to an assignment by Owner under this Section 5.4.1 shall not be unreasonably withheld provided (i) Owner notifies City at least forty-five (45) business days prior to the date of such assignment, (ii) the transferee (including any Owner Affiliate) expressly assumes Owner’s obligations (with respect to the portion of the Property being transferred) under this Agreement, and (iii) prior to the date of such assignment the transferee (including any Owner Affiliate) posts cash, surety bonds, letters of credit or other collateral reasonably acceptable to City and equivalent to any security previously provided by Owner to City to secure the transferee’s performance of its obligations with respect to the portion of the Project being acquired by such transferee and of all required Public Improvements (with respect to the portion of the Property being transferred). Notwithstanding clause (iii) in the preceding sentence, where adequate surety bonds, letters of credit or other collateral has already been provided by Owner and the Owner and such transferee choose to not substitute surety bonds, letters of credit or other collateral in accordance with clause (iii), the City’s consent shall not be withheld provided the following conditions are met: (1) Owner shall not reduce any of the surety bonds, letters of credit or other collateral previously provided; and (2) Owner shall cause to be named in any instrument establishing rights of the City under any such surety bonds, letters of credit or other collateral the transferee as the obligee thereunder. In such event, and notwithstanding Section 5.4.1(c) below, the surety bonds, letters of credit or other collateral previously provided by Owner shall not be reduced. Any notification under (i) above shall be forwarded, in writing, to the City Manager with a copy to the City Attorney. It is understood and agreed that, until all of the conditions set forth in clauses (i), (ii) and (iii) immediately hereinabove have been performed, Owner shall not be relieved of and from liability or responsibility for compliance with the obligations arising under this Agreement with respect to the portion of the Project being transferred. In order to permit City to determine the amount and type of collateral that will be reasonably acceptable, City may, as part of its rights under this Section 5.4.1 above, reasonably require the proposed transferee (excepting an Owner Affiliate) to submit financial statements and evidence of its fitness, experience and ability (or that of its senior managerial personnel) to comply with the obligations being assumed. (c) With respect to any permitted assignment pursuant to the provisions of this Section 5.4.1, City shall release Owner from its obligations under this Agreement and any other agreements or undertakings pertaining to the transferred portion of the Project, and release to Owner any bonds or other security posted to secure obligations under such agreements or

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8 undertakings, provided the transferee expressly assumes the obligations under such agreements and substitutes bonds or other security acceptable to City in place of the security to be released. (d) Nothing contained in this Section 5.4.1 shall prevent a Transfer of the Property, or any portion thereof, to a lender as a result of a foreclosure or deed in lieu of foreclosure, and any successor in interest (including the lender) acquiring the Property, or any portion thereof, as a result of foreclosure or a deed in lieu of foreclosure shall take such Property subject to the rights and obligations of Owner under this Agreement; provided, however, in no event shall such successor in interest (including the lender) be liable for any defaults or monetary obligations of Owner arising under this Agreement prior to acquisition of title to the Property by such successor in interest, and provided further, in no event shall any such successor in interest be entitled to a building permit or occupancy certificate until all fees due under this Agreement relating to the portion of the Property acquired by such successor in interest have been paid to City and until any other default relating to the portion of the Property acquired by such successor in interest has been cured.
(e) Any amendment to this Agreement between City and a transferee shall only affect the portion of the Property owned by such transferee, and a default by such transferee shall only affect that portion of the Property owned by such transferee.

5.4.2 Subsequent Assignment. Any subsequent assignment after an initial assignment shall be made only in accordance with and subject to the terms and conditions of Section 5.4.1.

5.4.3 Termination of Agreement with Respect to Individual Lots and Units.

5.4.3.1 Release of Subdivided Lots. Any other provisions of this Agreement notwithstanding, this Agreement shall terminate with respect to any lot, or, as to common areas in common interest subdivision, upon the sale of the first unit, and such lot or unit shall be released and no longer subject to this Agreement without need for the execution or recordation of any further document, upon satisfaction of both of the following conditions. (i) The lot or unit has been finally subdivided and individually (and not in “bulk”) sold or leased to a member of the public or other ultimate user; and (ii) A certificate of occupancy has been issued for a building on the lot.

No such release approved pursuant to this Subsection 5.4.3.1 shall cause or otherwise affect a release of Owner from its duties and obligations under this Agreement as to the remainder of the Property owned by Owner.
(iii) The fees set forth in Section 7.2 have been paid in full to the City for the lot.

5.4.3.2 Partial Release of Purchaser, Transferee or Assignee of a Lot.

If a purchaser, transferee or assignee of a lot (i) which has been finally subdivided as provided for in the Agreement and for which a design review for development of the lot has been approved and all onsite improvements and Public Improvements have been finally constructed pursuant to the Agreement or, (ii) if such improvements and design review has not been approved, but the lot is a

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9 subdivided lot and the conditions of approval of the subdivision map are secured to the reasonable satisfaction of City for the performance of the improvement obligations applicable to the lot, then City shall release said lot from the obligations under this Agreement relating to all other portions of the Property. No such release approved pursuant to this Section 5.4.3.2 shall cause or otherwise affect a release of Owner from its duties and obligations under this Agreement as to the remainder of the Property owned by Owner.

5.5 Amendment or Cancellation of Agreement. This Agreement may be amended, modified or canceled in whole or in part only by the following means:
(a) As provided in Section 6.4;
(b) Pursuant to Government Code Section 65869.5, as necessary to comply with state or federal laws or regulations enacted after the Effective Date; provided, however, that this Agreement shall remain in full force and effect to the extent that it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render the remaining provisions of this Agreement impractical to enforce; or (c) By mutual written consent of both the City and the Owner pursuant to Government Code Section 65868, following all required public notices and hearings and Planning Commission and City Council approval; provided, however, that within the limits of the authority granted to him or her, the City’s Planning Director may make the following minor modifications to this Agreement without the need for formal action by the City’s Planning Commission or City Council;
(i) Minor modifications of schematic plans approved by the City; and (ii) Minor modifications that do not alter the terms of this Agreement, the permitted uses, density or intensity of uses, maximum height or size of buildings, provisions for reservations or dedication of land, conditions, terms, restrictions and requirements relating to Subsequent Development Approvals, and monetary contributions by the Owner.

5.6 Automatic Termination. This Agreement shall automatically terminate and be of no further effect upon the occurrence of any of the following events:
(a) Expiration of the stated term of this Agreement as set forth in Section 5.3. (b) Entry of a final judgment setting aside, voiding or annulling the adoption of the ordinance approving this Agreement.
(c) The adoption of a referendum measure pursuant to Section 65867.5 overriding or repealing the ordinance approving this Agreement. (d) Completion of the Project in accordance with the terms of this Agreement including issuance of all required occupancy permits and acceptance by City or applicable public agency of all required Dedications and improvements.

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10 (e) Upon the default of Owner or City to the extent provided in Article 9 and Article 10, respectively.
(f) The entry of a final judgment (or a decision on any appeal therefrom) voiding the Mission Lakes Specific Plan or any element thereof, which judgment or decision would preclude development of the Project, but only if the City is unable to cure such defect in the Mission Lakes Specific Plan or element within one hundred and eighty (180) days from the later of entry of final judgment or decision on appeal.

Termination of this Agreement shall not constitute termination of any other land use entitlements approved for the Property unless such land use entitlements are conditioned upon the continued existence of this Agreement or upon the construction of improvements or the payment of fees described in this Agreement and Owner fails to construct such improvements or pay such fees as required in the conditions to the land use entitlements or this Agreement. Upon the termination of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination, or with respect to any default in the performance of the provisions of this Agreement which has occurred prior to such termination, or with respect to any obligations which are specifically set forth as surviving this Agreement. Upon such termination, all fees paid pursuant to Article 7 of this Agreement by Owner to City for buildings on which construction has not yet begun shall either, at City’s option, be refunded to Owner by City; or applied as a credit to future development fees due from Owner, provided, however that Owner may designate another party to receive such refund or credit. Notwithstanding anything to the contrary in this Section 5.6, Owner shall receive any applicable fee credits set forth in Article 7 for those portions of any Public Improvements Dedicated to the City and any fee credits pursuant to any tentative map or parcel map prior to such termination. Those fee credits shall survive such termination and may be used by Owner, to the extent not previously used by Owner, to offset the City’s collection of such fees in connection with the Project.

5.7 Notices.
(a) As used in this Agreement, “notice” includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) three days after deposit in the United States mail, postage prepaid, addressed to the recipient named below; All notices shall be addressed as follows:

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11 If to City:

City Manager
City of Shafter
336 Pacific Avenue
Shafter, CA 93263
with a copy to:

Best Best & Krieger LLP
2855 E. Guasti Road, Suite 400
Ontario, CA 91761
Attn: Shafter City Attorney
If to Owner:

Land Reserve, Inc. (formerly known as Suburban Land Reserve, Inc.) 51 South Main Street, Suite 301
Salt Lake City, UT 84111
Attn: Danny Owen
Millrose Properties California, LLC
5 River Park Place East, Suite 210
Fresno, CA 93720
Attn: Walter Diamond
7th Standard Ranch Investors LLC
PO Box 82515
Bakersfield, CA 93380
Attn: Tony Hogg and Lee Jamieson
(c) Either party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change.

5.8 Validity of This Agreement. The Owner and the City each agree that neither party has made any representations to the other concerning the enforceability or validity of any one or more provisions of this Agreement.

ARTICLE 6. DEVELOPMENT OF THE PROPERTY

6.1 Rights to Develop. Subject to the terms of this Agreement, including the Reservations of Authority, Owner shall have a vested right to develop the Property in accordance with and to the extent of, the Mission Lakes Specific Plan and subject to the Existing Land Use Regulations. The Property shall remain subject to all Subsequent Development Approvals required to complete the Project as contemplated by the Development Plan. Except as otherwise provided

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12 in this Agreement, and subject to the Reservations of Authority, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and Dedication of land for public purposes and other Development Exactions, the phasing and timing of development, the design, improvement and construction standards and specifications applicable to development of the Property, and other terms and conditions of development applicable to the Property shall be those set forth in the Mission Lakes Specific Plan.

6.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under the terms of this Agreement, including the Reservations of Authority, the rules, regulations and official policies and conditions of approval governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, provisions for reservation and Dedication of land for public purposes and other Development Exactions, the phasing and timing of development, and the design, improvement, occupancy and construction standards and specifications applicable to development of the Property shall be the Existing Land Use Regulations.

City shall accept for processing, review and action all applications for Subsequent Development Approvals, and such applications shall be processed in the normal manner for processing such matters unless otherwise required by this Agreement to be expedited or given priority.

Owner acknowledges and agrees that the failure or inability of public utility providers other than the City including, without limitation, such providers as electricity, gas, telephone, and cable to provide the appropriate amount and type of utility service to the Property shall be sufficient cause for City to withhold issuance of approvals hereunder necessary for the development and/or occupancy of those buildings to which such utility service is not then available until such service is available. A will serve letter issued by a utility provider shall be conclusive evidence that the utility service is available to that portion of the Property covered by that letter.

City agrees that it shall not take any action with the express intent of preventing any such provider from furnishing appropriate utility service to the Property.

6.3 Timing of Development. The parties acknowledge that Owner cannot at this time predict when or the rate at which phases of the Property will be developed. Such decisions depend upon numerous factors which are not within the control of Owner, such as market orientation and demand, interest rates, absorption, completion and other similar factors. Since the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, that the failure of the parties therein to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over such parties’ agreement, it is the parties’ intent to cure that deficiency by acknowledging and providing that Owner shall have the right to develop the Property in such order and at such rate and at such times as Owner deems appropriate within the exercise of its subjective business judgment, subject only to any timing or phasing provisions set forth in this Agreement or the Mission Lakes Specific Plan.

6.4 Changes and Amendments. The parties acknowledge that development of the Project will require Subsequent Development Approvals and may demonstrate that changes are appropriate and mutually desirable in the Existing Development Approvals. In the event Owner

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13 finds that a change in the Existing Development Approvals is necessary or appropriate, Owner shall apply for a Subsequent Development Approval to effectuate such change and City shall process and act on such application in accordance with the Existing Land Use Regulations, except as otherwise provided by this Agreement, including the Reservations of Authority. If approved, any such change in the Existing Development Approvals shall be incorporated herein as an addendum and may be further changed from time to time as provided in this Section. Unless otherwise required by law, as determined in City’s reasonable discretion, a change to the Existing Development Approvals shall be deemed “minor” and not require an amendment to this Agreement provided such change does not:
(a) Alter the permitted uses of the Property as a whole; or (b) Increase the density or intensity of use of the Property as a whole; or (c) Increase the maximum height and size of permitted buildings; or (d) Delete a requirement for the reservation or dedication of land for public purposes within the Property as a whole; or
(e) Constitute a project requiring a subsequent or supplemental environmental impact report pursuant to Section 21166 of the Public Resources Code, as it exists from time to time.

6.5 Reservations of Authority.

6.5.1 Limitations, Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following Subsequent Land Use Regulations shall apply to the development of the Property:
(a) Processing Fees imposed by City to cover the estimated or actual costs to City of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued, which fees are charged to reimburse the City’s expenses attributable to such applications, processing, permitting, review and inspection and which are in force and effect on a general basis at such time as said approvals, permits, review, inspection or entitlements are granted or conducted by City. (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure.
(c) Regulations, policies (written or unwritten) and rules governing engineering and construction standards and specifications applicable to private or public improvements including, without limitation, any and all uniform codes adopted by the City, including local amendments to those codes adopted pursuant to state law allowing for such amendments; provided that such codes are uniformly applied to all new development projects of the same uses within the City. Such codes include without limitation, the City’s Uniform Housing Code, Building Code, Plumbing Code, Mechanical Code, Electrical Code, Fire Code and Building Security Code. City

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14 agrees that such regulations, policies and rules shall be those applied on a City-wide basis to all development projects of a similar type as the Project.
(d) Regulations which may be in conflict with the Mission Lakes Specific Plan but which are reasonably necessary to protect the residents of the Project or of the immediate community, or both, from a condition perilous to their health or safety, or both; provided, however, the following shall apply:
(i) That to the extent possible, such regulations shall be applied and construed so as to provide Owner with the rights and assurances provided in this Agreement; and (ii) That such regulations apply uniformly to all new development projects of the same uses within the City; and
(iii) That the City Council finds, based on substantial evidence, that such regulations are necessary to eliminate or reduce a public danger perilous to the health or safety of the residents of the Project or of the immediate community. (e) Subsequent regulations which do not conflict with the Development Plan.

For the purposes of this Agreement, the term “does not conflict” and its variants means new rules, regulations, and policies which: (i) do not modify the Mission Lakes Specific Plan, including, without limitation, the permitted land uses, the density or intensity of use, the phasing or timing of development of the Project, the maximum height and size of proposed buildings on the Property, provisions for Dedication of land for public purposes and Development Exactions, except as expressly permitted elsewhere in this Agreement, and standards for design, development and construction of the Project, except with respect to uniform codes as permitted elsewhere in this Agreement; (ii) do not prevent Owner from obtaining any Subsequent Development Approvals, including, without limitation, all necessary approvals, permits, certificates, and the like, at such dates and under such circumstances as the Owner would otherwise be entitled by the Mission Lakes Specific Plan; or (iii) do not prevent Owner from commencing, prosecuting, and finishing grading of the land, constructing public and private improvements, and occupying the Property, or any portion thereof, all at such dates and schedules as Owner would otherwise be entitled to do so by the Mission Lakes Specific Plan. Any Regulation whether adopted by initiative or otherwise, limiting the rate, timing, type or density of development of the Property shall be deemed to conflict with the Mission Lakes Specific Plan and shall therefore not be applicable to the development of the Property, unless otherwise provided for in this Agreement or by statute. (f) Regulations which are in conflict with the Mission Lakes Specific Plan, provided Owner has given written consent to the application of such regulations to the Development of the Property.

6.5.2 Subsequent Development Approvals. This Agreement shall not prevent City, in acting on Subsequent Development Approvals, from applying Subsequent Land Use Regulations which do not conflict with the Mission Lakes Specific Plan or this Agreement, nor shall this Agreement prevent City from denying or conditionally approving any Subsequent Development Approvals on the basis of the Existing Land Use Regulations or any Subsequent

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15 Land Use Regulation not in conflict with the Mission Lakes Specific Plan or as otherwise permitted by this Agreement.

6.5.3 Modification or Suspension by State or Federal Law. In the event that State or Federal laws or regulations enacted after the Effective Date of this Agreement prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations, provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce.

6.5.4 Intent. The parties intend that, unless otherwise expressly herein provided, or as otherwise provided by law, this Agreement embodies the full terms and conditions relative to the proposed Development of the Project. Notwithstanding the foregoing, however, Owner and City each agree that neither party has made any representations to the other concerning the enforceability or validity of this Agreement or any one or more of its provisions and that each party has exercised due diligence in ascertaining for itself the validity and enforceability of this Agreement and its provisions.

6.6 Public Works. Owner is required by this Agreement to construct certain facilities and improvements which will be Dedicated to City or other public agencies upon completion.

6.6.1 Payment of Prevailing Wages. Owner acknowledges that the City has made no representation, express or implied, to Owner or any person associated with Owner regarding whether or not laborers employed relative to the construction and installation of improvements on the Property, if any, must be paid the prevailing per diem wage rate for their labor classification, as determined by the State of California, pursuant to California Labor Code Sections 1720, et seq. Owner agrees with the City that Owner shall assume the responsibility and be solely responsible for determining whether or not laborers employed relative to any construction of capital improvements on the Property or for the Development must be paid the prevailing per diem wage rate for their labor classification, as determined by the State of California, pursuant to California Labor Code Sections 1720, et seq.

6.6.2 If Civil Code sections 9550 et seq. require contractors to procure a payment bond for the improvements on the Property, then the Owner shall ensure that its contractors deliver the required bond.

6.6.3 Owner, on behalf of itself, its successors, and assigns, waives and releases the City from any right of action that may be available to any of them pursuant to California Labor Code Sections 1726 and 1781. Owner acknowledges the protections of California Civil Code Section 1542 relative to the waiver and release contained in this Section 6.6.3, which reads as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR

OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR

HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF

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16 KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

BY INITIALING BELOW, OWNER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542 SOLELY IN CONNECTION WITH THE WAIVERS AND RELEASES OF THIS SECTION 6.6:

Owner’s Initials, Suburban Land Reserve, Inc.

Owner’s Initials, Millrose Properties California, LLC
Owner’s Initials, 7th Standard Ranch Investors LLC

6.6.4 Owner shall defend with counsel reasonably acceptable to the City, indemnify and hold harmless City and its elected officials, officers, employees, agents and contractors from any and all liability, costs, claims, damages, fines, penalties and expense, including costs of litigation and attorneys’ fees, arising out of or in any way connected with Owner’s construction of the facilities and improvements described in this Agreement and Owner shall indemnify, defend with counsel reasonably acceptable to the City and hold harmless the City against any claims pursuant to California Labor Code Section 1781 arising from this Agreement or the construction or installation of any improvements on the Property or for the Development, in accordance with the terms of Section 6.6 of this Agreement.

6.7 Provision of Off-Site Real Property for Public Improvements. The City and Owner acknowledge that certain Public Improvements may be located on property which is neither owned nor controlled by the Owner or the City, which shall be considered an Offsite Improvement.

For purposes of this Section 6.7, any individual parcel of such property on which the Offsite Improvements will be located shall be hereinafter referred to singularly as a “Subject Property”, and collectively as “Subject Properties.”

6.7.1 No Commitment to Condemn. Owner hereby acknowledges and understands that this Agreement does not obligate the City in any way to use its power of eminent domain to acquire any Subject Property. The City’s use of the power of eminent domain is conditioned by law upon certain findings and determinations that the City Council in its sole discretion, must make in accordance with California Code of Civil Procedure Sections 1240.030, 1240.040, and 1245.230. These findings and determinations include, without limitation, all of the following:
(i) The public interest and necessity require the Offsite Improvement; (ii) The Offsite Improvement is planned or located in the manner that will be most compatible with the greatest public good and the least private injury; (iii) The Subject Property is necessary for the Offsite Improvement; and

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KNOWN BY HIM OR HER, WOULD HAVE MATEMALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

BY INITIALING BELOW, OWNER KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542 SOLELY IN CONNECTION WITH THE WAIVERS AND RELEASES OF THIS SECTION 6. 6:

OwTner's Initials, Suburban Land Reserve, Inc.

Owner's Initials, Millrose Properties California, LLC
Owner's Initial , 7th Standard Ranch Investors LLC

6.6.4 Owner shall defend with counsel reasonably acceptable to the City, indemnify and hold harmless City and its elected officials, officers, employees, agents and contractors from any and all liability, costs, claims, damages, fines, penalties and expense, including costs of litigation and attorneys' fees, arising out of or in any way connected with Owner's construction of the facilities and improvements described in this Agreement and Owner shall indemnify, defend with counsel reasonably acceptable to the City and hold harmless the City against any claims pursuant to California Labor Code Section 1781 arising from this Agreement or the construction or installation of any improvements on the Property or for the Development, in accordance with the terms of Section 6. 6 of this Agreement.

For purposes of this Section 6.7, any individual parcel of such property on which the Offsite Improvements will be located shall be hereinafter referred to singularly as a "Subject Property", and collectively as "Subject Properties."

6.7. 1 No Commitment to Condemn. Owner hereby acknowledges and understands that this Agreement does not obligate the City in any way to use its power of eminent domain to acquire any Subject Property. The City's use of the power of eminent domain is conditioned by law upon certain findings and determinations that the City Council in its sole discretion, must make in accordance with California Code of Civil Procedure Sections 1240. 030, 1240. 040, and 1245. 230. These findings and determinations include, without limitation, all of the following:
(i) The public interest and necessity require the Offsite Improvement; (ii) The Offsite Improvement is planned or located in the manner that will be most compatible with the greatest public good and the least private injury; (iii) The Subject Property is necessar)7 for the Offsite Improvement; and 16

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17 (iv) That either the offer (if any) required by Section 7267.2 of the California Government Code has been made to the owner or owners of record, or the offer has not been made because the owner or owners cannot be located with reasonable diligence.

Owner hereby acknowledges and understands that as of the date of this Agreement, the City has not considered the propriety of the use of its power of eminent domain to acquire any Subject Property. The City makes no representation or guarantee whatsoever concerning the eventual result or outcome of its discretionary consideration of the use of its power of eminent domain to acquire any Subject Property or of any actual eminent domain proceeding.

6.7.2 Indemnity. Owner hereby agrees to defend (with counsel reasonably acceptable to the City), indemnify and hold harmless the City, its officials, officers, employees, agents, attorney, and contractors from and against all third party liability, claims, lawsuits, judgments, fines, penalties, amounts paid in settlements, costs and expenses arising out of or in any way connected with the City’s actions under this Section 6.7 with respect to any Subject Property, except to the extent that such liability arising from the negligence or willful misconduct of the City, its official, officers, employees, agents, attorney or contractors. Owner’s obligations under this Section 6.7.2 shall survive the expiration or termination of this Agreement.

6.7.3 Cooperation. The parties hereby agree to take such other actions and execute such other reasonable documents as are consistent with this Section 6.7 and as are reasonably necessary to effectuate this Section 6.7; provided, however, that the foregoing shall not require the City to take any legislative act or exercise its discretion in any particular manner.

6.7.4 Effect of Termination, Expiration or Invalidity of this Agreement. If the City terminates this Agreement in accordance with the provisions for termination contained herein, or if this Agreement otherwise expires or is declared invalid, Owner agrees that such termination, expiration, or determination of invalidity shall survive and Owner shall remain liable to City for all costs reasonably incurred by City up to the date of such termination, expiration or determination of invalidity in connection with actions taken by the City pursuant to this Section 6.7, and shall remain liable to the City for all costs reasonably incurred by the City subsequent to such termination, expiration or determination of invalidity relative to the taking of such actions as are necessary, as determined by the City in its sole and absolute discretion, to terminate any acquisition activity undertaken prior to such termination pursuant to this Section 6.7, including, without limitation, amounts that the City may pay pursuant to California Code of Civil Procedure Section 1268.610 et. seq., as a result of the City’s election to abandon or settle any judicial proceedings which may have been filed.

6.8 Environmental Compliance. Owner and City acknowledge that City’s adoption of the Final Environmental Impact Report for the 2005 General Plan Update that included the Mission Lakes Specific Plan described in the recitals hereto reflect City’s determination that the Final Environmental Impact Report was adequate, that such adoption is the product of City’s independent review and judgment, that it satisfied the requirements of the California Environmental Quality Act, and that it fully and adequately analyzed the environmental impacts of the Project. No mitigation measures other than those expressly identified in the Final Environmental Impact Report, the Existing Development approvals, or this Agreement shall be imposed on the Property or as an obligation of Owner for the development of the Property in

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18 accordance with the Development Approvals. However, City may impose additional environmental review and mitigation measures upon Subsequent Development Approvals where such additional environmental review and measures are required pursuant to Public Resources Code Section 21166, and California Code of Regulations Title 14 Section 15162, as those sections may be amended or substituted.

6.9 Regulation by Other Public Agencies. It is acknowledged by the parties that other public agencies not within the control of City possess authority to regulate aspects of the development of the Property separately from or jointly with City and this Agreement does not limit the authority of such other public agencies.

6.10 Tentative Map Extension. Pursuant to the provisions of Section 66452.6, any tentative subdivision map or tentative parcel map approved in connection with Development of the Property shall be extended for the Term of this Agreement;.

6.11 Initial Public Improvement Phasing Plan. Development of the Property and the Public Improvements shall be subject to all timing and phasing requirements established by this Agreement or the Development Plan. Owner has identified an initial phasing plan for the development of the Property including construction of anticipated Public Improvements, as described by and depicted on the Public Improvement Phasing Plan included as Exhibit E of this Agreement; however, Owner has also reserved the right to modify the phasing and timing of the development of the Property in its sole discretion. In the event Owner elects to amend the proposed phasing of the Project, Owner shall give the City written notice of the revised phasing plan and shall provide the City Manager with a proposed revision to the Public Improvement Phasing Plan.

The City Manager shall review and approve or approve with modifications the revised Public Improvement Phasing Plan within thirty (30) days of its submittal to the City Manager. In reviewing and approving the revised Public Improvement Phasing Plan, the discretion of the City Manager shall be limited to a determination as to whether the revised Public Improvement Phasing Plan will provide the necessary Public Improvements required to serve the associated phases of development set forth in the revised phasing plan. The determination of the City Manager with respect to the revised Infrastructure Phasing Plan may be appealed to the Planning Commission and any decision made by the Planning Commission may be appealed to the City Council pursuant to the then-existing appeal provisions of the City Code.

6.12 Application of Government Code Section 66462.5. The provisions of Government Code Section 66462.5 shall not apply to any of the Public Improvements and Owner hereby waives, to the maximum legal extent, any benefits accruing to Owner pursuant to Government Code Section 66462.5 and all other statutes and judicial decisions of similar effect; provided, however, that Government Code Section 66462.5 and all other statutes and judicial decisions of similar effect will continue to apply, to the extent applicable, to all other public improvements other than the Public Improvements.

OWNER HEREBY ACKNOWLEDGES THAT IT HAS READ AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542 (“SECTION 1542”), WHICH IS SET FORTH BELOW:

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19 A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

THAT THE CREDITOR OR RELEASING PARTY DOES NOT

KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT

THE TIME OF EXECUTING THE RELEASE AND THAT, IF

KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY

AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.

BY INITIALING BELOW, OWNER HEREBY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES:

Owner’s Initials, Suburban Land Reserve, Inc.

Owner’s Initials, Millrose Properties California, LLC
Owner’s Initials, 7th Standard Ranch Investors LLC
ARTICLE 7. PUBLIC BENEFITS.

7.1 Intent. The parties acknowledge and agree that development of the Property will result in substantial public needs which will not be fully met by the Mission Lakes Specific Plan and further acknowledge and agree that this Agreement confers substantial private benefits on Owner which should be balanced by commensurate public benefits. Accordingly, the parties intend to provide consideration to the public to balance the private benefits conferred on Owner by providing more fully for the satisfaction of the public needs resulting from the Project.

7.2 City Impact Fees. Subject to any fee credits set forth in this Article 7 or identified pursuant to any tentative map or parcel map approval, Owner shall pay to City the following public facilities and services impact fees, which shall constitute for purposes of this Agreement all Cityimposed fees included in this Agreement’s definition of Development Exactions, at the times provided therefore by applicable City ordinance or resolution:

7.2.1 Traffic Impact Fee. Owner shall pay the traffic impact fee (“Traffic Impact Fee”) in effect at the time that the building permit is issued for each dwelling unit, provided that the Traffic Impact Fees paid by Owner shall not exceed $15,000.00 for each dwelling unit.

7.2.2 Park Impact Fee. Owner shall pay the park impact fee (“Park Impact Fee”) in effect at the time that the building permit is issued for each dwelling unit, provided that the Park Impact Fee paid by Owner shall not exceed $6,000.00 for each dwelling unit.

In lieu of paying a Park Impact Fee for each dwelling unit, the Owner may design and fully construct publicly accessible parks included in the Mission Lakes Specific Plan, which shall be completed within eight (8) months of commencing park construction as set forth in Exhibit F, Park Improvements, incorporated herein by reference. All hardware or equipment supplied in

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A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

THAT THE CREDITOR OR RELEASING PARTY DOES NOT

KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT

THE TIME OF EXECUTING THE RELEASE AND THAT, IF

KNOWN BY HIM OR HER, WOULD HA VE MATERIALLY

AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.

BY INITIALING BELOW, OWNER HEREBY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING WAIVERS AND RELEASES:

Owner's Initials, Suburban Land Reserve, Inc.
erties California, LLC
Owner's Initials, Standard Ranch Investors LLC
ARTICLE 7. PUBLIC BENEFITS.

7.1 Intent. The parties acknowledge and agree that development of the Property will result in substantial public needs which will not be fully met by the Mission Lakes Specific Plan and further acknowledge and agree that this Agreement confers substantial private benefits on Ov.ner which should be balanced by commensurate public benefits. Accordingly, the parties intend to provide consideration to the public to balance the private benefits conferred on Owner by providing more fully for the satisfaction of the public needs resulting from the Project.

7.2 City Impact Fees. Subject to any fee credits set forth in this Article 7 or identified pursuant to any tentative map or parcel map approval, Owner shall pay to City the following public facilities and services impact fees, which shall constitute for purposes of this Agreement all Cityimposed fees included in this Agreement's definition of Development Exactions, at the times provided therefore by applicable City ordinance or resolution:

7.2.1 Traffic Impact Fee. Owner shall pay the traffic impact fee ("Traffic Impact Fee") in effect at the time that the building permit is issued for each dwelling unit, provided that the Traffic Impact Fees paid by Owner shall not exceed $15,000.00 for each dwelling unit.

7.2.2 Park Impact Fee. Ov,ner shall pay the park impact fee ("Park Impact Fee") in effect at the time that the building permit is issued for each dwelling unit, provided that the Park Impact Fee paid by Owner shall not exceed $6,000.00 for each dwelling unit.

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20 connection with the development of such parks shall be installed in accordance with City Standards or the manufacturer’s requirements, has been inspected for conformance with applicable codes and passed, and is ready for use by the City or the public in general.

7.2.3 Sewer Impact Fee. Owner shall pay the sewer impact fee (“Sewer Impact Fee”) in effect at the time that the building permit is issued for each dwelling unit, provided that the Sewer Impact Fee paid by Owner shall not exceed $10,000.00 for each dwelling unit.

7.2.4 Fire/Police Impact Fee. Owner shall pay the fire and police services impact fee (“Fire/Police Impact Fee”) in effect at the time that the building permit is issued for each dwelling unit, provided that the Fire/Police Impact Fee paid by Owner shall not exceed $5,000.00 for each dwelling unit.

7.2.5 Additional Impact Fees. Owner shall pay any additional impact fees, other than the City’s Traffic Impact Fee, Park Impact Fee, Sewer Impact Fee, and Fire/Police Impact Fee, which shall be defined as Additional Impact Fees, in effect at the time that the building permit is issued for each dwelling unit. These Additional Impact Fees may include but not be limited to the following fees, some of which may be adopted by City and become effective after the Effective Date, provided that the total of all Additional Impact Fees paid by Owner shall not exceed $20,000.00 for each dwelling unit:
i. Local Storm Drainage Collection Facilities;
ii. Water Storage and Distribution;
iii. Wastewater Collection Facilities;
iv. General Facilities (city hall, corporate yard, and municipal fleet); v. Aquatics Facilities;
vi. Public Use Facilities (community, senior, teen centers, et. al.); vii. Library Building and Collection;
viii. Park Land and Open Space Acquisition and Recreation Facilities; and ix. Development and any other infrastructure impact fees required by the City as allowed by Government Code §66000, et. seq. (often referred to as AB1600).

7.3 Non-City Impact Fees.

7.3.1 Public School Impact Fee. Owner shall pay all public school impact fees required by the Norris and/or Richland School District attributable to the Project as applicable.

7.4 Public Benefit Fee. Lennar Homes of California, LLC, as the developer affiliate of Millrose Properties California, LLC, shall pay to City a supplemental Public Benefit Fee of $1,000,000.00, to be payable in installments as follows: $100,000 payable to City within 90 days of the Effective Date of this Agreement, followed by four (4) subsequent annual payments of $225,000 to City, each made prior to each of the first four (4) anniversaries of the Effective Date.

7.5 Public Improvements.

7.5.1 Public Improvement Phasing Plan. Owner shall, at its sole cost, expense, and liability, construct and/or suitably guarantee the construction of those Public Improvements described by and depicted on the Public Improvement Phasing Plan included as Exhibit E to this

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21 Agreement, in conjunction with each anticipated phase of Development of the Property, subject to all relevant provisions of this Agreement.

7.5.2 Landscaping Improvements. Owner shall, at its sole cost, expense and liability, construct those certain landscaping improvements required by the Mission Lakes Specific Plan found to be in substantial conformance by the City Engineer. Owner shall Dedicate any required improvements to the City at the time of recordation of the final map for which the improvements were a condition of approval. Owner will construct such landscaping improvements in accordance with City and other applicable governmental agency rules, codes, standards, ordinances and regulations in accordance with the Existing Land Use Regulations, subject to the Reservations of Authority.

7.5.3 Flood Control and Storm Drainage Improvements. Owner shall, at its sole cost, expense and liability, construct those certain flood control and storm drainage improvements required by the Mission Lakes Specific Plan found to be in substantial conformance by the City Engineer. Owner shall Dedicate any required improvements to the City at the time of recordation of the final map for which the improvements were required. Owner will construct such flood control and storm drainage improvements in accordance with City and other applicable governmental agency rules, codes, standards, ordinances and regulations in accordance with the Existing Land Use Regulations, subject to the Reservations of Authority.

7.5.4 Public Utilities Impact Measures. Contemporaneously with or prior to the approval of each final map applicable to the Project, Owner shall provide written evidence, acceptable to City, that Owner has fully satisfied all public utilities impact measures lawfully required by any public utility purveyor, including, without limitation, phone, water, electric, cable television and gas, which will service that portion of the Project. Failure to provide such evidence will result in disapproval of any final map.

7.6 Alternative Improvements Interests. City and Owner acknowledge and agree that the potential acquisition of real property and other interests necessary for the construction of the Public Improvements described in Section 7.5 of this Agreement is subject to the provisions of Section 6.7. If, due to any reason whatsoever, Owner is unable to construct those Public Improvements described in Section 7.5 of this Agreement and meeting the definition of an Offsite Improvement due to the inability of either Owner or City to acquire the necessary real property or other interests to allow such construction, then Owner shall construct alternative improvements of an equal or greater value than those improvements which would have been constructed had the necessary property and other interests been obtained or pay an in-lieu fee, if applicable. The value of such alternative improvements shall be as determined in the City’s reasonable discretion, consistent with the programs, studies and reports substantiating the amount of development impact fees adopted by the City. Construction of the alternative improvements shall be in accordance with plans and specifications approved by City in accordance with all codes, ordinances, regulations, standards and policies in effect at the time of the construction of the improvements.

7.7 Environmental Site Inspection. Owner hereby grants to the City, its agents, contractors, employees and other representatives the right to enter upon the Property during reasonable business hours for purposes including, without limitation, the surveying, inspecting, photographing, sampling, and other testing necessary, in the City’s absolute discretion, to the

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22 determination of whether hazardous or toxic pollutants, contaminants or materials (collectively, “environmental contaminants”) are located upon any property which the City will be receiving through Dedication including, without limitation, parks, rights of way, and utility easements. Upon discovery of any environmental contamination, Owner shall immediately cease any work that may have begun upon the Project, will notify all appropriate governmental authorities and regulatory agencies, and will take all steps necessary to comply with any provisions of any federal or state environmental laws, including the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act, the Toxic Substances Control Act, and all other federal or state statutes of similar import and effect.

7.8 Dedication. The term “Dedicate” as used in this Article 7 means to acquire and offer the subject land for dedication and to construct the improvements to be constructed by the Owner on such land pursuant to Section 7.5 of this Agreement and thereafter to convey such land and improvements to the City. Owner shall convey the land on which the Public Improvements are to be constructed in coordination with the anticipated phasing of Development of the Property as identified by the Public Improvement Phasing Plan included as Exhibit E of this Agreement, but in no event later than the recordation of the final tract map for which such Public Improvement(s) was/were a condition of approval. Owner shall Dedicate/convey easement interests in all property required to be Dedicated by this Agreement. The Owner shall Dedicate each Public Improvement upon completion of a segment component of such Public Improvement.

7.9 Minimum Dwelling Unit Size. Owner agrees that the minimum single-family dwelling unit size permitted in the Project’s subdivisions shall be no less than 850 square feet of living space. The minimum square foot requirement excludes garages, patios and/or porches whether enclosed or not.

7.10 Fiber Optic and Networking Installation for Dwelling Units. Owner agrees to install in each dwelling unit the following fiber optic and networking requirements:

7.10.1 Building Department Requirements
(a) Install a dedicated City Fiber Enclosure adjacent to the other utility enclosures or a Common Communication Enclosure (collectively “Utility Enclosure”) for the proposed communications utilities (phone, cable, fiber, etc.). The enclosure type shall be BennerNawman 14326W-UL or as approved by the City. The Utility Enclosure may face the garage exterior or interior and shall include one 120-volt, 15-amp convenience receptacle inside the enclosure mounted on either side of the wall. A surge-protected receptacle must be installed. (b) Install a wireless-transparent Structured Media Enclosure (“Media Enclosure”), such as models: Legrand 30” ENP3050, Legrand 42” ENP4250, Leviton 30” 49605- 30W, Primex Verge 30” P3000, 42” Primex Verge P4200, or as approved by the City. The Media Enclosure shall be installed in the wall of a master bedroom closet or a laundry room furthest from the water supply and maintain a minimum 48-inch horizontal clearance between and 24-inch clearance above any metallic appliances or accessories. The Media Enclosure shall include one 120-volt, 15-amp convenience receptacle located inside the enclosure.

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23 (c) Install a conduit pathway from the Utility Enclosure to the Media Enclosure with a minimum of one (1) 1-inch diameter non-metallic, flexible conduit which shall maintain a minimum 36-inch bend radius and protrude a minimum of 6-inches into the enclosures. The conduit shall be marked with orange Tyvek or plastic tags, labeled “City Fiber Use Only”, 661- 746-5000”, tie wrapped to the conduit in plain view within the enclosures. (d) Install a continuous conduit without breaks or couplings from the existing City Fiber Distribution Enclosure located in the right-of-way (“Distribution Enclosure”) to the bottom side of the Utility Enclosure. The conduit shall be installed a minimum of 36-inches below grade, protrude a minimum of 12-inches into the Utility Enclosure, be orange in color, and be factory labeled “City of Shafter 661-746-5000”. If the conduit does not have an integrated tracer wire, a continuous external #12 AWG solid-conductor tracer wire with high-density polyethylene insulation rated for direct burial shall be installed along with the conduit leaving a minimum 15- feet of slack coiled in the Distribution Enclosure and 3-feet of slack coiled in the Utility Enclosure.

The conduit and tracer wire shall be inspected by a City of Shafter representative before shading and backfilling.
(e) After backfilling, polyester cable pulling tape (Muletape), or equivalent, shall be installed in all conduit paths between the Distribution Enclosure and the Utility Enclosure.

Mule tape shall be slack (no tension) and fastened to the plug or cap. (f) Couplings shall be used to repair damaged or short-length conduit only if approved by the City. Conduit couplings shall be an air-tight, water-tight, push-on compression fitting approved by the City. Tracer wire couplings shall be air-tight, water-tight, twist on or compression connector approved by the City. Coupling integrity shall be inspected by a City of Shafter representative.
(g) Category 6 Unshielded Twisted Pair (CAT 6 UTP) cable (or as approved by the City) shall be installed according to industry standards and the requirements below, and shall not be pinched, stapled, bent sharply, or crossing any sharp, unprotected edges:
(h) Install a minimum of two (2) cables from the Utility Enclosure to the Media Enclosure.

7.10.2 Engineering Department Requirements
(a) Owner shall design and install a system of conduits, terminal enclosures, distribution enclosures, splice enclosures, connection points, and hand holes for a fiber optic network to each buildable lot within the development. Design and material specifications are available from the City of Shafter. Plans shall be submitted to and approved by the City of Shafter, prior to recordation of the final map, showing the proposed utility trench and all appurtenant hardware. The design shall include the following minimum specifications:
(i) A combination of fiber optic conduits shall minimally include 4” SDR-11 HDPE, 2” SDR-11 HDPE, 1.25” SDR-11 HDPE, and 7-Way bundled HPDE innerduct with attached tracer wire. Fiber optic conduits may be joint-trenched with other utility company pipes and/or conduits.

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24 (ii) All underground fiber optic conduits, innerduct bundles, etc. shall be factory-labeled “City of Shafter 661-746-5000”. Conduits shall be identified by a permanent marking, with the address number of the residence they serve, within the distribution enclosures. (iii) All underground fiber optic conduit paths shall have tracer wire. If the conduit does not have an integrated tracer wire, a continuous external #12 AWG solidconductor tracer wire with high-density polyethylene insulation rated for direct burial shall be installed along with the conduit leaving a minimum 15-feet of slack coiled in the endpoint enclosures.
(iv) The ends of all fiber optic conduits, innerducts, and microducts shall be plugged or capped to prevent dirt, debris, or foreign objects from entering. (v) After backfilling, all conduits shall be checked for obstructions, and re-excavated and repaired or replaced as required. All conduits ½-inch or larger shall require polyester cable pulling tape or equivalent installed. Mule tape shall be slack (no tension) and fastened to the plug or cap. Innerducts and microducts shall be mandrel tested while being witnessed by a City of Shafter Public Works Department representative. (vi) A combination of underground utility enclosures shall minimally include 36”W x 60”L x 36”D polymer concrete enclosures with dual torsion covers, 36”W x 36”L x 24-36”D and 24”W x 36”L x 24-36”D High Density Polyethylene (HDPE) enclosures. (vii) All underground utility enclosures shall be factory-stamped “City Fiber”.

ARTICLE 8. FINANCING OF PUBLIC IMPROVEMENTS AND

MAINTENANCE OBLIGATIONS

8.1 Maintenance Services Community Facilities District. The City and Owner agree to the formation of a new, or annexation to an existing, CFD pursuant to the terms of the MelloRoos Community Facilities Act of 1982, being Chapter 2.5 of Part 1 of Division 2 of Title 5 of the California Government Code commencing with section 53311, as amended (the “Act”). The territory of which shall include the Project, for the purposes of the payment of the ongoing maintenance and operation costs associated with certain public services authorized under the Act (“Services”) located within, or appurtenant to, the Project. Owner shall consent to the annexation or the formation of the CFD prior to recordation of the first final map for the Project or the first sale, transfer or conveyance of the Property or any portion thereof. Owner further expressly agrees that failure of Owner to consent to the annexation or formation of such CFD will result in disapproval of any future tentative or final maps for the Project and will be cause for the City to terminate this Agreement.

Owner also agrees that additional areas may be annexed into the CFD to be created pursuant to this Section 8.1; provided, however, that after giving effect to such annexation, Owner is subject only to its fair share of the obligations and costs of providing the ongoing maintenance of the Services incurred for the Project. Owner agrees to cooperate fully in any such annexation proceedings.

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25 8.2 Public Safety Community Facilities District. The City and Owner agree to the formation of a new, or the annexation to an existing, CFD pursuant to the terms of the Act, the territory of which shall include the Project, for the purposes of the payment of the ongoing costs associated with providing police protection, fire protection and suppression services, and other public services as authorized by the Act (“Public Services”). Owner shall consent to the annexation or the formation of the CFD prior to recordation of the first final map for the Project or the first sale, transfer or conveyance of the Property or any portion thereof. Owner further expressly agrees that the failure of Owner to consent to the annexation or formation of such CFD will result in disapproval of any future tentative or final maps for the Project and will be cause for the City to terminate this Agreement.

Owner also agrees that additional areas may be annexed into the CFD to be created pursuant to this Section 8.2; provided, however, that after giving effect to such annexation, the Owner is subject only to its fair share of the obligations and costs incurred because of providing the Public Services. The Owner agrees to cooperate fully in any such annexation proceedings.

Owner agrees that the Public Safety Community Facilities District may be formed as part of or separate from the Maintenance Services Community Facilities District described in Section 8.1 of this Agreement, at the City’s discretion.

ARTICLE 9. REVIEW FOR COMPLIANCE.

9.1 Periodic Review. The City Manager, or his or her designee, shall review this Agreement annually on or before the anniversary of the Effective Date, in order to ascertain the good faith compliance by Owner with the terms of the Agreement. Owner shall submit an Annual Monitoring Report, in a form acceptable to, and containing such information as may be requested by the City Manager, or his or her designee, within 30 days after written notice from the City Manager, or his or her designee. The Annual Monitoring Report shall be accompanied by an annual review and administration fee, in an amount consistent with then-existing City fee schedules and resolutions, sufficient to defray the estimated costs of review and administration of the Agreement during the succeeding year. The amount of the annual review and administration fee shall be set annually by resolution of the City Council. Neither City nor Owner shall have a duty to notify the other of their respective obligations hereunder and the City’s failure to so conduct such annual reviews shall not affect the rights, protection, and benefits afforded Owner by the Development Agreement Law and this Agreement shall remain subject to the Development Agreement Law.

9.2 Special Review. The Planning Commission or City Council may order a special review of compliance with this Agreement at any time. The City Manager, or his or her designee, shall conduct such special reviews.

9.3 Procedure.
(a) During either a periodic review or a special review or at any time upon City’s determination that Owner is in default of this Agreement as described in Section 10.4,

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Shafter City CouncilOctober 6, 2026

Shafter City Council
October 6, 2026