West Sacramento City Council
August 21, 2024

2.20.110 Compensation and expenses.

A. Except as provided in subsection B of this section, members of each board or commission shall serve without compensation. The city council may approve payment to a member for necessary and actual expenses incurred by him or her in an official capacity.

B. Each member of the planning commission shall receive thirty dollars for each regularly scheduled meeting when such member is actually in attendance, and thirty dollars for each special meeting when such member is actually in attendance; provided, that a member shall not be entitled to compensation for more than four meetings per month.
(Ord. 15-1 § 2)

2.20.120 Organization and code of conduct.

In addition to the specific requirements pertaining to each board or commission appearing in subsequent articles, the following general organizational requirements shall apply to each board or commission:

A. Each board or commission shall organize and conduct its meetings by generally accepted rules of procedure. Such rules shall be consistent with applicable provisions of state and federal law and city ordinances, and with the customary rules and procedures of the city council;
B. At the board or commission's first meeting of each even numbered year, each board or commission shall elect, by majority vote, one of its members as chair and one as vice-chair, each to serve a one-year term. In odd numbered years, the chair and vice-chair shall be selected at the first meeting following appointment or reappointment of a majority of its members; C. Each board or commission, by resolution, shall provide for the time, place and manner for holding regular and special meetings. Special meetings may be called by the commission chair, city manager or the city council to consider matters referred to the commission by the city council or city manager; D. A majority of the members of a board or commission shall constitute a quorum of that board or commission. An alternate member who is present in lieu of a regular member shall count toward satisfaction of this requirement, but alternate members shall not be included in the quorum denominator. Unless otherwise required by law, a majority of the quorum is required to act on any item; E. All board members and commissioners shall conduct themselves in a respectful and professional manner befitting of the position. In addressing each other, staff and members of the public, they should be courteous, non-confrontational and respectful. All board members and commissioners shall agree to abide by and sign a written code of conduct;
F. Individual board or commission members may only speak on behalf of the board or commission if they have been duly authorized to do so by the board or commission to which they belong;
G. All boards and commissions shall maintain a public record of transactions of business which shall include recommendations, findings and determinations on matters within their scope and duties. Minutes of meetings shall be provided to the city council; and
H. Boards and commissions may form committees as necessary, to the extent that staff support is made available by the city manager. Any such committees shall comply with open meeting laws.
(Ord. 15-1 § 2)

2.20.121 Scope and duties.
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A. Each commission shall have the scope and duties prescribed in this chapter, and agenda items for consideration shall be those matters referred by the city council, mayor, or city manager.

B. A commission may serve as an advisory commission as required in any particular program or grant at the assignment of the city council, mayor, or city manager. The commission's role may be temporarily expanded beyond the general scope and duties noted in this chapter for such purposes.

C. When the scope and duties of a commission include advice for a designated county or regional agency, the commission's consideration shall be upon request by the member of the city council who represents the city on that agency's governing board or by the city manager.
(Ord. 15-1 § 2)

2.20.130 City staff support.

A. Each board and commission shall have a city staff liaison person to provide general staff and administrative assistance. City staff shall be appointed by the city manager.

B. City staff, as authorized by the city manager, may serve in an advisory capacity and may have the right to participate in deliberations of the board or commission, except that they shall not have a vote or be counted as members for purposes of a quorum.

C. Legal counsel to advise a board or commission may be authorized by the city manager.
(Ord. 15-1 § 2)
Article II
Planning Commission

2.20.140 Responsibility—Jurisdiction.

A. The planning commission shall have all of the powers and duties prescribed by city ordinance and state statute, including, but not necessarily limited to, the Planning and Zoning Law (Government Code Section 65000 et seq.), the Subdivision Map Act (Government Code Section 66410 et seq.), the California Environmental Quality Act (Public Resources Code Section 21000 et seq.), and Title 8 of the Yolo County Code (as adopted by city Ordinance No. 87-18).

B. The planning commission is designated as the board of permit appeals pursuant to Government Code Section 65903 for the purpose of hearing and determining appeals from the decisions of the zoning administrator or for reviewing such decisions on its own motion or the motion of the zoning administrator.

C. The planning commission is designated as the board of zoning adjustment pursuant to Government Code Section 65900 for the purposes, and with the authority, as set forth in applicable city ordinance, state statute and other law.

D. The planning commission is designated as the advisory agency under the Subdivision Map Act pursuant to Government Code Section 66415, and shall be authorized to act in that capacity as specified in the Subdivision Map Act and applicable city ordinance.

E. The planning commission is designated as the decision making body under the California Environmental Quality Act (Public Resources Code Section 21000 et seq.) and Guidelines (14 California Administrative Code Section 15000 et seq.) for decisions over which it has jurisdiction and authority pursuant to applicable city ordinance, state statute and other law. For matters where the planning commission merely makes recommendations to the city council, the city council shall be the decision-making body.
(Ord. 15-1 § 2)
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2.20.150. Conduct of business.

A. The planning commission shall conduct all business and hearings consistently with requirements of due process. In order to comply with due-process requirements, the planning commission may, on a case-by-case basis, modify procedural provisions of its own rules and regulations and city ordinances, provided that all notice, opportunity to be heard, and other due process procedures satisfy the requirements of law.

B. It is the intent of subsection A of this section to authorize and require all planning commission proceedings to be conducted in a manner consistent with applicable legal requirements. In order to further this intent, if any provision of city ordinance or rules or regulations adopted by the planning commission violates or is inconsistent with any superior legal requirement, then the planning commission is authorized and directed to suspend the application of the inferior ordinance, rule or regulation and to apply the superior legal requirement.

C. The oral proceedings of the planning commission shall be tape recorded and maintained by the city. Any interested person may request a transcription of such proceedings, provided that, prior to commencing the transcription process, such person deposits with the city clerk a sum of money equal to the estimated costs of preparing the transcript by certified court stenographer. (Ord. 15-1 § 2)

2.20.160 Tie votes.

In the event there is a tie vote on any motion pending before the planning commission, the chair shall call for any further motions of any commissioner on the subject. In the event no further motions are made, or that such further motions also result in a tie vote, the chair shall declare a deadlock. When any provision of city ordinance or state statute requires a recommendation from the planning commission before a matter is heard by the city council, a declaration of a deadlock shall be deemed to be a recommendation of denial by the planning commission for all such purposes. A declaration of a deadlock on any matter for which the planning commission is the decision-making body shall be considered a denial of such matter and shall be appealable to the city council, to the same extent, and in the same manner, as if the planning commission had denied the matter. The city clerk is authorized and instructed to waive the applicable filing fee for any appeal resulting from a declaration of a deadlock. (Ord. 15-1 § 2)

2.20.170 Finality of decision—Reconsideration.

A. Except as otherwise provided, a decision of the planning commission shall be final upon vote of the commission on the matter.

B. In cases where the planning commission renders a statement of intended decision with instructions to staff to draft written findings, then the planning commission's decision shall be final upon its final vote and adoption of findings.

C. In cases where city ordinance or other provisions of law expressly provide for an appeal to the city council on the matter, the decision of the planning commission shall be final upon the expiration of the time to appeal or, if an appeal was timely and properly filed, upon final action by the city council on the appeal.

D. The planning commission on its own motion may reconsider any decision provided that:

1. A majority of a quorum of the planning commission agrees to reconsider the decision or, if the action to be reconsidered requires a majority vote of the full planning commission, a majority of the full planning commission agrees to reconsider the decision; and

2. The person requesting reconsideration makes such a request prior to adjournment of the meeting at which the final decision of the planning 841
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commission is made. A request for reconsideration is not a necessary step in the administrative appeals process and the failure to seek reconsideration shall not be deemed a failure to exhaust administrative remedies.
(Ord. 15-1 § 2)

2.20.180 Finality of permit—Conditional issuance.

A. Except as provided in subsection B of this section, any permit or other entitlement for use authorized by action of the planning commission shall not be formally issued by the city until the expiration of the time for appeal to the city council, if any, has expired, or if an appeal has been filed, until the effective date of the city council's decision on the appeal.

B. In its discretion, the planning commission is authorized to conditionally issue a permit or other entitlement for all or part of a requested use prior to expiration of the time for appeal to the city council, provided the following conditions are complied with:

1. The applicant files with the director of community development a written statement, in a form acceptable to the city, acknowledging that the permit is not final, and that no rights will vest by the applicant's expenditures and reliance on a permit or other entitlement for use conditionally issued pursuant to this section;

2. The applicant files with the director of community development a written statement, in a form acceptable to the city, acknowledging that, in the event the city council reverses or modifies the planning commission action, the applicant will remove all improvements, structures, facilities and utilities installed, placed or constructed pursuant to the conditional permit, and shall restore the project site to its condition immediately prior to the conditional issuance of the permit, and shall otherwise comply with the terms of the city council's decision;

3. The applicant files a performance bond or other surety with the director of community development, in a form and amount acceptable to the city, to ensure the applicant's compliance with paragraphs 1 and 2 of this subsection.

C. The planning commission shall not conditionally issue a permit or other entitlement for use after an appeal to the city council has been filed. In exercising its discretion under subsection B of this section, the planning commission shall consider the following factors, in addition to other appropriate factors:

1. Likelihood of an appeal to the city council, and likelihood of reversal or modification in the event there is an appeal;

2. The size and costs of the project; and

3. The practical difficulty in restoring the project site to pre-project conditions in the event the city council reverses or modifies the planning commission's decision.
(Ord. 15-1 § 2)

2.20.190 Denial—Effect.

Unless otherwise specified by the planning commission, denial of any permit or other entitlement for use will be deemed to be a denial with prejudice, except that the city council, on appeal, may remand the matter to the planning commission for further consideration. If a denial of the planning commission is with prejudice, no subsequent application for the same or similar permit or entitlement for use may be filed within one year from the date of the planning commission's decision, or the city council's affirmance, whichever is later, unless the application has been modified to correct the deficiencies and/or to otherwise address the concerns of the planning commission or city council. Any subsequent application will require a new filing fee. If a 842
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denial is expressly made without prejudice, the same or similar application may be resubmitted at any time, and the filing fee will be limited to those fees for additional processing over and above the processing of the original application, as determined by the director of community development.
(Ord. 15-1 § 2)

2.20.200 Appeals.

Except as otherwise provided by city ordinance, state statute or other law, any person interested in an action of the planning commission, including the city council or any individual city councilmember, may take an appeal to the city council by filing a notice of appeal with the city clerk within fifteen days of the date of the final action by the planning commission.

Exception: appeals filed pursuant to Chapter 16.20, Tentative Maps, Section 16.20.060, shall be filed within ten days after the planning commission's decision. Appeals filed pursuant to other city ordinances, state statutes or other laws may be subject to different time lines. The notice of appeal filed with the city clerk, except a notice filed by the city council or a city councilmember, shall be accompanied by the appropriate filing fee as established by the city pursuant to resolution. Upon receipt of the notice of appeal, the city clerk shall cause the record of proceedings before the planning commission to be transmitted to the city council. The record of proceeding shall include all written materials the planning commission considered in taking the action being appealed. The city council may affirm, reverse or modify the decision of the planning commission.
(Ord. 15-1 § 2)

2.20.210 Adoption of Code of Civil Procedure Section 1094.6—Exhaustion of remedies.

A. Pursuant to Code of Civil Procedure Section 1094.6(g), the provisions of Section 1094.6 are made applicable to decisions of the planning commission and city council, as defined by Section 1094.6(e).

B. A decision shall be final for purposes of Code of Civil Procedure Section 1094.6, as set forth in Section 2.20.170.

C. Appeal to the city council, when expressly made available by city ordinance or other provisions of law, is a necessary step in the administrative appeals process and the failure to pursue an appeal shall be deemed a failure to exhaust administrative remedies.
(Ord. 15-1 § 2)
Article III
Parks, Recreation and Intergenerational Services Commission

2.20.220 Scope and duties.

The parks, recreation and intergenerational services commission shall provide advice and recommendations to the city council and staff on matters within the commission's scope and duties that have been referred to the commission by the city council, mayor or city manager. The scope and duties of the parks, recreation and intergenerational services commission shall include, but not necessarily be limited to, the following:

A. Parks and related facilities and programs;
B. Sports and active living programs;
C. Recreation and leisure programs;
D. Support for civic and community-based organizations; E. Community services, including health and welfare concerns; F. Adaptation of the full range of city plans, projects, programs and services to the needs of seniors and youth;
G. Plans for the provision of services targeted to the elderly, including recreation, leisure, housing, financial security, and mobility;
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H. Plans for the provision of services targeted to youth; and I. Early learning and universal preschool.
(Ord. 15-1 § 2)
Article IV
Economic Development and Housing Commission

2.20.260 Scope and duties.

The economic development and housing commission shall provide advice and recommendations to the city council and staff on matters within the commission's scope and duties that have been referred to the commission by the city council, mayor, or city manager.

The scope and duties of the economic development and housing commission shall include:

A. Incentives and programs to promote economic development; B. Make recommendations on marketing strategies that have been suggested by staff in anticipation of a report to the city council;
C. Business retention and recruitment;
D. Community investment and development assistance;
E. Housing standards and affordability;
F. Homelessness; and
G. Community development block grant policies and priorities. (Ord. 15-1 § 2)
Article V
Board of Appeals

2.20.290 Jurisdiction.

A. The board of appeals shall act as the board of appeals, the relocation appeals board, and the hazardous materials advisory commission (H/M commission).

B. The board of appeals shall have jurisdiction over, and shall hear and act upon the following matters:

1. Appeals from and determinations by the fire chief and/or building official regarding the suitability of alternative materials and methods of construction, when required, and it shall provide reasonable interpretation and render decisions, pertaining to, and in accordance with, the following:
a. The codes promulgated by the California Building Standards Commission, as published in Title 24 of the California Code of Regulations, as adopted and amended by city ordinance, and the International Property Maintenance Code, as adopted and amended by city ordinance.
b. City ordinances regarding nuisance abatement, including, but not limited to, the abatement of weeds and vehicles.

2. Appeals from and determinations by the relocation director regarding eligibility for, and amount of relocation and replacement housing benefits, when required, and it shall provide reasonable interpretation and render decisions, pertaining to, and in accordance with, California Health and Safety Code Section 33417.5, and California Government Code Section 7266.

C. Any decision of the board of appeals pursuant to this section shall be final. (Ord. 15-1 § 2)

2.20.300 Powers and duties.

Notwithstanding the powers and duties set forth in Section 2.20.290, and in addition to the powers and duties set forth therein, the board of appeals shall have the following powers and duties:
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A. It shall hold at least one regular meeting per calendar year and it shall maintain a public record of its transactions of business, which shall include findings and determinations on matters within the scope of its responsibilities. At each regular meeting, its business shall include, but not be limited to, review of the activities of the fire department's hazardous materials program, which is established under the Fire Code published in Title 24 of the California Code of Regulations, as adopted and amended by city ordinance. Minutes of all such meetings shall be forwarded to the city council for review. In addition, the board of appeals shall hold special meetings upon the request of the fire chief, building official, relocation director, hazardous materials manager or city manager.

B. It shall periodically review the workings and finances of the fire department hazardous materials program. In addition, it may be called upon to evaluate the proposed operations of businesses that desire to locate within the city of West Sacramento, and it shall make recommendations to the community development department on whether the proposed businesses' use of hazardous material is consistent with the planned location. Any recommendation will indicate whether the business will require a conditional use permit.

C. It shall review and comment on response plans and permits prepared pursuant to state law submitted to the board of appeals, in its capacity as the H/M commission, by the fire chief; review and comment on monthly incident reports submitted by the fire chief; request that the fire chief prepare enforcement reports; produce the annual report for the city manager and the city council regarding the status of hazardous materials program; and review and make recommendations to the community development department regarding potential land uses that involve the use, storage, and/or transportation of hazardous material.

D. It shall have all the powers and duties set forth in the codes and city ordinances referred to in Section 2.20.290 (Board of appeals—Jurisdiction), and it may recommend to the city council the adoption of new ordinances regarding the subject matter addressed in such codes and ordinances.

E. It shall inform the planning commission of any action or decision that may affect the scope of responsibility of the planning commission. During April of each year, a representative of the board of appeals may appear before the city council to report on work accomplished in the past year. Such report, at the discretion of the city council, may be required to be in writing.

F. It shall exercise all duties and powers permitted under California Health and Safety Code Section 33417.5, and California Government Code Section 7266 (pertaining to Relocation Appeals).
(Ord. 15-1 § 2)

2.20.320 Membership.

The board of appeals shall consist of five public members appointed in the manner set forth in Section 2.20.030 of the Municipal Code. Two of the members shall have backgrounds directly associated with architecture, civil engineering, building trades, or fire protection. In filling the remaining three positions, consideration shall be given to applicants with backgrounds in the following categories:

A. Toxicology;
B. Epidemiology;
C. Health education;
D. Commercial business;
E. Industry;
F. Environmental technology;
G. Public interest organizations; Local neighborhood organizations; and H. Labor organizations.
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(Ord. 15-1 § 2)
Article VI
Transportation, Mobility and Infrastructure Commission

2.20.340 Scope and duties.

The transportation, mobility and infrastructure commission shall provide advice and recommendations to the city council and staff on matters within the commission's scope and duties that have been referred to the commission by the city council, mayor, or city manager.

The scope and duties of the transportation, mobility and infrastructure commission shall include:

A. Transportation planning;
B. Bicycle and pedestrian policies and facility planning; C. Goods movement;
D. Charging and fueling infrastructure for electric, hydrogen, and other alternative fuel vehicles;
E. Public transit;
F. Ridesharing, transportation network services, and taxicabs; G. Plans and standards for roads, bridges, and highways; H. Flood management infrastructure.

The commission shall be the local advisory body, pursuant to Section 2.20.121(C), for the city's representative to the Yolo County Transportation District, the governing entity for the streetcar system, the Port Commission, and, as appropriate, the Sacramento Area Council of Governments.
(Ord. 15-1 § 2)
Article VII
Arts, Culture and Historic Preservation Commission

2.20.370 Scope and duties.

The arts, culture and historic preservation commission shall provide advice and recommendations to the city council and staff on matters within the commission's scope and duties and that have been referred to the commission by the city council, mayor or city manager. The scope and duties of the arts, culture and historic preservation commission shall include:

A. Cultural enrichment of the city;
B. Coordinating and strengthening existing organizations in the cultural arts field; C. Private initiative in the arts and culture;
D. Creative activities, as well as public understanding, appreciation and enjoyment of the cultural and art forms and activities;
E. Review and make recommendations upon all works of art to be acquired by the city, either by purchase, gift or otherwise, and their proposed locations; and F. The designation and inventory of historic resources and districts. (Ord. 15-1 § 2)
Article VIII
Environment and Utilities Commission

2.20.390 Scope and duties.

The environment and utilities commission shall provide advice and recommendations to the city council and staff on matters within the commission's scope and duties and that have been referred to the commission by the city council, mayor, or city manager. The scope and duties of the environment and utilities commission shall include:

A. Tree preservation;
B. Habitat and natural communities conservation;
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C. Williamson Act easements;
D. Agricultural land conservation;
E. Open space;
F. Energy;
G. Water, wastewater, and stormwater services and usage; H. Refuse, recycling, and solid waste services and usage; and I. Telecommunications services and usage.

The commission shall be the local advisory body pursuant to Section 2.20.121(C), for the city's representative to the Sacramento Regional Sanitation District, the Yolo-Solano Air Quality Management District, the Yolo Habitat Conservancy, and the Delta Protection Commission.
(Ord. 15-1 § 2)
Article IX
Sacramento-Yolo Port District Commission

2.20.400 Responsibility—Jurisdiction.

The Sacramento-Yolo Port Commission shall have all the powers and duties prescribed by state statute.
(Ord. 15-1 § 2)
Section 3. Severability. If any provision of this chapter, or the application of any such provision to any person or circumstance shall be held invalid, the remainder of this chapter, to the extent it can be given effect, or the application of those provisions to persons or circumstances other than those as to which it is held invalid, shall not be affected thereby, and to this end the provisions of this chapter are severable.

Section 4. Effective Date and Publication. This ordinance shall take effect 30 days after its adoption, and pursuant to Resolution 99-46 was published in summary format prior to adoption, and a summary will be published within 15 days after adoption in a paper of general circulation published and circulated within the City of West Sacramento.

PASSED AND ADOPTED by the City Council of the City of West Sacramento this 18 day of September, 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Martha Guerrero, Mayor
ATTEST: Approved as to form:

Jennifer Cusmir, City Clerk Jeffrey Mitchell, City Attorney CODIFY x UNCODIFY __________
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CITY COUNCIL AGENDA REPORT
MEETING DATE: August 21, 2024 ITEM #13
SUBJECT:

CONSIDERATION OF RESOLUTION 24-86 AUTHORIZING THE ISSUANCE AND SALE OF CITY OF WEST SACRAMENTO INFRASTRUCTURE FINANCING DISTRICT NO. 1 (BRIDGE DISTRICT AREA) TO FUND VARIOUS CAPITAL PROJECTS AND AUTHORIZE

THE FILING OF A VALIDATION ACTION
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:

Roberta Raper, Finance Director
Finance Department
[ ] Council [X] Staff
[ ] Other
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The purpose of this report is to seek authorization for the issuance of debt by the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) to fund various capital projects and authorize the filing of a judicial validation action.

RECOMMENDED ACTION
Staff respectfully recommends that the Public Financing Authority adopt Resolution 24-86 which authorizes the following actions:

1. Approve the issuance and sale of City of West Sacramento Infrastructure District No. 1 (“IFD”) bonds in an amount not to exceed $233,000,000 (“Bonds”);

2. Authorize the execution and delivery of a fiscal agent agreement prescribing the terms and conditions of the Bonds;

3. Appoint the firms of Lozano Smith LLP as Bond and Disclosure Counsel, and the firm of Del Rio Advisors, LLC, as Municipal Advisor, in connection with the issuance, sale, and delivery of the Bonds;

4. Authorize the initiation of a judicial validation action with respect to the IFD and the Bonds pursuant to Code of Civil Procedure Section 860 et seq.; and

5. Approve other actions associated with the financing and the validation action.

BACKGROUND
On June 4, 2014, the West Sacramento City Council (the “City Council”) approved Resolution 14-38 proposing to establish the IFD to finance the construction of public improvements in the Bridge District and other eligible uses, directing the preparation of an Infrastructure Financing Plan (the “Plan”), establishing an appropriations limit, and calling an election to approve said actions.

A special election was held on October 8, 2014, at which time the qualified electors within the IFD approved the actions proposed in Resolution 14-38.

On October 8, 2014, the City Council adopted the Plan and established the IFD pursuant to Ordinance 14-12.

Since formation, the IFD has successfully operated and it is estimated to be one of only three such infrastructure financing districts in the State. In accordance with the IFD law, the amount of tax increment allocated to the IFD has increased since the establishment of the IFD base year as of October 8, 2014. Tax increment revenues in the IFD now approach $600,000 for FY 2024/25.

ANALYSIS
The level of tax increment revenues has approached a level where City staff feel it is prudent for the Bridge District IFD to consider issuing bonds. These bonds will be issued by the IFD and will not be an obligation of the City.

Because these IFD tax increment bonds would be one of the first (if not the first) to be publicly issued in the state, staff believes it is necessary to pursue a judicial validation action. The purpose of the validation action would be to validate (among other things) the IFD, the financing structure, and the method of sale.

Today’s approval of the IFD bond issuance and authorization of the validation proceedings begins the financing process. Following today’s approval, staff will work with the City Attorney and special counsel on the validation 848
Consideration of Resolution 24-4 Authorizing the Issuance and Sale of EIFD Bonds and Related Actions August 21, 2024

action and the financing structure. The outcome of the validation action will dictate how certain elements of the financing will ultimately be designed. Accordingly, staff will return to the City Council at a later date for specific approval of a particular series of IFD Bonds and the approximate par amount thereof.

It is important to note that the amount being requested for authority under today’s action is the total amount identified in the IFD formation documents (based on a thirty-year life of the IFD at the time of its creation in 2014).

This is not the amount of bonds to be issued at this time. This action simply allows staff and legal counsel to move forward with the validation action, which requires the City Council to authorize the issuance of debt. Since the amount of bonds proposed has not yet been determined, staff felt it prudent to authorize the full amount over the life of the IFD to move forward with the validation action. At any point in the future when bonds are being considered, City Council approval will be required. Today’s action does NOT authorize staff to issue bonds at will without further consideration or action by the City Council.

Environmental Considerations
Not applicable
Commission Recommendation
Not applicable
Strategic Plan Integration
Not applicable
Alternatives
As an alternative to the recommended action, the Council could direct that the action be deferred if there are questions or concerns about the nature of the transaction.

Coordination and Review
This report was coordinated with the City Attorney’s office, special legal counsel, the City Manager’s office, the Capital Projects Department, and the Economic Development and Housing Department.

Budget/Cost Impact
The judicial validation is expected to cost somewhere between $50,000 and $80,000. The budget for this work is included in the midterm budget under consideration for approval by Council on today’s agenda. The cost to issue bonds will be funded from the bond proceeds.

ATTACHMENTS

1. Resolution 24-86 Authorizing the Issuance and Sale of IFD Bonds

2. Draft Fiscal Agent Agreement
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Attachment 1
RESOLUTION 24-86

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST SACRAMENTO AUTHORIZING ISSUANCE AND SALE OF INFRASTRUCTURE FINANCING DISTRICT NO. 1 (BRIDGE DISTRICT AREA) BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $233,000,000; AUTHORIZING VALIDATION PROCEEDINGS; AND DETERMINING

OTHER MATTERS IN CONNECTION THEREWITH
WHEREAS, pursuant to Chapter 2.99 of Part 1 of Division 2 of Title 5 of the California Government Code (commencing with section 53395) (the “IFD Law”), the City Council (the “City Council”) of the City of West Sacramento (the “City”) is authorized to form an infrastructure financing district and implement an infrastructure financing plan (the “Infrastructure Financing Plan”) and act as the legislative body for an infrastructure financing district; and WHEREAS, Resolution 14-38 adopted by the City Council on June 4, 2014, proposed the adoption of the Infrastructure Financing Plan, the establishment of Infrastructure Financing District No. 1 (Bridge District Area) (the “IFD”), the establishment of an appropriations limit, and called an election to approve said actions; and
WHEREAS, a special election was held on October 8, 2014, at which time the qualified electors within the IFD approved the actions proposed in Resolution 14-38; and WHEREAS, pursuant to Ordinance 14-12 adopted by the City Council on October 8, 2014, the City Council adopted the Infrastructure Financing Plan and established the IFD to finance certain public facilities (the “Facilities”) as provided in the Infrastructure Financing Plan that is incorporated herein by reference; and
WHEREAS, amendments to Government Code section 8855(i) made by SB 1029, effective January 1, 2017, impose upon local agencies a mandate to adopt local debt policies prior to their issuing any debt after January 1, 2017; and WHEREAS, the City Council has previously approved and adopted the local debt policy (“Debt Policy”), which included each element dictated by the Legislature; and WHEREAS, the following document relating to the issuance, sale, and delivery of the Bonds, incorporated herein by reference, has been presented to the City Council for its review and approval:
 The Fiscal Agent Agreement (the “Fiscal Agent Agreement”) between a fiscal agent (the “Fiscal Agent”), and the IFD (or by the City on behalf of the IFD), pursuant to which the Bonds will be issued; and
WHEREAS, all conditions, things, and acts required to exist, to have happened and to have been performed precedent to and in the issuance of the bonds as contemplated by this resolution, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the IFD Law; and WHEREAS, the City Council has determined the advisability of filing an action to determine the validity of the IFD, the Fiscal Agent Agreement, the Bonds, and the actions proposed to be taken in connection with the issuance of the Bonds and the Fiscal Agent Agreement.
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Resolution 24-86 Authorizing the Issuance of IFD Bonds Attachment 1 August 21, 2024

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of West Sacramento:

Section 1. Recitals. The City Council hereby finds and determines that the foregoing recitals are true and correct.

Section 2. Authorization of Fiscal Agent Agreement. The City Council hereby approves the Fiscal Agent Agreement by and between the IFD (or by the City on behalf of the IFD) and Fiscal Agent, as fiscal agent, prescribing the terms and provisions of the Bonds, the application of the proceeds of the Bonds, and the pledge and use of tax revenues to the repayment of the Bonds, in the form presented to the City Council at this meeting. The Authorized Officers (as further defined below), each acting alone, are hereby authorized and directed to execute and deliver the Fiscal Agent Agreement for and in the name and on behalf of the IFD in such form, together with such changes therein, deletions therefrom, and additions thereto as the Authorized Officer executing the same shall approve, subject to the advice of bond counsel, such approval to be conclusively evidenced by the execution and delivery by an Authorized Officer of the Fiscal Agent Agreement. The City Council hereby authorizes the delivery and performance of the Fiscal Agent Agreement. The City Council hereby approves any revisions necessary to the Fiscal Agent Agreement, if required by terms or structure of the financing, in order to provide for a trustee with certain remedial and authorization powers and which may require said document to be renamed as an indenture.

Section 3. Authorization to Issue Bonds. Pursuant to the IFD Law and this resolution, the bonds entitled “City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Tax Increment Bonds” (the “Bonds”) are hereby authorized to be issued by the IFD or by the City on behalf of the IFD in one or more series, with a series designation (such as “Series A”) to be appended to the designation thereof in an aggregate principal amount not to exceed $233,000,000 and in accordance with the terms of the Fiscal Agent Agreement as finally executed; provided, that (i) the aggregate principal amount does not include the principal amount of (A) any bonds or other debt issued or incurred for the sole purpose of refunding one or more series of the Bonds, funding a reserve fund for such refunding bonds and paying related costs of issuance, and (B) any bonds or other debt issued or incurred for the sole purpose of refunding such refunding bonds, funding a reserve fund and paying related costs of issuance, and (ii) the City Council may increase the maximum aggregate principal amount described above by adopting a resolution modifying this Resolution.

Section 4. Terms of the Bonds. As further provided in the Fiscal Agent Agreement as finally executed, the terms of the Bonds shall be as follows: (i) each Bond shall be dated its date of issuance, (ii) the maturity date of each Bond shall be a date not to exceed 30 years from the date of its issuance or such date as is permitted by the IFD Law and approved by the City Manager of the City, (iii) the Bonds shall be issued in denominations of $5,000 or any integral multiple of $5,000 or such other denomination determined by the City Manager, (iv) the interest rate on the Bonds shall not exceed the legal limit, (v) the form of the Bonds shall be substantially the form found in the Fiscal Agent Agreement, (vi) the Bonds shall be executed by the Mayor and the City Clerk, (vii) the principal of and interest on the Bonds shall be payable in lawful money of the United States of America, (viii) the Bonds shall be registered with the trustee or fiscal agent for the Bonds identified by the City Manager and shall be payable at the principal office of or by 851
Resolution 24-86 Authorizing the Issuance of IFD Bonds Attachment 1 August 21, 2024

check or wire of the trustee or fiscal agent for the Bonds, and (ix) the Bonds shall be subject to redemption prior to maturity at the times and subject to the premiums approved by the City Manager. The City Council may modify the above by adopting a resolution modifying this Resolution.

Section 5. Authorization of Sale. The City Council hereby approves the sale of one or more series of Bonds to the West Sacramento Financing Authority pursuant to the Marks-Roos Local Bond Pooling Act of 1985 or any other purchaser(s) in accordance with IFD Law, provided, however, that the Bonds shall not be issued until such time as (i) the City has approved the terms of the sale to the relevant purchaser(s) and (ii) an Authorized Officer (as defined below) has caused the legal documents relating to the Bonds and any related disclosure document describing the Bonds and the security for the Bonds to be prepared and caused such documents to be submitted to this City Council for its approval.

Section 6. Authorization of Officers to Execute and Deliver Documents. All actions heretofore taken by the officers and agents of the City (including, but not limited to, the City Manager, Director of Finance, City Clerk, and their designees (“Authorized Officers” and each, an “Authorized Officer”)) with respect to the establishment of the IFD and the sale and issuance of the Bonds are hereby approved, confirmed, and ratified, and the appropriate officers of the City are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the transactions described in this Resolution. All actions to be taken by an Authorized Officer, as defined herein, may be taken by such Authorized Officer or any designee, with the same force and effect as if taken by the Authorized Officer.

Section 7. Disclosure of Specified Financing Information. Pursuant to the requirements of Government Code section 5852.1, the City Council is required to disclose at a public meeting certain information related to the financing. The City Council has obtained from the municipal advisor good faith estimates of this required information and hereby discloses the estimates information as shown in Exhibit A attached hereto and incorporated herein by reference.

Section 8. Validation Action. The Authorized Officers and City Attorney, in consultation with bond counsel, are hereby authorized and directed to initiate a judicial validation action with respect to the IFD and the Bonds pursuant to Code of Civil Procedure Section 860 et seq in order to determine the validity of the IFD, the Fiscal Agent Agreement, the Bonds, the use and pledge of the tax revenues to repay the Bonds, as well as the actions authorized by this resolution and the Fiscal Agent Agreement to be taken in connection therewith. The City Council further authorizes any and all other officers, employees, and agents of the City to take any and all actions, including the execution and delivery of appropriate documentation, as may be required to conclude such judicial validation proceedings.

Section 9. Validity. If any section, subsection, sentence, clause, phrase, or word of this resolution, or any application thereof to any person or circumstance, is held to be invalid or unconstitutional by a decision of a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions or applications of this resolution, this City Council hereby declaring that it would have passed this resolution and each and every section, subsection, 852
Resolution 24-86 Authorizing the Issuance of IFD Bonds Attachment 1 August 21, 2024

sentence, clause, phrase, and word not declared invalid or unconstitutional without regard to whether any other portion of this resolution or application thereof would be subsequently declared invalid or unconstitutional.

Section 10. Debt Policy. The Debt Policy (as to be amended by the City Council on August 21, 2024) which includes each element dictated by the Legislature is hereby approved to be the Debt Policy of the IFD to the extent applicable and the contemplated financing is in compliance with said policy.

Section 11. Approval of Irrevocable Transfer. The City Council hereby declares that the following is hereby approved and made a part of the financing contemplated herein:
“If, in connection with the issuance of bonds or other debt obligations by the IFD, and if required by the terms of the issuance or sale of such obligations, the City shall provide any authorization necessary to allow for the irrevocable transfer of any such tax increment revenues to the IFD for the payment of debt service on the bonds (and including any amounts necessary for a reserve fund, other credit enhancements, or to satisfy any other financing terms and conditions) or other debt obligations.”
Section 12. Declaration of Official Intent. The IFD hereby declares its official intent, subject to the further approval of the City Council, to use proceeds of the proposed Bonds in an amount not to exceed $5,000,000 to reimburse itself for payments it has made for any eligible costs of the projects and uses listed in Infrastructure Financing Plan and costs of issuance. It is intended that this Resolution shall, among other things, constitute a declaration of “official intent” within the meaning of Section 1.150-2 of the Treasury Regulations promulgated under Section 150 of the Internal Revenue Code of 1986, as amended.

Section 13. Bond/Disclosure Counsel and Municipal Advisor. The law firm of Lozano Smith LLP is hereby retained as Bond Counsel and Disclosure Counsel to the City in connection with the issuance, sale and delivery of the Bonds. The City Manager is hereby authorized to enter into an agreement with said firm for its services, in a form acceptable to the City Manager and City Attorney. The firm of Del Rio Advisors, LLC (the “Municipal Advisor”), is hereby retained as municipal advisor to the City in connection with the issuance, sale, and delivery of the Bonds under the terms and conditions of the existing contract the firm has with the City.

Section 14. General Authorization. The City hereby authorizes and directs the Authorized Officers, and each of them, for and in the name of and on behalf of the City, to do any and all things and to execute and deliver any and all documents that they may deem necessary or advisable in order to complete the sale, issuance, and delivery of the Bonds and otherwise to carry out, give effect to, and comply with the terms and intent of this resolution. All actions heretofore taken by such officers and agents that are in conformity with the purposes and intent of this resolution are hereby ratified, confirmed and approved in all respects.

Section 15. Effective Date. This resolution shall take effect immediately upon its passage. The provisions of any previous resolutions in any way inconsistent with the provisions hereof in and for the issuance of the Bonds as herein described are hereby repealed. 853
Resolution 24-86 Authorizing the Issuance of IFD Bonds Attachment 1 August 21, 2024

PASSED AND ADOPTED by the City Council of the City of West Sacramento this 21st day of August, 2024, by the following vote:

AYES:

NOES:

ABSENT:

Martha Guerrero, Mayor
ATTEST:

Jennifer Cusmir, City Clerk
854
Exhibit A
A-1

GOOD FAITH ESTIMATES (IFD)
California Government Code Section 5852.1 requires that the IFD disclose specified information obtained as good faith estimates from an underwriter or municipal advisor prior to authorization of the issuance of bonds. The IFD has received such information from the Municipal Advisor as set forth below:
(1) Name of Municipal Advisor: Del Rio Advisors, LLC
(2) Meeting Date: August 21, 2024
(3) Name of Bond Issue: City of West Sacramento, Infrastructure Financing District (the “2025 Bonds”)
(4) The Municipal Advisor has provided to the IFD the following required good faith estimates relating to the 2025 Bonds:
a) The true interest cost of the 2025 Bonds, which means the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the new issue of bonds: 5.18839%. b) The finance charge of the 2025 Bonds, which means the sum of all fees and charges paid to third parties: $1,665,000 which includes both the underwriter’s discount in the estimated amount of $1,165,000 and costs of issuance in the estimated amount of $500,000.
c) The amount of proceeds received by the public body for sale of the 2025 Bonds less the finance charge of the 2024 Bonds described in subparagraph b) and less any reserves or capitalized interest paid or funded with proceeds of the 2025 Bonds: $213,204,384.95.
d) The total payment amount, which means the sum total of all payments the public body will make to pay debt service on the 2025 Bonds (which total payment amount is calculated to the final maturity of the 2025 Bonds): $379,400,005.00.

The foregoing estimates constitute good faith estimates only. The actual principal amount of the 2025 Bonds issued and sold, the true interest cost thereof, the finance charges thereof, the amount of proceeds received therefrom and total payment amount with respect thereto may differ from such good faith estimates due to a variety of factors. The actual interest rates borne by the 2025 Bonds and the actual amortization of the 2025 Bonds will depend on market interest rates at the time of sale thereof. Market interest rates are affected by economic and other factors beyond the control of the IFD.
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4894-8308-9618

FISCAL AGENT AGREEMENT
between
[FISCAL AGENT], as Fiscal Agent
and the

CITY OF WEST SACRAMENTO
INFRASTRUCTURE FINANCING DISTRICT NO. 1
(BRIDGE DISTRICT AREA)
Dated [__________ 1, 2025]
relating to the

CITY OF WEST SACRAMENTO
INFRASTRUCTURE FINANCING DISTRICT NO. 1
(BRIDGE DISTRICT AREA)
TAX INCREMENT BONDS, SERIES 2025
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4894-8308-9618 i IFD No. 1 Fiscal Agent Agreement

TABLE OF CONTENTS
Page

ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL
APPLICATION ..................................................................................................3 Section 1.1 Definitions....................................................................................................3 Section 1.2 Equality of Security ...................................................................................13 Section 1.3 Acts of Bondholders ..................................................................................13 Section 1.4 Notices, etc., to District and Fiscal Agent .................................................14 Section 1.5 Notices to Bondholders; Waiver................................................................14 Section 1.6 Form and Content of Documents Delivered to Fiscal Agent.....................14 Section 1.7 Effect of Headings and Table of Contents.................................................15 Section 1.8 Successors and Assigns..............................................................................15 Section 1.9 Benefits of Fiscal Agent Agreement..........................................................15 Section 1.10 Payments/Actions Otherwise Scheduled on Non-Business Days..............15 Section 1.11 No Personal Liability for Debt Service......................................................15 Section 1.12 Separability Clause ....................................................................................15 Section 1.13 Unclaimed Moneys ....................................................................................16 Section 1.14 Governing Law ..........................................................................................16 Section 1.15 Execution in Counterparts..........................................................................16 ARTICLE II THE BONDS............................................................................................................16 Section 2.1 Title; Issuable in Series..............................................................................16 Section 2.2 Terms of Particular Series..........................................................................16 Section 2.3 Forms and Denominations .........................................................................17 Section 2.4 Execution and Authentication....................................................................17 Section 2.5 Registration, Transfer, and Exchange........................................................17 Section 2.6 Mutilated, Destroyed, Lost, or Stolen Bonds.............................................18 Section 2.7 Payment of Interest on Bonds; Interest Rights Preserved..........................19 Section 2.8 Persons Deemed Owners ...........................................................................19 Section 2.9 Cancellation ...............................................................................................19 Section 2.10 Book-Entry Provisions...............................................................................20 ARTICLE III TERMS AND ISSUE OF SERIES 2025 BONDS .................................................21 Section 3.1 Terms and Form of Series 2025 Bonds......................................................21 Section 3.2 Redemption of Series 2025 Bonds.............................................................23 857
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Section 3.3 Application of Proceeds of Series 2025 Bonds..........................................24 Section 3.4 Establishment and Application of Costs of Issuance Fund........................25 Section 3.5 Establishment and Application of the Project Fund ..................................25 Section 3.6 Validity of Series 2025 Bonds ...................................................................26 ARTICLE IV ISSUANCE AND DELIVERY OF ADDITIONAL SERIES OF BONDS ...........26 Section 4.1 Issuance of Parity Bonds............................................................................26 Section 4.2 Subordinate Debt .......................................................................................27 Section 4.3 Refunding Bonds .......................................................................................27 ARTICLE V REDEMPTION OF BONDS ...................................................................................27 Section 5.1 General Applicability of Article ................................................................27 Section 5.2 Notice to Fiscal Agent ...............................................................................27 Section 5.3 Selection by Fiscal Agent of Bonds to be Redeemed................................27 Section 5.4 Notice of Redemption................................................................................28 Section 5.5 Deposit of Redemption Price.....................................................................29 Section 5.6 Bonds Payable on Redemption Date..........................................................29 Section 5.7 Bonds Redeemed in Part............................................................................29 ARTICLE VI DEFEASANCE ......................................................................................................30 Section 6.1 Discharge of Fiscal Agent Agreement.......................................................30 Section 6.2 Discharge of Liability on Bonds................................................................31 Section 6.3 Deposit of Money or Securities with Fiscal Agent....................................31 Section 6.4 Payment of Bonds After Discharge of Fiscal Agent Agreement...............32 ARTICLE VII PAYMENT OF BONDS .......................................................................................32 Section 7.1 Liability of the District Limited to Tax Increment Revenues....................32 Section 7.2 Deposit of Tax Increment Revenues..........................................................33 Section 7.3 Pledge of Tax Increment Revenues ...........................................................33 Section 7.4 Allocation of Tax Increment Revenues .....................................................33 Section 7.5 Application of Interest Fund ......................................................................35 Section 7.6 Application of Principal Fund; Sinking Accounts.....................................35 Section 7.7 Funding and Application of Bond Reserve Fund ......................................36 Section 7.8 Rebate Fund ...............................................................................................38 Section 7.9 Investment of Moneys in Funds and Accounts..........................................38 Section 7.10 Funds and Accounts...................................................................................40 Section 7.11 Money Held for Particular Bonds..............................................................40 858
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ARTICLE VIII COVENANTS OF THE DISTRICT....................................................................41 Section 8.1 Power to Issue Bonds and Make Pledge....................................................41 Section 8.2 Limitations on Additional Indebtedness ....................................................41 Section 8.3 Enforcement of Irrevocable Pledge ...........................................................41 Section 8.4 Punctual Payment and Performance ..........................................................41 Section 8.5 Extension of Payment of Bonds.................................................................41 Section 8.6 Compliance With Plan Limitations............................................................42 Section 8.7 Preservation of Rights of Owners..............................................................42 Section 8.8 Waiver of Laws..........................................................................................42 Section 8.9 Federal Income Tax Covenants .................................................................42 Section 8.10 Accounting for Tax Increment Revenues ..................................................43 Section 8.11 RESERVED...............................................................................................43 Section 8.12 Continuing Disclosure ...............................................................................43 Section 8.13 Further Assurances.....................................................................................43 Section 8.14 Maintenance of Eligible Revenues and Tax Increment Revenues.............43 ARTICLE IX EVENTS OF DEFAULT AND REMEDIES OF BONDHOLDERS ....................44 Section 9.1 Events of Default .......................................................................................44 Section 9.2 Remedies of Bondholders..........................................................................44 Section 9.3 Application of Money Collected................................................................45 Section 9.4 Restoration of Positions .............................................................................45 Section 9.5 Rights and Remedies Cumulative..............................................................45 Section 9.6 Delay or Omission Not Waiver..................................................................46 Section 9.7 Termination of Proceedings.......................................................................46 Section 9.8 Actions by Fiscal Agent as Attorney-in-Fact.............................................46 Section 9.9 Remedies Not Exclusive............................................................................46 ARTICLE X THE FISCAL AGENT.............................................................................................47 Section 10.1 Appointment of Fiscal Agent.....................................................................47 Section 10.2 Certain Duties and Responsibilities...........................................................47 Section 10.3 Notice of Defaults......................................................................................47 Section 10.4 Certain Rights of Fiscal Agent; Liability of Fiscal Agent .........................48 Section 10.5 Fiscal Agent Not Responsible for Recitals or Issuance of Bonds or Application of Proceeds.............................................................................49 Section 10.6 Fiscal Agent May Hold Bonds...................................................................50 859
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Section 10.7 Compensation and Indemnification of Fiscal Agent .................................50 Section 10.8 Fiscal Agent Required; Eligibility .............................................................50 Section 10.9 Removal and Resignation; Appointment of Successor..............................51 Section 10.10 Acceptance of Appointment by Successor ................................................52 Section 10.11 Merger or Consolidation............................................................................52 Section 10.12 Preservation and Inspection of Documents................................................52 Section 10.13 Accounting Records...................................................................................53

ARTICLE XI MODIFICATION OR AMENDMENT OF THIS FISCAL AGENT AGREEMENT ..................................................................................................53 Section 11.1 Supplemental Fiscal Agent Agreements Without Consent of Bondholders ...............................................................................................53 Section 11.2 Supplemental Fiscal Agent Agreements with Consent of Bondholders or Credit Providers ...............................................................54 Section 11.3 Execution of Supplemental Fiscal Agent Agreements ..............................55 Section 11.4 Effect of Supplemental Fiscal Agent Agreement ......................................55 Section 11.5 Endorsement of Bonds; Preparation of New Bonds ..................................55 Section 11.6 Amendment of Particular Bonds................................................................56 Section 11.7 Force Majeure ............................................................................................56 Section 11.8 U.S.A. Patriot Act ......................................................................................56 Section 11.9 Waiver of Jury Trial...................................................................................56 Exhibit A Form of Series 2025 Bond .........................................................................................A-1 Exhibit B Form of Costs of Issuance Requisition.......................................................................B-1 Exhibit C Requisition to the Fiscal Agent to Disburse Funds from the Series 2025 Acquisition and Construction Fund ............................................................................C-1 860
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FISCAL AGENT AGREEMENT
This FISCAL AGENT AGREEMENT, dated [__________ 1, 2025], is between [FISCAL AGENT], a national banking association duly organized and operating under the laws of the United States of America, as fiscal agent (the “Fiscal Agent”), and the CITY OF WEST SACRAMENTO INFRASTRUCTURE FINANCING DISTRICT NO. 1 (BRIDGE DISTRICT AREA), an infrastructure financing district and a legally constituted governmental entity established pursuant to the laws of the State of California;
W I T N E S S E T H:

WHEREAS, the Bridge District Area is an area located within the boundaries of the City of West Sacramento along the banks of the Sacramento River between the Tower Bridge to the north and the Pioneer Bridge to the south, the boundaries of which are as defined by that certain map found in book _____ at page ____ in the office of the County Recorder of Yolo County; WHEREAS, on April 16, 2014, the City Council of the City of West Sacramento (the “City Council” of the “City”) duly adopted its Resolution No. 14-1 declaring its intent to establish the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) (the “District”), the boundaries of which encompass the Bridge District Area, to finance the construction and/or acquisition of public capital facilities of communitywide significance within the District, pursuant to Chapter 2.8 of Part 1 of Division 2 of Title 5 of the California Government Code (commencing with section 53395), as amended (the “IFD Law); WHEREAS, on June 4, 2014, the City Council of the City duly adopted its Resolution No. 14-36 adopting an Infrastructure Financing Plan for the District (the “Infrastructure Financing Plan”) in conformity with the requirements of the IFD Law; WHEREAS, on June 4, 2014, the City Council of the City duly adopted its Resolution No. 14-37 which proposed the establishment of the District and adopting the Infrastructure Financing Plan and called for an election for that purpose;
WHEREAS, on June 4, 2014, the City Council of the City duly adopted its Resolution No. 14-38 which called for an election to approve the issuance of up to $500,000,000 of bonds secured by property tax increment revenues generated by property within the District pursuant to the IFD Law;
WHEREAS, on October 8, 2014, a special election was held at which time the qualified electors within the IFD approved the actions proposed in Resolution 14-38; WHEREAS, on October 15, 2014, the City Council of the City duly adopted its Resolution No. 14-45 which declared the results of the special election held on October 8, 2014 to establish the District, to adopt the Infrastructure Financing Plan, and to approve the District’s issuance of up to $500,000,000 of bonds;
WHEREAS, on November 12, 2014, the City Council of the City duly adopted its Ordinance 14-12 which formally established the District and approved the Infrastructure Financing Plan;
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WHEREAS, the City Council of the City is the legislative body of the District; WHEREAS, on August 21, 2024, the City Council of the City duly adopted its Resolution No. 24-86 (the “Original Resolution of Issuance”) which authorized the District to issue Bonds in the aggregate principal amount of $233,000,000, authorized the execution and delivery of this Fiscal Agent Agreement, and authorized the filing of judicial validation proceedings under Section 860 et. Seq. of the California Code of Civil Procedure related to the District, the Bonds, this Fiscal Agent Agreement, and the pledge of Tax Increment Revenues (as defined herein) to the repayment of the Bonds, among other things (the “Validation Action”); WHEREAS on __________ _____, 202_____, the Superior Court of the State of California, County of Yolo, rendered a judgement in the Validation Action in favor of the City and the District with respect to the matters that were the subject of the Validation Action; WHEREAS, the Infrastructure Financing Plan provides that the City may allocate all or a portion of the property tax increment revenues generated from within the boundaries of the District to the District and that such property tax increment revenues may be pledged to payment of bonds issued by the District as authorized by the IFD Law (the total of such property tax increment revenues that may be allocated to the District is referred to herein as the “Eligible Revenues”); WHEREAS, the District and the City have executed an Irrevocable Pledge (as defined herein) pursuant to which the City will transfer a portion of the Eligible Revenues directly to the District to ensure that scheduled principal and interest payments and other amounts due on the Bonds (including any amounts necessary for a reserve fund, other credit enhancements, or to satisfy any other financing terms and conditions) or other Parity Bonds, as well as Administrative Expenses incurred in connection with the administration of this Fiscal Agent Agreement and the Bonds, are paid when due so long as any Bonds remain Outstanding; the portion of the Eligible Revenues transferred pursuant to the Irrevocable Pledge is referred to herein as the “Tax Increment Revenues”;
WHEREAS, the Infrastructure Financing Plan identifies eligible public improvements and facilities of communitywide significance (the “IFD Projects”) and contemplates that the District may issue bonds and incur other forms of indebtedness secured by and payable from the Tax Increment Revenues to finance the IFD Projects;
WHEREAS, the District wishes to provide for the issuance of a series of bonds designated the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Tax Increment Bonds, Series 2025 (the “Series 2025 Bonds”) payable from the Tax Increment Revenues for the purposes of financing one or more of the IFD Projects authorized in the Infrastructure Financing Plan;
WHEREAS, the Series 2025 Bonds will be secured by a pledge of the Tax Increment Revenues, as and to the extent set forth herein;
WHEREAS, in order to provide for the authentication and delivery of the Series 2025 Bonds, to establish and declare the terms and conditions upon which the Series 2025 Bonds are to be issued and secured and to secure the payment of the principal thereof and interest and 862
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redemption premium (if any) thereon, the District has duly authorized the execution and delivery of this Fiscal Agent Agreement; and
WHEREAS, the District has determined that all acts and proceedings required by the laws of the State of California and the IFD Law necessary to make the Series 2025 Bonds when executed by the District, and authenticated and delivered by the Fiscal Agent, valid, binding and legal special obligations of the District, and to constitute this Fiscal Agent Agreement a legal, valid and binding agreement for the uses and purposes herein have happened and have been performed in due time, form and manner, and the District is now duly authorized to execute and enter into this Fiscal Agent Agreement.

A G R E E M E N T:

NOW, THEREFORE, THIS FISCAL AGENT AGREEMENT WITNESSETH that, in order to secure the payment of the principal of and the premium (if any) and interest on all Bonds at any time issued, authenticated and delivered hereunder and to provide the terms and conditions under which all property, rights, and interests hereby assigned and pledged are to be dealt with and disposed of, and to secure performance and observance of the terms, conditions, stipulations, covenants, agreements, trusts, uses, and purposes hereinafter expressed, and in consideration of the premises and of the material covenants herein contained and of the purchase and acceptance of the Bonds by the registered owners thereof, and for other valuable consideration the receipt and sufficiency of which is hereby acknowledged, the District does hereby agree and covenant with the Fiscal Agent for the benefit of the respective registered owners, from time to time, of the Bonds, as follows:

ARTICLE I

DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.1 Definitions. For all purposes of this Fiscal Agent Agreement and of any Supplemental Fiscal Agent Agreement and of any certificate, opinion, or other document herein mentioned, unless the context otherwise requires:
(a) The terms defined in this Section shall have the meanings herein specified and include the plural as well as the singular.
(b) All accounting terms not otherwise defined herein have the meanings assigned to them, and all computations herein provided for shall be made in accordance with generally accepted accounting principles.
(c) All references herein to “generally accepted accounting principles” refer to such principles as they exist at the date of applicability thereof. (d) All references herein to “Articles,” “Sections,” and other subdivisions are to the designated Articles, Sections, and other subdivisions of this Fiscal Agent Agreement as originally executed.
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(e) The words “herein,” “hereof,” “hereby,” “hereunder,” and other words of similar import refer to this Fiscal Agent Agreement as a whole and not to any particular Article, Section, or other subdivision.
(f) Words of the masculine gender shall mean and include words of the feminine and neuter genders.
(g) Unless otherwise defined in this Fiscal Agent Agreement, all terms used herein shall have the meanings assigned to such terms in the IFD Law.

Additional Eligible Revenues means, as of the date of calculation, the amount of Eligible Revenues which, as shown in the report of an Independent Fiscal Consultant, are estimated to be receivable by within the Fiscal Year following the Fiscal Year in which such calculation is made as a result of increases in the assessed valuation of taxable property within the boundaries of the District due to either (a) construction which has been completed but which is not then reflected on the tax rolls, or (b) transfer of ownership or any other interest in real property which has been recorded but which is not then reflected on the tax rolls. For purposes of this definition, the term “increases in the assessed valuation” means the amount by which the assessed valuation of taxable property within the boundaries of the District is estimated to increase above the assessed valuation of taxable property within the boundaries of the District (as evidenced in the written records of the County) as of the date on which such calculation is made.

Administrative Expenses means all expenses paid or incurred by the District to determine and collect the Tax Increment Revenues and to administer the District and the Bonds, including salaries of City Staff and related overhead expenses allocable thereto and the fees of consultants, legal counsel, paying agents, fiscal agents, and trustees; the cost of arbitrage calculation and arbitrage rebates, the cost of preparation of required reports, costs incurred under the Irrevocable Pledge, and any other costs required to administer the District and the Bonds.

Annual Debt Service means, for each Bond Year, the sum of (without duplication) the aggregate amount of principal and interest scheduled to become due and payable on the Outstanding Bonds in such Bond Year upon the maturity or mandatory redemption thereof; provided, for purposes of such calculation, (a) there shall be excluded a pro rata portion of each installment of principal of any Parity Bonds, together with the interest to accrue thereon, in the event and to the extent that the proceeds of such Parity Bonds are deposited in an escrow fund from which amounts may not be released to the District unless the District meets the requirements of Section 4.1 (Issuance of Parity Bonds) for the issuance of Parity Bonds at the time of such release, taking the released proceeds into account.

Authorized Denomination means with respect to the Series 2025 Bonds and any other Series of Bonds, $5,000 and any integral multiple thereof, or as may otherwise be specified by the District at the time of issuance thereof.

Authorized Officer and Authorized Officers means, individually or collectively, the Mayor, the Mayor Pro Tem, the City Manager of the City, the Finance Director of the City, their respective written designees, and any other officer of the City designated as an Authorized Officer by resolution of the City.
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Bond Counsel means (a) Lozano Smith LLP, or (b) any attorney or firm of attorneys appointed by or acceptable to the District, of nationally-recognized experience in the issuance of obligations secured by taxes allocated to Infrastructure Financing Districts pursuant to the California Constitution and the IFD Law.

Bond Register has the meaning stated in Section 2.10 (Book-Entry Provisions).

Bond Reserve Fund means the fund by that name established pursuant to Section 7.4 (Allocation of Tax Increment Revenues) and further described in Section 7.7 (Funding and Application of Bond Reserve Fund); or, in connection with the issuance of Parity Bonds as described in Section 4.1 (Issuance of Parity Bonds).

Bond Reserve Requirement means, as of any date of calculation, the least of (i) Maximum Annual Debt Service as of such date, (ii) one hundred twenty-five percent (125%) of average Annual Debt Service on all Bonds Outstanding as of such date and (iii) ten percent (10%) of the original principal amount of the Bonds (or, if the Bonds are sold with more than a de minimis amount of original issue discount or premium, the issue price of such Bonds (excluding pre-issuance accrued interest), as those terms are defined in the Code, shall be used in the calculation).

Bond Year means the period ending on September 1 of each year with the first Bond Year ending on September 1, [2025], and the last Bond Year ending on the date on which none of the Bonds remain outstanding.

Bonds, Serial Bonds, Term Bonds, Series 2025 Bonds
Bonds means the Series 2025 Bonds and, if the context requires, any Parity Bonds, authorized by, and at any time Outstanding pursuant to, this Fiscal Agent Agreement or any Supplemental Fiscal Agent Agreement.

Serial Bonds means the Bonds, maturing in specified years, for which no Mandatory Sinking Account Payments are provided.

Term Bonds means the Bonds payable at or before their specified maturity date or dates from Mandatory Sinking Account Payments established for that purpose and calculated to retire such Bonds on or before their specified maturity date or dates.

Series 2025 Bonds means the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Tax Increment Bonds, Series 2025, authorized by, and at any time Outstanding pursuant to, this Fiscal Agent Agreement.

Business Day means any day other than a Saturday, Sunday, or a day on which banking institutions in the state in which the Corporate Trust Office is located or the State of New York are authorized or obligated by law or executive order to be closed.

CDIAC means the California Debt and Investment Advisory Commission or any public official or agency succeeding to its information collection functions under California Government Code Section 53359.5(b) and (c).
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Certificate, Statement, Request, Requisition, or Order of the District mean, respectively, a written certificate, statement, request, requisition, or order signed in the name of the District by the City Manager of the City or any other person authorized by an Authorized Officer to execute such instruments. Any such instrument and supporting opinions or representations, if any, may, but need not, be combined in a single instrument with any other instrument, opinion or representation, and the two or more so combined shall be read and construed as a single instrument. If and to the extent required by Section 1.6 (Form and Content of Documents Delivered to Fiscal Agent), each such instrument shall include the statements provided for in Section 1.6 (Form and Content of Documents Delivered to Fiscal Agent).

CFD-12 Bonds means all bonds issued by the City of West Sacramento Community Facilities District No. 12 (Raley’s Field).

CFD-12 Revenues means, so long as any CFD-12 Bonds remain outstanding, the portion of the property tax increment revenues generated from within the District that the City has pledged to pay a portion of the debt service on the CFD-12 Bonds pursuant to an agreement known as the “Local Baseball Agreement” by and between the City, the West Sacramento Redevelopment Agency, the River City Baseball Association LLC, a Delaware limited liability company, and SBIG LLC, a Delaware limited liability company, dated as of April 30, 1999; when no CFD-12 Bonds remain outstanding CFD-12 Revenues shall mean $0.

City means the City of West Sacramento, California, a municipal corporation duly organized and existing under the Constitution and laws of the State.

City Council means the City Council of the City, which serves as the legislative body of the District.

City Clerk means the City Clerk of the City.

Closing Date means the date on which the Series 2025 Bonds are first issued.

Code means the Internal Revenue Code of 1986 and the regulations applicable to or issued thereunder.

Continuing Disclosure Certificate means the Continuing Disclosure Certificate dated the date of delivery of the Series 2025 Bonds, as originally executed by the District or as it may from time to time be supplemented or amended in accordance with its terms.

Corporate Trust Office or corporate trust office means the corporate trust office of the Fiscal Agent located at [FISCAL AGENT ADDRESS, CITY, STATE], or such other or additional offices as may be designated by the Fiscal Agent; except that with respect to presentation of the Bonds for payment or for registration of transfer and exchange such term shall mean the office or agency of the Fiscal Agent at which, at any particular time, its corporate trust agency business shall be conducted.

Costs of Issuance means all items of expense directly or indirectly payable by or reimbursable to the District or the City related to the original authorization, execution, sale, and delivery of the Bonds, including but not limited to advertising and printing costs, costs of 866
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preparation and reproduction of documents, costs of printing and distribution of the preliminary and final official statements, filing and recording fees, initial fees and charges of the Fiscal Agent, legal fees and charges, fees and disbursements of consultants and professionals, financial advisor fees and expenses, rating agency fees, [fees of underwriter's counsel, private placement agent counsel, or bank counsel, as applicable,] fees and charges for preparation, execution, transportation and safekeeping of the Bonds, reimbursement to the City staff time and expenses incurred by the District in connection with the original issuance of the Bonds, and any other cost, charge or fee in connection with the original issuance of the Bonds.

Costs of Issuance Fund means the fund by that name established and held by the Fiscal Agent pursuant to Section 3.4 (Establishment and Application of Costs of Issuance Fund).

County means the County of Yolo, a county duly organized and existing under the Constitution and laws of the State.

Defeasance Securities means any of the following:
(A) United States Treasury Certificates, Notes, and Bonds (including State and Local Government Series -- “SLGS”).
(B) Direct obligations of the Treasury that have been stripped by the Treasury itself, CATS, TGRS, and similar securities.
(C) The interest component of Resolution Funding Corp. (REFCORP) strips that have been stripped by request to the Federal Reserve Bank of New York in book-entry form. (D) Pre-refunded municipal bonds rated “Aaa” by Moody’s and “AAA” by Standard & Poor’s. If, however, the pre-refunded bonds are rated by Standard & Poor’s but are not rated by Moody’s, then the pre-refunded bonds must have been pre-refunded with cash, direct U.S. or U.S. guaranteed obligations, or Aaa-rated pre-refunded municipal bonds. (E) Obligations issued or guaranteed by the following agencies that are backed by the full faith and credit of the U.S.:
(1) U.S. Export-Import Bank (Eximbank)
Direct obligations or fully guaranteed certificates of beneficial ownership (2) Farmers Home Administration (FmHA)
Certificates of beneficial ownership
(3) Federal Financing Bank
(4) General Services Administration
Participation certificates
(5) U.S. Maritime Administration
Guaranteed Title XI financing
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(6) U.S. Department of Housing and Urban Development (HUD) Project Notes
Local Authority Bonds
New Communities Debentures - U.S. government guaranteed debentures U.S. Public Housing Notes and Bonds - U.S. government guaranteed public housing notes and bonds
Depository means (a) initially, DTC, and (b) any other Securities Depository acting as Depository pursuant to Section 2.5 (Registration, Transfer, and Exchange).

Depository System Participant means any participant in the Depository's book-entry system.

District or IFD means the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area), an infrastructure financing district duly established pursuant to the IFD Law.

DTC means The Depository Trust Company, New York, New York, and its successors and assigns.

Eligible Revenues means all of the property tax increment revenues generated from within the boundaries of the District (excluding the CFD-12 Revenues, as defined herein) that are eligible to be allocated from the City to the District pursuant the Infrastructure Financing Plan and the IFD Law.

Event of Default means any of the events specified in Section 9.1 (Events of Default).

Fiscal Agent means [FISCAL AGENT], a national banking association duly organized and operating under the laws of the United States of America, or its successor as Fiscal Agent as provided in Section 10.9 (Removal and Resignation; Appointment of Successor) hereof.

Fiscal Year means the period beginning on July 1 of each year and ending on the next succeeding June 30 or any other twelve-month period hereafter selected and designated as the official fiscal year period of the District.

Fiscal Agent Agreement means this Fiscal Agent Agreement dated [__________ 1, 2025], by and between the Fiscal Agent and the District, as originally executed or as it may from time to time be supplemented or amended by any Supplemental Fiscal Agent Agreement delivered pursuant to the provisions hereof.

IFD Law means Chapter 2.8 of Part 1 of Division 2 of Title 5 (commencing with Section 53395) of the Government Code of the State, and the acts amendatory thereof and supplemental thereto.

IFD Projects means the eligible public improvements and facilities of communitywide significance identified in the Infrastructure Financing Plan for which the District may issue bonds and incur other forms of indebtedness secured by and payable from the Tax Increment Revenues. 868
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Independent Accountant means any accountant or firm of such accountants duly licensed or registered or entitled to practice and practicing as such under the laws of the State, appointed by the District, and who, or each of whom: (a) is in fact independent and not under domination of the District; (b) does not have any substantial interest, direct or indirect, with the District; and (c) is not connected with the District as an officer or employee of the City, but who may be regularly retained to make reports to the District.

Independent Fiscal Consultant means any consultant or firm of such consultants appointed by or acceptable to the District and who, or each of whom: (a) is judged by the District to have substantial expertise in matters relating to the collection, estimation and projection of Eligible Revenues or otherwise with respect to the financing of facilities by infrastructure financing districts or other entities that collect, allocate, or receive property tax increment revenues; (b) is in fact independent and not under domination of the District or the City; (c) does not have any substantial interest, direct or indirect, with the District or the City, and (d) is not connected with the District as an officer or employee of the City, but who may be regularly retained to make reports to the District.

Information Service means the Municipal Securities Rulemaking Board (the “MSRB”) through its Electronic Municipal Market Access (“EMMA”) website, or, in accordance with thencurrent guidelines of the Securities and Exchange Commission, such other addresses and or such other services providing information with respect to called bonds, or no such services, as the District may designate in a Request of the District delivered to the Fiscal Agent.

Infrastructure Financing Plan means the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Infrastructure Financing Plan dated May, 2014, approved by Ordinance 14-12 adopted by the City on November 5, 2014, as heretofore or hereafter amended or supplemented.

Interest Fund means the fund by that name established pursuant to Section 7.4 (Allocation of Tax Increment Revenues).

Interest Payment Date with respect to Bonds means the date or dates specified in such Bonds on which installments of interest on such Bonds are due and payable.

Investment Securities means any securities in which funds of the District may now or hereafter be legally invested as provided by applicable law in effect at the time of such investment, subject to any limitations imposed by the investment policy approved by the District, but without regard to any limitations contained therein concerning the maximum percentage limitations for any particular investment (provided that the Fiscal Agent shall be entitled to rely upon any investment directions from the District as conclusive certification to the Fiscal Agent that the investments described therein are Investment Securities). Investment Securities also include (a) money market mutual funds, including such funds for which the Fiscal Agent, its affiliates or subsidiaries provide investment advisory or other management services or for which the Fiscal Agent or an affiliate of the Fiscal Agent serves as investment administrator, shareholder servicing agent, and/or custodian or sub-custodian but excluding such funds with a floating net asset value, notwithstanding that (i) the Fiscal Agent or an affiliate of the Fiscal Agent receives fees from funds for services rendered, (ii) the Fiscal Agent collects fees for services rendered pursuant to this Fiscal 869
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Agent Agreement, which fees are separate from the fees received from such funds, and (iii) services performed for such funds and pursuant to this Fiscal Agent Agreement may at times duplicate those provided to such funds by the Fiscal Agent or an affiliate of the Fiscal Agent; and (b) investment agreements, including guaranteed investment contracts.

Irrevocable Pledge means that certain Irrevocable Pledge of IFD Revenues from the City to the District to transferthe Tax Increment Revenuesto the District, as executed by the City and the District and dated as of the Closing Date for the Series 2025 Bonds.

Mandatory Sinking Account Payment means, with respect to Bonds of any Series and maturity, the amount required by this Fiscal Agent Agreement or a Supplemental Fiscal Agent Agreement hereto to be deposited by the District in a Sinking Account for the payment of Term Bonds of such Series and maturity.

Maximum Annual Debt Service shall mean the greatest amount of principal and interest becoming due and payable on all Bonds in any specified Bond Year including the Bond Year in which the calculation is made or any subsequent Bond Year.

Mayor means the Mayor of the City.

Moody’s means Moody’s Investors Service, a corporation duly organized and existing under and by virtue of the laws of the State of Delaware, and its successors and assigns.

Nominee means (a) initially, Cede & Co., as nominee of DTC, and (b) any other nominee of the Depository designated pursuant to Section 2.10 (Book Entry Provisions).

Opinion of Bond Counsel means a written opinion, addressed to the Fiscal Agent and others, of Bond Counsel.

Original Resolution of Issuance means Resolution No. 24-86, adopted the City Council on August 21, 2024, that authorized the District to issue Bonds in the aggregate principal amount of $233,000,000, authorized the execution and delivery of this Fiscal Agent Agreement, and authorized as the filing of judicial validation proceedings under Section 860 et. Seq. of the California Code of Civil Procedure related to the District, the Bonds, this Fiscal Agent Agreement, and the pledge of Tax Increment Revenues to the repayment of the Bonds, among other matters.

Outstanding, when used as of any particular time with reference to Bonds, means all Bonds theretofore, or thereupon being, authenticated and delivered by the Fiscal Agent under this Fiscal Agent Agreement except (1) Bonds theretofore cancelled by the Fiscal Agent or surrendered to the Fiscal Agent for cancellation; (2) Bonds with respect to which all liability of the District shall have been discharged in accordance with Section 6.2 (Discharge of Liability on Bonds), including Bonds (or portions of Bonds) referred to in Section 7.11 (Money Held for Particular Bonds); and (3) Bonds for the transfer or exchange of or in lieu of or in substitution for which other Bonds shall have been authenticated and delivered by the Fiscal Agent pursuant to this Fiscal Agent Agreement.

Owner or Bondholder or Bondowner, whenever used herein with respect to a Bond, means the person in whose name such Bond is registered. 870
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Parity Bonds means any bonds issued by the District on a parity with any then Outstanding Bonds pursuant to Section 4.1 (Issuance of Parity Bonds).

Person means a corporation, firm, association, partnership, trust, or other legal entity or group of entities, including a governmental entity or any agency or political subdivision thereof.

Plan Limitations means the limitations, if any, contained or incorporated in the Infrastructure Financing Plan and the Original Resolution of Issuance, on (a) the total number of dollars of taxes that may be allocated to the District pursuant to the Infrastructure Financing Plan, (b) the maximum amount of aggregate principal amount of Bonds that may be issued by the District, and (c) the time limit on the existence of the District, as applicable, as such Plan Limitations may be amended or modified from time to time.

Principal Fund means the fund by that name established pursuant to Section 7.4 (Allocation of Tax Increment Revenues).

Principal Payment Date with respect to Bonds means the date or dates specified in such Bonds on which the principal of such Bonds is due and payable.

Project Costs means (subject to the provisions of Section 3.5 (Establishment and Application of the Project Fund)) all costs of financing the IFD Projects which are payable from moneys on deposit in the Project Fund, including but not limited to: (a) any costs which are lawfully incurred by the District with respect to the IFD Projects and the IFD Law, and which constitute lawful expenditures of amounts on deposit in the Project Fund created under this Fiscal Agent Agreement; and (b) any sums required to reimburse the District for advances made for any of the above items.

Project Fund means the fund by that name established and held by the District pursuant to Section 3.5 (Establishment and Application of the Project Fund).

Rating Agency means Moody's, S&P or any nationally recognized rating agency then maintaining a rating on the Bonds.

Rating Category means (i) with respect to any long-term rating category, all ratings designated by a particular letter or combination of letters, without regard to any numerical modifier, plus or minus sign or other modifier and (ii) with respect to any short-term or commercial paper rating category, all ratings designated by a particular letter or combination of letters and taking into account any numerical modifier, but not any plus or minus sign or other modifier.

Rebate Fund means the fund by that name established pursuant to Section 7.8 (Rebate Fund).

Redemption Price means, with respect to any Bond (or portion thereof) the principal amount of such Bond (or portion) plus the applicable premium, if any, payable upon redemption thereof pursuant to the provisions of such Bond and this Fiscal Agent Agreement. 871
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Regular Record Date for interest payable on any Interest Payment Date on the Bonds means the fifteenth (15th) day of the calendar month immediately preceding the relevant Interest Payment Date.

Report means a document in writing signed by an Independent Accountant or an Independent Fiscal Consultant and including: (a) a statement that the person or firm making or giving such Report has read the pertinent provisions of this Fiscal Agent Agreement to which such Report relates; (b) a brief statement as to the nature and scope of the examination or investigation upon which the Report is based; and (c) a statement that, in the opinion of such person or firm, sufficient examination or investigation was made as is necessary to enable such person or firm to express an informed opinion with respect to the subject matter referred to in the Report.

Responsible Officer means any officer within the corporate trust department (or any successor group or department of the Fiscal Agent) including any vice president, assistant vice president, assistant secretary or any other officer or assistant officer of the Fiscal Agent customarily performing functions similar to those performed by the persons who at the time shall be such officers, respectively, and also means, with respect to a particular matter, any other officer of the Fiscal Agent to whom such matter is referred by the Fiscal Agent because of such person’s knowledge of and familiarity with the particular subject.

S&P means S&P Global Ratings, a Standard and Poor's Financial Services LLC business, or any successor thereto.

Securities Depository or Securities Depositories means The Depository Trust Company, 711 Stewart Avenue, Garden City, New York 11530, Fax-(516) 227-4039 or 4190, or, in accordance with then-current guidelines of the Securities and Exchange Commission, such other securities depositories, or no such depositories, as the District may designate in a Request of the District delivered to the Fiscal Agent.

Series, whenever used herein with respect to Bonds, means all of the Bonds designated as being of the same series, authenticated and delivered in a simultaneous transaction, regardless of variations in maturity, interest rate, redemption, and other provisions, and any Bonds thereafter authenticated and delivered upon transfer for exchange or in lieu of or in substitution for (but not to refund) such Bonds as herein provided.

Sinking Accounts or Redemption Accounts means the accounts in the Principal Fund so designated and established pursuant to Section 7.6 (Application of Principal Fund; Sinking Accounts) for the payment of Term Bonds.

Special Record Date for the payment of any defaulted interest on Bonds means a date fixed by the Fiscal Agent pursuant to Section 2.7 (Payment of Interest on Bonds; Interest Rights Preserved).

State means the State of California.

Subordinate Debt means debt that is either: (a) payable from, but not secured by a pledge of or lien upon, the Eligible Revenues; or (b) secured by a pledge of or lien upon, the Eligible 872
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Revenues which is expressly subordinate to the pledge or lien upon the Tax Increment Revenues hereunder for the security for the Bonds pursuant to Section 4.2 (Subordinate Debt).

Supplemental Fiscal Agent Agreement means any fiscal agent agreement hereafter duly executed and delivered, supplementing, modifying, or amending this Fiscal Agent Agreement, but only if and to the extent that such Supplemental Fiscal Agent Agreement is specifically authorized hereunder.

Tax Certificate means the tax certificate delivered by the District at the time of the issuance and delivery of the Series 2025 Bonds, as the same may be further amended or supplemented in accordance with its terms.

Tax Increment Fund means the fund by that name established pursuant to Section 7.3 (Deposit of Tax Increment).

Tax Increment Revenues means that portion of the Eligible Revenues allocated from the City to the District pursuant to the Irrevocable Pledge to be used to pay the scheduled principal and interest payments and other amounts due on the Bonds (including any amounts necessary for a reserve fund, other credit enhancements, or to satisfy any other financing terms and conditions), as well as Administrative Expenses incurred in connection with the administration of this Fiscal Agent Agreement and the Bonds, when due so long as any Bonds remain Outstanding, as authorized by Section 53397.6 of the IFD Law (or any successor statute) and as provided in the Infrastructure Financing Plan.

Section 1.2 Equality of Security. In consideration of the acceptance of the Bonds by the Owners thereof from time to time, this Fiscal Agent Agreement shall be deemed to be and shall constitute a contract between the District, the Fiscal Agent and the Owners from time to time of the Bonds and the covenants and agreements herein set forth to be performed by or on behalf of the District or the Fiscal Agent shall be for the equal and proportionate benefit, security and protection of all Owners of the Bonds, without preference, priority or distinction as to security or otherwise of any of the Bonds over any of the others by reasons of the Series, time of issue, sale, or negotiation thereof or for any cause whatsoever, except as expressly provided therein or herein.

Nothing herein shall prevent additional security from being provided to particular Bonds under any Supplemental Fiscal Agent Agreement.

Section 1.3 Acts of Bondholders. Any request, consent, or other instrument required or permitted by this Fiscal Agent Agreement to be signed and executed by Bondholders may be in any number of concurrent instruments of substantially similar tenor and shall be signed or executed by such Bondholders in person or by an agent or agents duly appointed in writing. Proof of the execution of any such request, consent or other instrument or of a writing appointing any such agent, or of the holding by any person of Bonds transferable by delivery, shall be sufficient for any purpose of this Fiscal Agent Agreement and shall be conclusive in favor of the Fiscal Agent and of the District if made in the manner provided in this Section.

The fact and date of the execution by any person of any such request, consent or other instrument or writing may be proved by the certificate of any notary public or other officer of any jurisdiction, authorized by the laws thereof to take acknowledgments of deeds, certifying that the 873
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person signing such request, consent, or other instrument acknowledged to him the execution thereof, or by an affidavit of a witness of such execution duly sworn to before such notary public or other officer.

Any request, consent, or other instrument or writing of the Owner of any Bond shall bind every future Owner of the same Bond and the Owner of every Bond issued in exchange therefor or in lieu thereof, in respect of anything done or suffered to be done by the Fiscal Agent or the District in accordance therewith or reliance thereon.

Section 1.4 Notices, etc., to District and Fiscal Agent. Any notice to or demand upon the Fiscal Agent may be served or presented, and such demand may be made, at the Corporate Trust Office. Any notice to or demand upon the District shall be deemed to have been sufficiently given or served for all purposes by being sent by overnight mail or other electronic transmission, or deposited, first-class mail postage prepaid, in a post office letter box, addressed, as the case may be, to the District at 1110 West Capitol Avenue, West Sacramento, CA 95691, Attention: City Manager (or such other address as may have been filed in writing by the District with the Fiscal Agent).

Section 1.5 Notices to Bondholders; Waiver. In any case where notice to Bondholders is given by mail, neither the failure to mail such notice, nor any defect in any notice so mailed, to any particular Bondholder shall affect the sufficiency of such notice with respect to other Bondholders.

Where this Fiscal Agent Agreement provides for notice in any manner, such notice may be waived in writing by the person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Bondholders shall be filed with the Fiscal Agent, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

Section 1.6 Form and Content of Documents Delivered to Fiscal Agent. Every certificate or opinion provided for in this Fiscal Agent Agreement with respect to compliance with any provision hereof shall include (1) a statement that the person making or giving such certificate or opinion has read such provision and the definitions herein relating thereto, (2) a brief statement as to the nature and scope of the examination or investigation upon which the certificate or opinion is based; (3) a statement that, in the opinion of such person, he has made or caused to be made such examination or investigation as is necessary to enable him to express an informed opinion with respect to the subject matter referred to in the instrument to which his signature is affixed; and (4) a statement as to whether, in the opinion of such person, such provision has been complied with.

Any such certificate or opinion made or given by an officer of the District may be based, insofar as it relates to legal or accounting matters, upon a certificate or opinion of or representation by counsel, an Independent Accountant, or an Independent Fiscal Consultant, unless such officer knows, or in the exercise of reasonable care should have known, that the certificate, opinion or representation with respect to the matters upon which such certificate or statement may be based, as aforesaid, is erroneous. Any such certificate or opinion made or given by counsel, an Independent Accountant, or an Independent Fiscal Consultant may be based, insofar as it relates 874
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to factual matters (with respect to which information is in the possession of the District) upon a certificate or opinion of or representation by an officer of the City, unless such counsel, Independent Accountant, or Independent Fiscal Consultant knows, or in the exercise of reasonable care should have known, that the certificate or opinion or representation with respect to the matters upon which such person’s certificate or opinion or representation may be based, as aforesaid, is erroneous. The same officer of the City, or the same counsel, or Independent Accountant or Independent Fiscal Consultant, as the case may be, need not certify to all of the matters required to be certified under any provision of this Fiscal Agent Agreement, but different officers, counsel, Independent Accountants, or Independent Fiscal Consultants may certify to different matters, respectively.

Section 1.7 Effect of Headings and Table of Contents. The headings or titles of the several Articles and Sections hereof, and any table of contents appended to copies hereof, shall be solely for convenience of reference and shall not affect the meaning, construction, or effect of this Fiscal Agent Agreement.

Section 1.8 Successors and Assigns. Whenever in this Fiscal Agent Agreement either the District, the City or the Fiscal Agent is named or referred to, such reference shall be deemed to include the successors or assigns thereof, and all the covenants and agreements in this Fiscal Agent Agreement contained by or on behalf of the District or the Fiscal Agent shall bind and inure to the benefit of the respective successors and assigns thereof whether so expressed or not.

Section 1.9 Benefits of Fiscal Agent Agreement. Nothing in this Fiscal Agent Agreement or in the Bonds expressed or implied is intended or shall be construed to give to any person other than the District, the Fiscal Agent, and the Owners of the Bonds, any legal or equitable right, remedy or claim under or in respect of this Fiscal Agent Agreement or any covenant, condition or provision therein or herein contained; and all such covenants, conditions and provisions are and shall be held to be for the sole and exclusive benefit of the District, the Fiscal Agent, and the Owners of the Bonds.

Section 1.10 Payments/Actions Otherwise Scheduled on Non-Business Days. Except as specifically set forth in a Supplemental Fiscal Agent Agreement, any payments or transfers that would otherwise become due on any day that is not a Business Day shall become due or shall be made on the next succeeding Business Day. When any other action is provided for herein to be done on a day named or within a specified time period and the day named or the last day of the specified period falls on a day other than a Business Day, such action may be performed on the next succeeding Business Day with the same effect as though performed on the appointed day or within the specified period.

Section 1.11 No Personal Liability for Debt Service. No City Council member, City officer, agent, or employee or the Fiscal Agent shall be individually or personally liable for the payment of the principal or Redemption Price of or interest on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof; but nothing herein contained shall relieve any such City Council member, City officer, agent, or employee or the Fiscal Agent from the performance of any official duty provided by law or by this Fiscal Agent Agreement. 875
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Section 1.12 Separability Clause. If any one or more of the provisions contained in this Fiscal Agent Agreement or in the Bonds shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions contained in this Fiscal Agent Agreement and such invalidity, illegality, or unenforceability shall not affect any other provision of this Fiscal Agent Agreement, and this Fiscal Agent Agreement shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. The District hereby declares that it would have adopted this Fiscal Agent Agreement and each and every other Section, paragraph, sentence, clause, or phrase hereof and authorized the issuance of the Bonds pursuant thereto irrespective of the fact that any one or more Sections, paragraphs, sentences, clauses, or phrases of this Fiscal Agent Agreement may be held illegal, invalid, or unenforceable.

Section 1.13 Unclaimed Moneys. Anything contained herein to the contrary notwithstanding, any money held by the Fiscal Agent in trust for the payment and discharge of the interest or premium (if any) on or principal of the Bonds which remains unclaimed for two (2) years after the date when the payments of such interest, premium and principal have become payable, if such money was held by the Fiscal Agent at such date, or for two (2) years after the date of deposit of such money if deposited with the Fiscal Agent after the date when the interest and premium (if any) on and principal of such Bonds have become payable, shall be repaid by the Fiscal Agent to the District as its absolute property free from trust, and the Fiscal Agent shall thereupon be released and discharged with respect thereto and the Owners shall look only to the District for the payment of the principal of and interest and redemption premium (if any) on of such Bonds.

Section 1.14 Governing Law. This Fiscal Agent Agreement shall be construed and governed in accordance with the laws of the State applicable to contracts made and performed in the State.

Section 1.15 Execution in Counterparts. This Fiscal Agent Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of which shall constitute but one and the same instrument. The exchange of copies of this Fiscal Agent Agreement and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Fiscal Agent Agreement as to the parties hereto and may be used in lieu of the original Fiscal Agent Agreement and signature pages for all purposes.

ARTICLE II

THE BONDS
Section 2.1 Title; Issuable in Series. The general title of the Bonds of all Series shall be “City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Tax Increment Bonds.” With respect to the Bonds of any particular Series, the District may incorporate into or add to the general title of such Bonds any words, letters, or figures designed to distinguish that Series.

The District may issue Bonds in Series hereunder, in book-entry form or otherwise, as from time to time authorized by the City, subject to the IFD Law, the Infrastructure Financing Plan, the 876
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Original Resolution of Bond Issuance (as it may be amended), and the covenants, provisions, and conditions contained in this Fiscal Agent Agreement.

Section 2.2 Terms of Particular Series. Each Series of Bonds, except the Series 2025 Bonds created by Article 3 hereof, shall be created by a Supplemental Fiscal Agent Agreement authorized by the District and establishing the terms and provisions of such Series of Bonds and the form of the Bonds of such Series. The several Series of Bonds may differ from the Series 2025 Bonds and as between Series in any respect not in conflict with the provisions of this Fiscal Agent Agreement and as may be prescribed in the Supplemental Fiscal Agent Agreement creating such Series.

The District shall determine, at the time of issuance of each Series of Bonds, the terms thereof, including the interest rate or rates at which interest is borne by the Bonds of such Series or the manner in which the interest rate or rates are determined (not to exceed the maximum rate of interest permitted by law), the intervals at which interest on the Bonds of such Series shall be payable, the date or dates on which and the year or years in which the Bonds of such Series shall mature and become payable, and the manner in which principal of and interest on the Bonds of such Series shall be payable.

Section 2.3 Forms and Denominations. The form of the Bonds of each Series shall be established by the provisions of this Fiscal Agent Agreement with respect to the Series 2025 Bonds or the Supplemental Fiscal Agent Agreement creating such Series. The Bonds of each Series shall be distinguished from the Bonds of other Series as may be determined by the officers of the City executing particular Bonds, as evidenced by their execution thereof.

The District may issue the Bonds of any Series (i) in such denominations as it specifies at the time of issuance thereof and (ii) in fully registered form without coupons or in fully registered book-entry form.

Section 2.4 Execution and Authentication. The Bonds shall be executed in the name and on behalf of the District by the Mayor and countersigned by the City Clerk. The signature of any of these officers on the Bonds may be facsimile or manual. Unless otherwise provided in any Supplemental Fiscal Agent Agreement, the Bonds shall then be delivered to the Fiscal Agent for authentication by it.

In case any of the officers who shall have signed or countersigned any of the Bonds shall cease to be such officer or officers of the City before the Bonds so signed or countersigned shall have been authenticated, or delivered by the Fiscal Agent, or issued by the District, such Bonds may nevertheless be authenticated, delivered, and issued and, upon such authentication, delivery, and issue, shall be as binding upon the District as though those who signed and countersigned the same had continued to be such officers of the City. Any Bond may be signed and attested on behalf of the District by such persons as at the actual date of execution such Bond shall be the proper officers of the City although at the nominal date of such Bond any such person shall not have been such officer of the City.

Except as may be provided in any Supplemental Fiscal Agent Agreement, no Bond shall be valid or obligatory for any purpose or entitled to the benefits of this Fiscal Agent Agreement 877
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unless there appears on such Bond a certificate of authentication substantially in the form provided for herein, manually executed by the Fiscal Agent. Such certificate of authentication when manually executed by the Fiscal Agent shall be conclusive evidence, and the only evidence, that such Bond has been duly executed, authenticated, and delivered hereunder.

Section 2.5 Registration, Transfer, and Exchange. The Fiscal Agent will keep or cause to be kept, at its Corporate Trust Office, a register (herein sometimes referred to as the “Bond Register”) in which, subject to such reasonable regulations as it may prescribe, the Fiscal Agent shall provide for the registration and transfer of Bonds. The Bond Register shall at all times be open to inspection during normal business hours by the District.

Upon surrender of a Bond for transfer at the Corporate Trust Office, the District shall execute and the Fiscal Agent shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of the same Series, tenor, and maturity and for an equivalent aggregate principal amount.

Bonds of any Series may be exchanged for an equivalent aggregate principal amount of Bonds of other authorized denominations of the same Series, tenor, and maturity, upon surrender of the Bonds for exchange at the Corporate Trust Office. Upon surrender of Bonds for exchange, the District shall execute and the Fiscal Agent shall authenticate and deliver the Bonds that the Bondholder making the exchange is entitled to receive.

All Bonds surrendered upon any exchange or transfer provided for in this Fiscal Agent Agreement shall be promptly cancelled by the Fiscal Agent and thereafter disposed of as provided for in Section 2.9 (Cancellation).

All Bonds issued upon any transfer or exchange of Bonds shall be the valid obligations of the District, evidencing the same debt, and entitled to the same security and benefits under this Fiscal Agent Agreement, as the Bonds surrendered upon such transfer or exchange.

Every Bond presented or surrendered for transfer or exchange shall be accompanied by a written instrument of transfer, in a form approved in writing by the District, that is duly executed by the Owner or by his attorney duly authorized in writing.

No service charge shall be made for any transfer or exchange of Bonds, but the Bondholder requesting such transfer or exchange shall pay any tax or other governmental charge required to be paid with respect to such transfer or exchange.

The Fiscal Agent shall not be required to transfer or exchange (i) Bonds of any Series during the period established by the Fiscal Agent for the selection of Bonds of such Series for redemption or (ii) any Bond that has been selected for redemption in whole or in part, except the unredeemed portion of such Bond selected for redemption in part, from and after the day that such Bond has been selected for redemption in whole or in part.

Section 2.6 Mutilated, Destroyed, Lost, or Stolen Bonds. If (i) any mutilated Bond is surrendered to the Fiscal Agent, or the Fiscal Agent receives evidence to its satisfaction of the destruction, loss, or theft of any Bond, and (ii) there is delivered to the Fiscal Agent such security or indemnity for the District and the Fiscal Agent as the Fiscal Agent may approve, then the District 878
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shall execute, and upon its request the Fiscal Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Series and of like tenor and principal amount, bearing a number not contemporaneously outstanding.

Upon the issuance of any new Bond under this Section, the District may require payment by the applicable Bond Owner of a sum sufficient to pay the cost of preparing such Bond, any tax or other governmental charge that may be imposed in relation thereto, and any other expenses connected therewith.

Every new Bond issued pursuant to this Section in lieu of any destroyed, lost, or stolen Bond shall constitute an original additional contractual obligation of the District, whether or not the destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be entitled to all the security and benefits of this Fiscal Agent Agreement equally and ratably with all other Outstanding Bonds secured by this Fiscal Agent Agreement. Neither the District nor the Fiscal Agent shall be required to treat both the new Bond and the Bond it replaces as being Outstanding for the purpose of determining the principal amount of Bonds that may be issued hereunder, but both the new Bond and the Bond it replaces shall be treated as one and the same.

Section 2.7 Payment of Interest on Bonds; Interest Rights Preserved. Interest on any Bond of any Series that is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Owner thereof as of the close of business on the Regular Record Date for such interest specified in the provisions of this Fiscal Agent Agreement.

Any interest on any Bond of any Series that is payable but is not punctually paid or duly provided for on any Interest Payment Date shall forthwith cease to be payable to the Owner on the relevant Regular Record Date. Such defaulted interest shall be paid to the Person in whose name the Bond is registered at the close of business on a Special Record Date for the payment of such defaulted interest to be fixed by the Fiscal Agent. In the name and at the expense of the District, the Fiscal Agent shall cause notice of the payment of such defaulted interest and the Special Record Date to be mailed, first-class postage prepaid, to each Owner of a Bond of such Series at his address as it appears in the Bond Register not fewer than ten (10) days prior to such Special Record Date.

Subject to the foregoing provisions of this Section, each Bond delivered under this Fiscal Agent Agreement upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, that were carried by such other Bond. Each such Bond shall bear interest from such date that neither loss nor gain in interest shall result from such transfer, exchange, or substitution.

Section 2.8 Persons Deemed Owners. The District and the Fiscal Agent shall be entitled to treat the person in whose name any Bond is registered as the owner thereof for all purposes of the Fiscal Agent Agreement and any applicable laws, notwithstanding any notice to the contrary received by the Fiscal Agent or the District. The ownership of Bonds shall be proved by the Bond Register. The Fiscal Agent may establish a record date as of which to measure consent of the Bondowners in order to determine whether the requisite consents are received.

Section 2.9 Cancellation. All Bonds surrendered for payment, redemption, transfer, or exchange, if surrendered to the Fiscal Agent, shall be promptly cancelled by the Fiscal Agent and, 879
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if surrendered to any person other than the Fiscal Agent, shall be delivered to the Fiscal Agent and, if not already cancelled, shall be promptly cancelled by the Fiscal Agent.

The District shall deliver to the Fiscal Agent for cancellation any Bonds acquired in any manner by the District, and the Fiscal Agent shall promptly cancel such Bonds.

No Bond shall be authenticated in lieu of or in exchange for any Bond cancelled as provided in this Section, except as expressly provided by this Fiscal Agent Agreement. The Fiscal Agent shall destroy all cancelled Bonds and deliver a certificate of such destruction to the District.

Section 2.10 Book-Entry Provisions. Notwithstanding any provision of this Fiscal Agent Agreement to the contrary, if a Series of Bonds is issued in book-entry form the following provisions shall apply:
(A) Limitations on Transfer. Registered ownership of Bonds issued in bookentry form, or any portions thereof, may not be transferred except:
(1) To any successor of DTC or its nominee, or to any substitute depository designated pursuant to clause (2) of this subsection (“substitute depository”); provided that any successor of DTC or substitute depository shall be qualified under any applicable laws to provide the service proposed to be provided by it; (2) To any substitute depository not objected to by the Fiscal Agent, upon (a) the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository, or (b) a determination by the District that DTC or its successor (or any substitute depository or its successor) is no longer able to carry out its functions as depository; provided that any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it; or (3) To any person as provided below, upon (a) the resignation of DTC or its successor (or substitute depository or its successor) from its functions as depository if no substitute depository that is not objected to by the Fiscal Agent can be obtained, or (b) a determination by the District that it is in the best interests of the District to remove DTC or its successor (or any substitute depository or its successor) from its function as depository.
(B) Execution and Delivery of New Bonds. In the case of any transfer pursuant to clause (1) or clause (2) of subsection 2.10(A) (Book-Entry Provisions -- Limitations on Transfer) hereof, upon receipt of all Outstanding Bonds of such Series of book-entry Bonds by the Fiscal Agent, together with a Certificate of the District to the Fiscal Agent, a single new Bond for each maturity of such Series in the aggregate principal amount of the Bonds of such maturity then Outstanding shall be executed and delivered, registered in the name of such successor or such substitute depository, or their nominees, as the case may be, all as specified in such Certificate of the District. In the case of any transfer pursuant to clause (3) of subsection 2.10(A) (Book-Entry Provisions -- Limitations on Transfer) hereof, upon receipt of all Outstanding Bonds of such Series of book-entry Bonds by the Fiscal Agent together with a Certificate of the District to the Fiscal Agent, new Bonds of such Series shall be executed and delivered in such denominations and registered in the names of such persons as are requested in such Certificate of the District, subject 880
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to the limitations of Section 2.5 (Registration, Transfer, and Exchange) hereof; provided the Fiscal Agent shall not be required to deliver such new Bonds within a period less than 60 days from the date of receipt of such a Certificate of the District.
(C) Notation of Reduction of Principal. In the case of partial redemption, cancellation or a refunding of any Bonds evidencing all or a portion of the principal maturing in a particular year, DTC shall make an appropriate notation on the Bonds indicating the date and amounts of such reduction in principal, in form acceptable to the Fiscal Agent. (D) No Responsibility to Persons Other Than Owners. The District and the Fiscal Agent shall be entitled to treat the person in whose name any Bond is registered as the Owner thereof for all purposes of the Fiscal Agent Agreement and any applicable laws, notwithstanding any notice to the contrary received by the Fiscal Agent or the District; and the District and the Fiscal Agent shall have no responsibility for transmitting payments to, communication with, notifying, or otherwise dealing with any beneficial owners of the Bonds.

Neither the District nor the Fiscal Agent will have any responsibility or obligations, legal or otherwise, to the beneficial owners or to any other party including DTC or its successor (or substitute depository or its successor), except for the Owner of any Bond. (E) Payments to Depository. So long as all Outstanding Bonds of a Series are registered in the name of “Cede & Co.” or its registered assign, the District and the Fiscal Agent shall cooperate with “Cede & Co.,” as sole registered Owner, and its registered assigns in effecting payment of the principal, redemption premium, if any, and interest represented by the Bonds of such Series by arranging for payment in such manner that funds for such payments are properly identified and are made immediately available on the date they are due.

ARTICLE III
TERMS AND ISSUE OF SERIES 2025 BONDS
Section 3.1 Terms and Form of Series 2025 Bonds.
(A) Form of Series 2025 Bonds. The form of the Series 2025 Bonds shall be substantially as set forth in Exhibit A with such insertions, omissions, substitutions, and variations as may be determined by the officers executing the same, as evidenced by their execution thereof, to reflect the applicable terms of the Series 2025 Bonds established by this Article. (B) Creation of Series 2025 Bonds. The District, pursuant to the IFD Law and this Fiscal Agent Agreement, hereby creates a series of Bonds and additionally designates them “Tax Increment Bonds, Series 2025” (the “Series 2025 Bonds”). At any time after the execution and delivery of this Fiscal Agent Agreement, the District may execute and the Fiscal Agent shall authenticate and deliver the Series 2025 Bonds in an aggregate principal amount of $[PRINCIPAL AMOUNT] upon the Order of the District.
(C) Book-Entry Form; Denominations. The Series 2025 Bonds shall be delivered in fully registered form, in denominations of $5,000 or any integral multiple thereof, and shall be initially registered in the name of “Cede & Co.,” as nominee of DTC. The Series 2025 Bonds shall be evidenced by one Series 2025 Bond maturing on each of the maturity dates set forth below in a denomination corresponding to the total principal amount represented by the Series 881
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2025 Bonds payable on such date. Registered ownership of the Series 2025 Bonds, or any portion thereof, may not thereafter be transferred except as set forth in Section 2.10 (Book-Entry Provisions). The District in issuing the Bonds may use CUSIP numbers (if then generally in use), and, if so, the Fiscal Agent shall use CUSIP numbers in notices of redemption as a convenience to Bondholders; provided that neither the Fiscal Agent nor the District shall have liability for any defect in the CUSIP numbers as they appear on any Bond, notice or elsewhere, and, provided further that any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Bonds or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Bonds, and any such redemption shall not be affected by any defect in or omission of such numbers. The District will promptly notify the Fiscal Agent in writing of any change in the CUSIP numbers. (D) Date; Interest Accrual; Maturity Dates; Interest Rates. The Series 2025 Bonds shall be dated their date of initial delivery, shall bear interest from their date at the following rates per annum, and shall mature on September 1 in the following years in the following principal amounts:

Maturity Date
(September 1)
Principal
Amount
Interest
Rate
*Term Bond
Interest on the Series 2025 Bonds shall be calculated on the basis of a 360-day year comprising twelve 30-day months.
(E) Principal and Interest Payments. The principal or Redemption Price of the Series 2025 Bonds shall be payable to the Owner thereof upon surrender thereof in lawful money of the United States of America at the Corporate Trust Office or, as provided in Subsection 2.10(E) (Book-Entry Provisions -- Payments to Depository), by wire transfer on each principal and mandatory redemption payment date to “Cede & Co.” or its registered assign, as sole registered Owner. Interest on the Series 2025 Bonds shall be payable on [March 1, 2025], and thereafter semiannually on March 1 and September 1 of each year by check mailed by first class mail on each Interest Payment Date or, as provided in Subsection 2.10(E) (Book-Entry Provisions -- 882
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Payments to Depository) and upon the written request of any Owner of $1,000,000 or more in aggregate principal amount of Bonds who has provided the Fiscal Agent with wire transfer instructions on or before the applicable Regular Record Date, by wire transfer on each Interest Payment Date to the Owner thereof as of the close of business on the Regular Record Date. (F) Cessation of Interest Accrual. Interest on any Bond shall cease to accrue (i) on the maturity date thereof, provided that there has been irrevocably deposited with the Fiscal Agent an amount sufficient to pay the principal amount thereof, plus interest accrued thereon to such date; or (ii) on the redemption date thereof, provided there has been irrevocably deposited with the Fiscal Agent an amount sufficient to pay the Redemption Price thereof, plus interest accrued thereon to such date. In such event, the Owner of such Bond shall not be entitled to any other payment, and such Bond shall no longer be Outstanding and entitled to the benefits of this Fiscal Agent Agreement, except for the payment of the principal amount or Redemption Price, as appropriate, of such Bond.

Section 3.2 Redemption of Series 2025 Bonds.
(A) General Redemption Provisions. The Series 2025 Bonds shall be subject to redemption as provided in Article 5 herein and in this Section 3.2. (B) Optional Redemption. The Series 2025 Bonds maturing on or after [September 1, 20_____], are subject to redemption prior to their respective stated maturities, at the option of the District, from any source of available funds, as a whole or in part (by such maturities as may be specified by the District by lot within a maturity) on any date on or after [September 1, 20_____], at the following redemption prices (computed upon the principal amount of Series 2025 Bonds called for redemption), together with interest to the date fixed for redemption:

Redemption Period
(Both Dates Inclusive)
Redemption Price
(C) Mandatory Sinking Account Redemption; Term Bonds. The Series 2025 Bonds maturing on [September 1, 20_____] (the “20_____ Term Bonds”), [September 1, 20_____] (the “20_____ Term Bonds”), and [September 1, 20_____] (the “20_____ Term Bonds”), are subject to redemption prior to their respective stated maturities, at random, from amounts deposited in the 20_____ Term Bonds Sinking Account, the 20_____ Term Bonds Sinking Account, and the 20_____ Term Bonds Sinking Account, respectively, in the following amounts and on the following dates, at the principal amount thereof, without premium, together with interest to the date fixed for redemption:
20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
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20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
The amount of each such redemption shall be reduced proportionately in the event and to the extent of any and all optional redemptions of the Term Bonds, as set forth in a schedule produced by the District.

Section 3.3 Application of Proceeds of Series 2025 Bonds. The District shall cause the proceeds of the sale of the Series 2025 Bonds in the amount of $[_____________] (representing 100% of the aggregate principal amount, plus a net original issue [premium] of [$__________], and less an underwriter’s discount of [$__________]), to be set aside (and, when relevant, deposited in a temporary bond proceeds fund and then distributed) as follows:
(A) deposit the amount of [$_________] into the Costs of Issuance Fund, created by Section 3.4 (Establishment and Application of Costs of Issuance Fund); (B) deposit the amount of [$__________] into the Project Fund, created by Section 3.5 (Establishment and Application of the Project Fund); and (C) deposit the amount of [$__________] into the Bond Reserve Fund established pursuant to Section 7.7 (Funding and Application of Bond Reserve Fund).

The Fiscal Agent may, in its discretion, establish a temporary fund or account (“Temporary Bond Proceeds Fund”) to facilitate the foregoing deposits and transfers following which the Temporary Bond Proceeds Fund shall be closed.
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Section 3.4 Establishment and Application of Costs of Issuance Fund. The Fiscal Agent shall establish and maintain a separate fund designated as the “Costs of Issuance Fund.” With respect to each Series of Bonds for which proceeds of the sale thereof are required to be set aside specifically to pay Costs of Issuance, the Fiscal Agent shall maintain a separate account within the Costs of Issuance Fund designated as the “________ Costs of Issuance Account” (inserting therein the Series designation of such Bonds). The moneys in each Costs of Issuance Account shall be applied by the Fiscal Agent to pay or to reimburse the District and the City for the payment of the Costs of Issuance of the related Series of Bonds. Before any payment from the Costs of Issuance Fund shall be made, the District shall file or cause to be filed with the Fiscal Agent a Requisition of the District in the form of Exhibit B hereto executed by an Authorized Officer. At the end of four (4) months from the date of issuance of such Series of Bonds, or upon an earlier determination by the District or the City that amounts in such fund are no longer required for the payment of Costs of Issuance, the Fiscal Agent shall transfer any remaining amounts in such fund to the Tax Increment Fund.

Section 3.5 Establishment and Application of the Project Fund (A) Establishment of the Project Fund. The Fiscal Agent shall establish and maintain a separate fund designated as the “Project Fund.” With respect to each Series of Bonds that funds the payment of the costs of the IFD Projects, the Fiscal Agent shall establish and maintain in the Project Fund a separate account designated as the “_______ Project Account” (inserting therein the Series designation of such Bonds). The District may use and withdraw moneys in the Project Fund to pay the costs of the IFD Projects.
(B) Requisition of Amounts in the Project Fund. Before any payment from the Project Fund is made, the District shall file or cause to be filed with the Fiscal Agent a Requisition of the District in the form attached hereto as Exhibit C.
(C) Payments from the Project Fund. Upon receipt of a Requisition in the form attached hereto as Exhibit C, the Fiscal Agent shall pay the amount set forth in the Requisition as directed by the terms thereof out of the Project Fund. The Fiscal Agent shall not incur any liability for any disbursement from the Project Fund made in reliance upon any Requisition. (D) Transfer of Remaining Balance. When the District determines that all of the costs of the IFD Projects have been paid, the District shall provide written notification of such determination to the Fiscal Agent and direct the Fiscal Agent to transfer any remaining balance in the Project Fund into the Tax Increment Fund and the Project Fund shall thereupon be closed.

Section 3.6 Validity of Series 2025 Bonds. The recital in the Series 2025 Bonds that they are issued pursuant to the IFD Law and statutes of the State shall be conclusive evidence of their validity and of compliance with provisions of IFD Law in their issuance.

ARTICLE IV

ISSUANCE AND DELIVERY OF ADDITIONAL SERIES OF BONDS
Section 4.1 Issuance of Parity Bonds. In addition to the Series 2025 Bonds, the District may issue or incur Parity Bonds in such principal amount as shall be determined by the District subject to the following specific conditions precedent:
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(A) Upon the issuance of such Parity Bonds, there shall have occurred and be continuing no Event of Default (or other event which, once all notice and opportunity to cure have passed, would constitute an Event of Default) unless such default shall be cured upon such issuance.
(B) The Eligible Revenues that may be received by the District in each Fiscal Year during the term of the Parity Bonds, based on the then current year Eligible Revenues, assuming no growth in assessed value, plus at the option of the District the Additional Eligible Revenues, as set forth in a Written Certificate of the District filed with the Fiscal Agent, shall be equal to [125%] of the sum of Maximum Annual Debt Service on all Bonds. For purposes of this test, Maximum Annual Debt Service on any Bonds the proceeds of which have been deposited into an escrow fund meeting the requirements of paragraph (F) below will be excluded. This subsection (B) shall not apply to the issuance of Parity Bonds issued for the purpose of refunding Bonds, if the Annual Debt Service on the refunding Parity Bonds will be less in each Bond Year than the Annual Debt Service on the Bonds being refunded. (C) The Supplemental Fiscal Agent Agreement providing for the issuance of such Parity Bonds shall provide that interest thereon shall not be payable on any dates other than March 1 and September 1, and principal thereof shall be payable on September 1 in any year in which principal is payable.
(D) The Supplemental Fiscal Agent Agreement providing for the issuance of such Parity Bonds shall (i) provide for the funding of the Bond Reserve Fund or a subaccount therein in an amount equal to the Bond Reserve Requirement for such Parity Bonds, (ii) designate accounts and subaccounts within the Interest Fund, the Principal Fund, and the Bond Reserve Fund, to be used in connection with such Parity Bonds; and (iii) set forth such other provisions that are appropriate or necessary and are not inconsistent with the provisions hereof. (E) The issuance of such Parity Bonds will not cause the District to exceed any applicable Plan Limitations.
(F) The District shall deliver to the Fiscal Agent a Certificate of the District (which may be based in part on an opinion of Bond Counsel or other counsel to the District and in part on a Report of an Independent Fiscal Consultant) certifying that the conditions precedent to the issuance of such Parity Bonds set forth in the foregoing subsections (a) through (e) of this Section 4.1 have been satisfied.

Section 4.2 Subordinate Debt. In addition to the Series 2025 Bonds and any Parity Bonds, from time to time the District may, subject to any Plan Limitations, issue or incur Subordinate Debt that is either:
(A) payable from, but not secured by a pledge of or lien upon, the Eligible Revenues; or
(B) secured by a pledge of or lien upon the Eligible Revenues which is expressly subordinate to the pledge or lien upon the Tax Increment Revenues under the Irrevocable Pledge and hereunder for the security for the Bonds.
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Section 4.3 Refunding Bonds. Notwithstanding anything to the contrary herein, the District may at any time issue bonds payable from the proceeds of the Tax Increment Revenues and secured on a parity with the Outstanding Bonds for the purpose of refunding a portion of the Outstanding Bonds hereunder as provided in Section 53397.8 of the IFD Law (or any applicable successor provisions of the IFD Law).

ARTICLE V

REDEMPTION OF BONDS
Section 5.1 General Applicability of Article. Bonds of any Series that are redeemable before their respective stated maturities shall be redeemable in accordance with their terms and (except as otherwise provided with respect to the Bonds of any particular Series by the provisions of this Fiscal Agent Agreement creating such Series) in accordance with this Article.

Section 5.2 Notice to Fiscal Agent. In the case of any redemption of less than all the Outstanding Bonds of any Series either at the election of the District or from prepaid Tax Increment Revenues, the District shall, at least sixty (60) days prior to the date fixed for redemption (unless a shorter notice shall be satisfactory to the Fiscal Agent, in its sole discretion) notify the Fiscal Agent of such redemption date and of the principal amount of Bonds of each Series to be redeemed.

Section 5.3 Selection by Fiscal Agent of Bonds to be Redeemed. If the District does not specify the amount of each Series to be redeemed, the Fiscal Agent shall prorate the amount of Bonds to be redeemed between all the Series in proportion to the amount of Bonds of each Series that are Outstanding. If the District does not specify the particular maturities of Bonds of a Series to be redeemed, Bonds of such Series shall be redeemed in inverse order of maturities.

If less than all the Outstanding Bonds of any maturity of a Series are to be redeemed, not more than forty-five (45) days prior to the redemption date the Fiscal Agent shall select the particular Bonds to be redeemed from the Outstanding Bonds of such Series and maturity that have not previously been called for redemption, in minimum denominations of $5,000, by lot or at random in any manner that the Fiscal Agent in its sole discretion shall deem appropriate and fair.

The Fiscal Agent shall promptly notify the District in writing of the Bonds so selected for redemption and, in the case of a Bond selected for partial redemption, the principal amount thereof to be redeemed.

For all purposes of this Fiscal Agent Agreement, unless the context otherwise requires, all provisions relating to the redemption of Bonds shall relate, in the case of any Bond redeemed or to be redeemed only in part, to the portion of the principal of such Bond that has been or is to be redeemed.
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Section 5.4 Notice of Redemption.
(A) Mailed Notice. The Fiscal Agent shall mail notice of redemption, such notice being prepared at the cost and expense of the District, by first class mail, not fewer than thirty (30) nor more than sixty (60) days prior to the redemption date, to (i) the respective Owners of any Bonds designated for redemption at their addresses appearing on the Bond Register, (ii) the Securities Depository (if such Bonds are not then in book-entry form), and (iii) the Information Service. If a Series of Bonds is not then registered solely to a Securities Depository, the Fiscal Agent shall also give notice of redemption of Bonds of such Series to the Securities Depositories and the Information Service (at the same time it mails notice of redemption to the Owners) by registered or overnight mail, or by such other method as may be acceptable to such institutions.

Notice of redemption to the Securities Depository shall be given electronically to “[email protected]” or to such other address as the Securities Depository shall specify.
(B) Content of Notice. Each notice of redemption shall state (a) the date of such notice, (b) the Series designation and maturities of the Bonds to be redeemed, (c) the date of issue of the Series of Bonds, (d) the redemption date, (e) the Redemption Price, (f) the place or places of redemption (including the name and appropriate address or addresses of the Fiscal Agent), (g) the CUSIP number (if any) of the maturity or maturities, and (h) if less than all of any such maturity, the distinctive certificate numbers of the Bonds of such maturity to be redeemed and, in the case of Bonds to be redeemed in part only, the respective portions of the principal amount thereof to be redeemed. Each such notice shall also (a) state that on said date there will become due and payable on each of said Bonds the Redemption Price thereof or of said specified portion of the principal amount thereof in the case of a Bond to be redeemed in part only, together with interest accrued thereon to the date fixed for redemption, and (b) state that from and after such redemption date interest thereon shall cease to accrue, and (c) require that such Bonds be then surrendered at the address or addresses of the Fiscal Agent specified in the redemption notice.

Neither the District nor the Fiscal Agent shall have any responsibility for any defect in the CUSIP number that appears on any Bond or in any redemption notice with respect thereto, and any such redemption notice may contain a statement to the effect that CUSIP numbers have been assigned by an independent service for convenience of reference and that neither the District nor the Fiscal Agent shall be liable for any inaccuracy in such numbers. (C) Defects in Notice or Procedure. Failure by the Fiscal Agent to give notice to the Information Service or any one or more of the Securities Depositories or failure of any Owner to receive notice or any defect in any such notice shall not affect the sufficiency of the proceedings for redemption. A certificate by the Fiscal Agent that notice of redemption has been given as herein provided shall be conclusive as against all parties to whom such notice was given and no such party shall be entitled to show that he or she failed to receive notice of redemption.

Failure by the Fiscal Agent to mail notice to any one or more of the respective Owners of any Bonds designated for redemption shall not affect the sufficiency of the proceedings for redemption with respect to the Owner or Owners to whom such notice was mailed. (D) Conditional Notice of Redemption; Rescission of Redemption. The District may, at its option, specify in any notice of optional redemption that redemption is conditional upon the availability of money sufficient to pay the Redemption Price of all the Bonds that are to be 888
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redeemed on the date fixed for redemption. The District may, at its option, prior to the date fixed for optional redemption in any notice of redemption, rescind and cancel such notice of optional redemption by written notice to the Fiscal Agent at least one business day prior to the date fixed for redemption. Any notice of redemption will be cancelled and annulled if for any reason funds are not available on the date fixed for redemption for the payment in full of the Bonds then called for redemption, and such cancellation will not constitute a default under this Fiscal Agent Agreement. Neither the District nor the Fiscal Agent will have any liability to the Owners or any other party as a result of the District’s failure to redeem Bonds as a result of insufficient money.

Section 5.5 Deposit of Redemption Price. Prior to any redemption date, the District shall deposit with the Fiscal Agent an amount of money sufficient to pay the Redemption Price of all the Bonds that are to be redeemed on that date. Such money shall be held for the benefit of the persons entitled to such Redemption Price.

Section 5.6 Bonds Payable on Redemption Date. Notice of redemption having been duly given as aforesaid and moneys for payment of the Redemption Price of the Bonds so to be redeemed being held by the Fiscal Agent, on the redemption date designated in such notice (i) the Bonds so to be redeemed shall become due and payable at the Redemption Price specified in such notice, (ii) interest on such Bonds shall cease to accrue, (iii) such Bonds shall cease to be entitled to any benefit or security under this Fiscal Agent Agreement, and (iv) the Owners of such Bonds shall have no rights in respect thereof except to receive payment of the Redemption Price. Upon surrender of any such Bond for redemption in accordance with said notice, such Bond shall be paid by Fiscal Agent at the Redemption Price. Installments of interest due on or prior to the Redemption Date shall be payable to the Owners of the Bonds on the relevant Record Dates according to the terms of such Bonds and the provisions of Section 2.7 (Payment of Interest on Bonds; Interest Rights Preserved).

Section 5.7 Bonds Redeemed in Part. Upon surrender of any Bond redeemed in part only, the District shall execute and the Fiscal Agent shall authenticate and deliver to the Owner thereof, at the expense of the District, a new Bond or Bonds of the same Series of authorized denominations, and of the same maturity, equal in aggregate principal amount to the unredeemed portion of the Bond surrendered.

ARTICLE VI

DEFEASANCE
Section 6.1 Discharge of Fiscal Agent Agreement.
(A) Payment of Bonds. Bonds of any Series may be paid by the District in any of the following ways:
(1) by paying or causing to be paid the principal of and interest on such Bonds, as and when the same become due and payable;
(2) by depositing with the Fiscal Agent, an escrow agent or other fiduciary, in trust, at or before maturity, money or securities which, together with the available amounts then on deposit in the funds and accounts established pursuant to this Fiscal Agent Agreement, are in the necessary amount (as provided in Section 6.3 (Deposit 889
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of Money or Securities with Fiscal Agent) in the written opinion or report of an Independent Accountant to pay or redeem such Bonds;
(3) by delivering such Bonds to the Fiscal Agent for cancellation; or (4) by purchasing such Bonds prior to maturity and tendering such Bonds to the Fiscal Agent for cancellation.
(B) Consequence of Payment of All Bonds Outstanding. If the District shall pay all Bonds Outstanding and also pay or cause to be paid all other sums payable hereunder by the District, then and in that case, at the election of the District, evidenced by a Certificate of the District filed with the Fiscal Agent signifying the intention of the District to discharge all such indebtedness and this Fiscal Agent Agreement, and notwithstanding that any Bonds shall not have been surrendered for payment, this Fiscal Agent Agreement, all covenants and agreements and other obligations of the District under this Fiscal Agent Agreement, and the rights and interests created hereby (except as to any surviving rights of transfer or exchange of Bonds as provided in Section 2.5 (Registration, Transfer, and Exchange) and rights to payment from moneys deposited with the Fiscal Agent as provided in Section 6.2 (Discharge of Liability on Bonds)) shall cease, terminate, become void, and be completely discharged and satisfied. Notwithstanding the satisfaction and discharge of this Fiscal Agent Agreement, the obligations to the Fiscal Agent under Section 10.7 (Compensation and Indemnification of Fiscal Agent) and the covenants of the District to preserve the exclusion of interest on the Bonds from gross income for federal income tax purposes contained in Section 8.10 (Federal Income Tax Covenants) shall survive. (C) Actions Upon Discharge. In such event, upon Request of the District, the Fiscal Agent shall cause a report for such period or periods as may be requested by the District to be prepared and filed with the District, at the cost and expense of the District, and shall execute and deliver to the District all such instruments as may be necessary or desirable to evidence such discharge and satisfaction, and the Fiscal Agent shall pay over, transfer, assign, or deliver to the District all moneys or securities or other property held by it pursuant to this Fiscal Agent Agreement that, as evidenced by a written verification report (upon which the Fiscal Agent may conclusively rely) from an Independent Accountant, or other firm acceptable to the District, are not required for the payment or redemption of Bonds not theretofore surrendered for such payment or redemption; subject to the provisions of Section 8.10 (Federal Income Tax Covenants) and the Tax Certificate with respect to moneys in the Rebate Fund. (D) Notice of Defeasance. If moneys or Defeasance Securities are deposited with and held by the Fiscal Agent, as hereinabove provided, the Fiscal Agent shall within thirty (30) Days after such money and Defeasance Securities shall have been deposited with it, mail a notice, prepared by and at the expense of the District, first class postage prepaid, to the Bondholders at the addresses listed on the registration books kept by the Fiscal Agent pursuant to Section 2.5 (Registration, Transfer, and Exchange), (a) setting forth the maturity or date fixed for prepayment, as the case may be, of the Bonds, (b) giving a description of the Defeasance Securities, if any, so held by it, and (c) stating that this Fiscal Agent Agreement has been discharged in accordance with the provisions of this Section. 890
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Section 6.2 Discharge of Liability on Bonds. Upon the deposit with the Fiscal Agent, escrow agent or other agent, in trust, at or before maturity, of money or securities which, together with the available amounts then on deposit in the funds and accounts established pursuant to this Fiscal Agent Agreement, are in the necessary amount (as provided in Section 6.3 (Deposit of Money or Securities with Fiscal Agent)) to pay or redeem any Outstanding Bond (whether upon or prior to its maturity or the redemption date of such Bond), provided that, if such Bond is to be redeemed prior to maturity, notice of such redemption shall have been given as in Article 5 (Redemption of Bonds) provided or provision satisfactory to the Fiscal Agent shall have been made for the giving of such notice, then all liability of the District in respect of such Bond shall cease, terminate, and be completely discharged, except that thereafter (i) the Owner thereof shall be entitled to payment of the principal of and premium, if any, and interest on such Bond by the District and the District shall remain liable for such payment, but only out of such money or securities deposited with the Fiscal Agent as aforesaid for their payment, subject, however, to the provisions of Section 6.4 (Payment of Bonds After Discharge of Fiscal Agent Agreement) and (ii) the Owner thereof shall retain its rights of transfer or exchange of Bonds as provided in Section 2.5 (Registration, Transfer, and Exchange).

The District may at any time surrender to the Fiscal Agent for cancellation by it any Bonds previously issued and delivered, which the District may have acquired in any manner whatsoever, and such Bonds, upon such surrender and cancellation, shall be deemed to be paid and retired.

Section 6.3 Deposit of Money or Securities with Fiscal Agent. Whenever in this Fiscal Agent Agreement it is provided or permitted that there be deposited with or held in trust by the Fiscal Agent money or securities in the necessary amount to pay or redeem any Bonds, the money or securities so to be deposited or held may include money or securities held by the Fiscal Agent in the funds and accounts established pursuant to this Fiscal Agent Agreement and shall be:
(a) lawful money of the United States of America in an amount equal to the principal amount of such Bonds and all unpaid interest thereon to maturity, except that, in the case of Bonds that are to be redeemed prior to maturity and in respect of which notice of such redemption shall have been given as in Article 5 (Redemption of Bonds) provided or provision shall have been made for the giving of such notice, the amount to be deposited or held shall be the principal amount or Redemption Price of such Bonds and all unpaid interest thereon to the redemption date; or
(b) Defeasance Securities the principal of and interest on which when due will, in the written opinion or report of an Independent Accountant delivered to the Fiscal Agent (upon which opinion the Fiscal Agent may conclusively rely), provide money sufficient to pay the principal or Redemption Price of and all unpaid interest to maturity, or to the redemption date, as the case may be, on the Bonds to be paid or redeemed, as such principal or Redemption Price and interest become due, provided that, in the case of Bonds that are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given as in Article 5 (Redemption of Bonds) provided or provision shall have been made for the giving of such notice;
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provided, in each case, that the Fiscal Agent shall have been irrevocably instructed (by the terms of this Fiscal Agent Agreement or by Request of the District) to apply such money to the payment of such principal or Redemption Price and interest with respect to such Bonds.

Section 6.4 Payment of Bonds After Discharge of Fiscal Agent Agreement. Any moneys held by the Fiscal Agent in trust for the payment of the principal or Redemption Price of, or interest on, any Bonds and remaining unclaimed for two years after the principal of all of the Bonds has become due and payable (whether at maturity or upon call for redemption as provided in this Fiscal Agent Agreement), if such moneys were so held at such date, or two years after the date of deposit of such moneys if deposited after said date when all of the Bonds became due and payable, shall be repaid to the District free from the trusts created by this Fiscal Agent Agreement, and all liability of the Fiscal Agent with respect to such moneys shall thereupon cease; provided that the District has certified to the Fiscal Agent that the District has complied with the provisions of Sections 50050-50056 of the California Government Code.

ARTICLE VII

PAYMENT OF BONDS
Section 7.1 Liability of the District Limited to Tax Increment Revenues. (A) Notwithstanding anything in this Fiscal Agent Agreement or in the Bonds contained, the District shall not be required to advance any moneys derived from any source other than the Tax Increment Revenues and other assets pledged hereunder for any of the purposes in this Fiscal Agent Agreement mentioned, whether for the payment of the principal or Redemption Price of or interest on the Bonds or for any other purpose of this Fiscal Agent Agreement. (B) THE BONDS ARE NOT A DEBT OF THE CITY OF WEST

SACRAMENTO THE COUNTY OF YOLO, THE STATE OF CALIFORNIA, OR ANY OF ITS

POLITICAL SUBDIVISIONS (OTHER THAN THE DISTRICT), AND NEITHER SAID CITY,

SAID COUNTY, SAID STATE, NOR ANY OF ITS POLITICAL SUBDIVISIONS (OTHER

THAN THE DISTRICT), IS LIABLE THEREON NOR IN ANY EVENT SHALL THE BONDS

BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN THE TAX INCREMENT REVENUES. THE BONDS DO NOT CONSTITUTE AN INDEBTEDNESS

WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATION.

Section 7.2 Deposit of Tax Increment Revenues. The Fiscal Agent shall establish and maintain a separate fund designated as the “Tax Increment Fund.” The District agrees and covenants that, at each time that it receives Tax Increment Revenues it will transfer the Tax Increment Revenues to the Fiscal Agent for deposit into the Tax Increment Fund promptly until such time during such Bond Year as the amounts on deposit in the Tax Increment Fund equal the aggregate amounts required to be transferred to the Fiscal Agent for deposit into the Interest Fund, the Principal Fund, the Sinking Account and the Redemption Accounts, and the Bond Reserve 892
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Fund in such Bond Year pursuant to Section 7.4(D) and shall be disposed of as provided in Section

7.4(D).

All Tax Increment Revenues received by the District during any Bond Year in excess of the amount required to be deposited in the Tax Increment Fund during such Bond Year pursuant to the preceding paragraph of this Section are surplus pursuant to Section 7.4(D) and shall be deposited in the Surplus Fund.

Section 7.3 Pledge of Tax Increment Revenues. Subject only to the provisions of this Fiscal Agent Agreement permitting the application thereof for the purposes and on the terms and conditions set forth herein, all of the Tax Increment Revenues, and all amounts (including proceeds of the Bonds) held by the District or the Fiscal Agent in any fund or account established hereunder (except for amounts held in the Rebate Fund) are hereby pledged to secure the payment of the principal of and interest on the Bonds in accordance with their terms and the provisions of this Fiscal Agent Agreement. This pledge shall constitute a first lien on the Tax Increment Revenues and amounts in such funds and shall be valid and binding from and after delivery by the Fiscal Agent of the Bonds, without any physical delivery thereof or further act. The Tax Increment Revenues are hereby pledged to the payment of Bonds without priority or distinction of one over the other and the Tax Increment Revenues constitute a trust fund for the security and payment of the interest on and principal of the Bonds; but nevertheless out of Tax Increment Revenues certain amounts may be applied for other purposes as provided herein. The pledge of Tax Increment Revenues herein made shall be irrevocable until all of the Bonds are no longer Outstanding.

Section 7.4 Allocation of Tax Increment Revenues. The Fiscal Agent shall transfer from the Tax Increment Fund and the Fiscal Agent shall deposit into the following respective accounts and funds (each of which accounts and funds are hereby created with the Fiscal Agent) in the following order of priority, the requirements of each such fund (including the making up of any deficiencies in any such fund resulting from lack of Tax Increment Revenues sufficient to make any earlier required deposit) at the time of deposit to be satisfied before any deposit is made to any fund subsequent in priority:
(A) Interest Fund. On or before each Interest Payment Date, the Fiscal Agent shall deposit in the Interest Fund an amount equal to the aggregate amount of interest becoming due and payable on the Outstanding Bonds on the next succeeding Interest Payment Date (excluding any interest for which there are moneys deposited in the Interest Fund from the proceeds of any Series of Bonds or other source and reserved as capitalized interest to pay such interest on such Interest Payment Date). No deposit need be made into the Interest Fund if the amount contained therein is at least equal to the interest to become due and payable on the next succeeding Interest Payment Date (but excluding any moneys on deposit in the Interest Fund from the proceeds of any Series of Bonds or other source and reserved as capitalized interest to pay interest on any future Interest Payment Dates following such Interest Payment Date). (B) Principal Fund; Sinking Accounts. On or before each Principal Payment Date, the Fiscal Agent shall deposit in the Principal Fund an amount equal to (a) the aggregate amount of principal becoming due and payable on the Outstanding Serial Bonds of all Series on the next succeeding Principal Payment Date plus (b) the aggregate amount of the Mandatory Sinking Account Payments to be paid on the next succeeding Principal Payment Date into the 893
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respective Sinking Accounts for the Term Bonds of all Series for which Sinking Accounts have been created; provided that, if the District certifies to the Fiscal Agent that any principal payments shall be refunded on or prior to their respective due dates, no amounts need be set aside towards such principal to be so refunded.

No deposit need be made into the Principal Fund so long as there shall be in such fund (i) moneys sufficient to pay the principal of all Serial Bonds issued hereunder and then Outstanding and maturing by their terms within the next twelve months plus (ii) the aggregate of all Mandatory Sinking Account Payments required to be made in such twelve-month period, but less any amounts deposited into the Principal Fund during such twelve-month period and theretofore paid from the Principal Fund to redeem or purchase Term Bonds during such twelve-month period, and less any principal payments to be refunded on or prior to their respective due dates. At the beginning of each Fiscal Year and in any event not later than July 15 of each year, the District shall provide to the Fiscal Agent a Certificate of the District setting forth the principal payments for which deposits will not be necessary pursuant to the preceding sentence and the reason therefor. (C) Bond Reserve Fund. On or before each Interest Payment Date, the Fiscal Agent shall deposit in the Bond Reserve Fund, except as otherwise provided in Section 7.7 (Funding and Application of Bond Reserve Fund), the amount required to restore the balance in the Bond Reserve Fund to an amount equal to the Bond Reserve Requirement. The Fiscal Agent shall promptly notify the District of any deficiencies in the Bond Reserve Fund. The Bond Reserve Fund may be maintained in the form of one or more separate sub-accounts which are established for the purpose of holding the proceeds of separate Series of Bonds in conformity with applicable provisions of the Tax Code.
(D) Surplus. The District shall not be obligated to deposit or cause to be deposited in the Tax Increment Fund in any Bond Year an amount of Tax Increment Revenues which, together with other available amounts in the Tax Increment Fund, exceeds the amounts required to be deposited into the Interest Fund, the Principal Fund, the Sinking Account and the Redemption Accounts and the Bond Reserve Fund in such Bond Year pursuant to this Section.

Once such amount of Tax Increment Revenues has been deposited in the Tax Increment Fund in any Bond Year, the remaining Tax Increment Revenues received in such Bond Year shall be deemed surplus and shall be transferred to the District to be returned to the City or, with the City’s express written permission, may be held by the District to be used for Administrative Expenses and any other authorized purpose under the Infrastructure Financing Plan and the IFD Law.

Section 7.5 Application of Interest Fund. All amounts in the Interest Fund shall be used and withdrawn by the Fiscal Agent solely for the purpose of paying interest on the Bonds as it shall become due and payable (including accrued interest on any Bonds purchased or redeemed prior to maturity pursuant to this Fiscal Agent Agreement). 894
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Section 7.6 Application of Principal Fund; Sinking Accounts. (A) Application of Principal Fund. All amounts in the Principal Fund shall be used and withdrawn by the Fiscal Agent solely for the purpose of paying the principal of the Bonds when due and payable, except that all amounts in the Sinking Accounts shall be used and withdrawn by the Fiscal Agent solely to purchase or redeem or pay at maturity Term Bonds, as provided herein; and except that any amounts deposited in the Principal Fund for the payment of the Redemption Price on Bonds shall be used and withdrawn by the Fiscal Agent for the payment of such Redemption Price on the date fixed for the redemption of such Bonds. (B) Sinking Accounts. The Fiscal Agent shall establish and maintain within the Principal Fund a separate account for the Term Bonds of each Series and maturity, designated as the “ Sinking Account,” inserting therein the Series and maturity designation of such Bonds.

On the Business Day prior to any date upon which a Mandatory Sinking Account Payment is due, the Fiscal Agent shall transfer the amount of such Mandatory Sinking Account Payment from the Principal Fund to the applicable Sinking Account. With respect to each Sinking Account, on each Mandatory Sinking Account Payment date established for such Sinking Account, the Fiscal Agent shall apply the Mandatory Sinking Account Payment required on that date to the redemption (or payment at maturity, as the case may be) of Term Bonds of such Series and maturity for which such Sinking Account was established, upon the notice and in the manner provided in the Supplemental Fiscal Agent Agreement pursuant to which such Series of Bonds was created; provided that, at any time prior to giving such notice of such redemption, the Fiscal Agent shall, upon receipt of a Request of the District, apply moneys in such Sinking Account to the purchase of Term Bonds of such Series and maturity at public or private sale, as and when and at such prices (including brokerage and other charges, but excluding accrued interest, which is payable from the Interest Fund) as is directed by the District, except that the purchase price (excluding accrued interest) shall not exceed the principal amount thereof. If, during the twelve-month period immediately preceding said Mandatory Sinking Account Payment date, the Fiscal Agent has purchased Term Bonds of such Series and maturity with moneys in such Sinking Account, or, during said period and prior to giving said notice of redemption, the District has deposited Term Bonds of such Series and maturity with the Fiscal Agent, or Term Bonds of such Series and maturity were at any time purchased or redeemed by the Fiscal Agent from a source of funds allocable to said Mandatory Sinking Account Payment, such Term Bonds so purchased or deposited or redeemed shall be applied, to the extent of the full principal amount thereof, to reduce said Mandatory Sinking Account Payment.

Any amounts remaining in a Sinking Account when all of the Term Bonds for which such account was established are no longer Outstanding shall be withdrawn by the Fiscal Agent and transferred to the District for deposit into the Tax Increment Fund.

All Term Bonds purchased from a Sinking Account or deposited by the District with the Fiscal Agent in a twelve-month period ending July 31 shall be allocated first to the next succeeding Mandatory Sinking Account Payment for such Series and maturity of Term Bonds, then as a credit against such future Mandatory Sinking Account Payments for such Series and maturity of Term Bonds as may be specified in a Request of the District. All Term Bonds redeemed by the Fiscal Agent shall be credited to such future Mandatory Sinking Account Payments for such Series and maturity of Term Bonds as may be specified in a Request of the District. 895
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Section 7.7 Funding and Application of Bond Reserve Fund. (A) Letter of Credit. In lieu of making the Bond Reserve Requirement deposit in compliance with Section 7.4 (Allocation of Tax Increment Revenues), or in replacement of moneys then on deposit in the Bond Reserve Fund (which shall be transferred by the Fiscal Agent to the District for deposit into the Tax Increment Fund), the District may deliver to the Fiscal Agent an irrevocable letter of credit certified by the District to be in compliance with this subsection.

Such irrevocable letter of credit shall be issued by a financial institution having unsecured debt obligations rated in one of the two highest Rating Categories of Moody’s and S&P, in an amount, together with moneys, Investment Securities, insurance policies, or surety bonds (as described in Section 7.7(B) (Insurance Policy)) on deposit in the Bond Reserve Fund, equal to the Bond Reserve Requirement. Such letter of credit shall have a term no less one (1) year or, if less, the maturity of the Series of Bonds in connection with which such letter of credit was obtained and shall provide by its terms that it may be drawn upon as provided in this Section. At least one month prior to the stated expiration of such letter of credit, the District shall either (i) deliver a replacement letter of credit, (ii) deliver an extension of the letter of credit for at least an additional year or, if less, the maturity of the Series of Bonds in connection with which such letter of credit was obtained, or (iii) deliver to the Fiscal Agent an insurance policy or surety bond satisfying the requirements of Section 7.7(B) (Insurance Policy). Upon delivery of such replacement letter of credit, extended letter of credit, insurance policy, or surety bond, the Fiscal Agent, at the written request of the District, shall deliver the then-effective letter of credit to or upon the order of the District. Alternatively, the District shall include in the Tax Increment Revenues to be collected the amount needed to restore the amount on deposit in the Bond Reserve Fund to an amount equal to the Bond Reserve Requirement by no later than one month prior to the stated expiration date of the letter of credit. If an amount equal to the Bond Reserve Requirement as of the date following the expiration of the letter of credit is not on deposit in the Bond Reserve Fund one month prior to the expiration date of the letter of credit (excluding from such determination the letter of credit), the Fiscal Agent shall draw on the letter of credit to fund the deficiency resulting therefrom in the Bond Reserve Fund. The Fiscal Agent shall have no obligation or responsibility whatsoever to evaluate or determine the sufficiency of any of the documents (including, without limitation, any letter of credit, replacement letter of credit, extended letter of credit, insurance policy or surety bond) provided under this Section 7.7(A) (Letter of Credit). (B) Insurance Policy. In lieu of making the Bond Reserve Requirement deposit in compliance with Section 7.4 (Allocation of Tax Increment Revenues), or in replacement of moneys then on deposit in the Bond Reserve Fund (which shall be transferred by the Fiscal Agent to the District for deposit into the Tax Increment Fund), the District may also deliver to the Fiscal Agent an insurance policy or surety bond certified in writing by the District to be in compliance with this Section 7.7 (B) (Insurance Policy). Such insurance policy or surety bond shall secure an amount, together with moneys, Investment Securities or letters of credit on deposit in the Bond Reserve Fund, no less than the Bond Reserve Requirement issued by an insurance company whose unsecured debt obligations (or for which obligations secured by such insurance company’s insurance policies or surety bonds) are rated at the time of delivery of the policy in one of the two highest Rating Categories of Moody’s and S&P. Such insurance policy or surety bond shall have a term of no less than the maturity of the Series of Bonds in connection with which such insurance policy or surety bond was obtained. In the event that such insurance policy or surety bond for any reason lapses or expires, the District shall immediately implement (i) or (iii) of the third sentence 896
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of the preceding paragraph or make the required deposits to the Bond Reserve Fund. The Fiscal Agent shall have no obligation or responsibility whatsoever to evaluate or determine the sufficiency of any of the documents (including, without limitation, the insurance policy or surety bond) provided under this Section 7.7(B) (Insurance Policy). (C) Application of Bond Reserve Fund.
(1) Payment of Debt Service Deficiencies. All amounts in the Bond Reserve Fund (including all amounts that may be obtained from letters of credit, insurance policies, and surety bonds on deposit in the Bond Reserve Fund) shall be used and withdrawn by the Fiscal Agent, as hereinafter provided, solely for the purpose of making up any deficiency in the Interest Fund or the Principal Fund as of any Interest Payment Date or Principal Payment Date, as applicable. The portion of the Bond Reserve Fund held in cash or Investment Securities may be used (together with any other moneys available therefor) for the payment or redemption of all Bonds then Outstanding; such portion may also be used for the redemption of or the payment of the final principal and interest payment of a Series of Bonds if, following such redemption or payment, the amounts in the Bond Reserve Fund (including the amounts that may be obtained from letters of credit, insurance policies, and surety bonds on deposit therein) will equal the Bond Reserve Requirement.

The Fiscal Agent shall first draw on the portion of the Bond Reserve Fund held in cash or Investment Securities and then, on a pro rata basis with respect to the portion of the Bond Reserve Fund held in the form of letters of credit, insurance policies, and surety bonds (calculated by reference to the maximum amounts of such letters of credit, insurance policies, and surety bonds), draw on each letter of credit and collect under each insurance policy or surety bond issued with respect to the Bond Reserve Fund, in a timely manner and pursuant to the terms of such letter of credit, insurance policy, or surety bond to the extent necessary in order to obtain sufficient funds on or prior to the date such funds are needed to pay the principal of, Mandatory Sinking Account Payments with respect to, and interest on the Bonds when due.
(2) Repayment of Amounts Recovered as Preferences in Bankruptcy. If the Fiscal Agent has written notice that any payment of principal of or interest on a Bond has been recovered from a Bondowner pursuant to the United States Bankruptcy Code by a trustee in bankruptcy in accordance with the final, nonappealable order of a court having competent jurisdiction, the Fiscal Agent, pursuant to and provided that the terms of the letter of credit, insurance policy, or surety bond if any, securing the Bonds so provide, shall so notify the District thereof and draw on such letter of credit or collect under such insurance policy or surety bond to the lesser of the extent required or the maximum amount of such letter of credit, insurance policy, or surety bond in order to pay to such Bondowners the principal and interest so recovered. If and to the extent that the Bond Reserve Requirement is satisfied by a deposit of cash or Investment Securities and one or more letters of credit, insurance policies, or surety bonds (or any combination thereof), the Fiscal Agent shall first draw on the portion of the Bond Reserve Fund held in cash or Investment Securities and then make drawings under such letters of credit, insurance policies, or surety bonds shall be made on a pro rata basis (calculated by reference to the maximum amounts of such letters of credit, insurance policies, and surety bonds). The District shall reimburse draws upon any letter of credit, insurance policy, or surety bond that satisfies the Bond 897
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Reserve Requirement in whole or in part in accordance with the terms of this Agreement and any insurance agreement or reimbursement agreement between the District and the provider of such security instruments. Any such reimbursement shall only be made from Tax Increment Revenues.
(3) Reimbursement of Draws on Letters of Credit and Insurance Policies. If a drawing is made on a letter of credit, insurance policy, or surety bond, the Fiscal Agent shall use amounts deposited in the Bond Reserve Fund by the District following such draw first to make the payments required by the terms of the letter of credit, insurance policy, surety bond, or related reimbursement or loan agreement so that the letter of credit, insurance policy, or surety bond shall ( absent the delivery to the Fiscal Agent of a substitute letter of credit, insurance policy, or surety bond satisfying the requirements of this Section or the deposit in the Bond Reserve Fund of an amount sufficient to increase the balance in the Bond Reserve Fund to the Bond Reserve Requirement) be reinstated in the amount of such drawing within one year of the date of such drawing. After such reinstatement, the Fiscal Agent shall use amounts deposited in the Bond Reserve Fund by the District for the replenishment of the portion of Bond Reserve Fund held in cash or Investment Securities.
(4) Surplus Amounts. The Fiscal Agent shall transfer any amounts in the Bond Reserve Fund in excess of the Bond Reserve Requirement on March 1 and September 1 of each year, in accordance with instructions from the District, either for deposit into the Tax Increment Fund or to the Rebate Fund; provided that such amounts shall be transferred only from the portion of the Bond Reserve Fund held in the form of cash or Investment Securities.

Section 7.8 Rebate Fund. The Fiscal Agent shall, when required, establish and maintain a fund designated as the “Rebate Fund” separate from any other fund held by the Fiscal Agent. The Fiscal Agent shall deposit moneys into and disburse moneys from the Rebate Fund pursuant to written instructions from the District. The Fiscal Agent shall be deemed conclusively to have complied with the provisions of this Section and the Tax Certificate if it follows the instructions of the District, including to supply all necessary information in the manner specified in the Tax Certificate. The Fiscal Agent may rely conclusively upon the District’s determinations, calculations and certifications required by this Section. The Fiscal Agent shall have no responsibility to independently make any calculation or determination or to review the District’s calculations hereunder. In the absence of written instructions from the District, the Fiscal Agent shall not be required to take any action with respect to the Rebate Fund or the Tax Certificate and shall have no liability or responsibility to enforce compliance by the District with the terms of the Tax Certificate.

Section 7.9 Investment of Moneys in Funds and Accounts. All moneys in any of the funds and accounts held by the Fiscal Agent and established pursuant to this Fiscal Agent Agreement shall be invested solely as directed by the District, solely in Investment Securities. All Investment Securities shall, as directed by the District in writing, be acquired subject to the limitations set forth in Section 8.10 (Federal Income Tax Covenants), the limitations as to maturities hereinafter in this Section set forth and such additional limitations or requirements consistent with the foregoing as may be established by Request of the District and not inconsistent 898
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with the duties of the Fiscal Agent hereunder. In the absence of any written direction from the District, the Fiscal Agent shall invest, to the extent reasonably practicable any such moneys in item (a) of the second sentence in the definition of Investment Securities, which by their terms mature prior to the date on which such moneys are required to be paid out hereunder and otherwise hold such amounts uninvested; provided, however, that any such investment shall be made by the Fiscal Agent only if, prior to the date on which such investment is to be made, it shall have received a written direction specifying a specific money market mutual fund and, if no such written direction is so received, the Fiscal Agent shall hold such moneys uninvested.

Moneys in the Bond Reserve Fund shall be invested in Investment Securities maturing or available on demand within ten years of the date of such investment. Moneys in the remaining funds and accounts shall be invested in Investment Securities maturing or available on demand not later than the date on which it is estimated that such moneys will be required by the Fiscal Agent.

Unless otherwise provided in a Supplemental Fiscal Agent Agreement all interest, profits, and other income received from the investment of moneys in: (1) the Rebate Fund shall be deposited in the Rebate Fund, except as otherwise directed by the District in accordance with Section 8.10 (Federal Income Tax Covenants); (2) the Costs of Issuance Fund shall be deposited (or, with respect to any of these accounts or funds held by the Fiscal Agent, transferred by the Fiscal Agent) when received into the Tax Increment Fund, and (3) all other funds and accounts shall be deposited therein. Notwithstanding anything to the contrary contained in this paragraph, an amount of interest received with respect to any Investment Security equal to the amount of accrued interest, if any, paid as part of the purchase price of such Investment Security shall be credited to the fund or account from which such accrued interest was paid net of any excess paid to the District pursuant to section 7.7(C)(4) (Funding and Application of Bond Reserve Fund – Application of Bond Reserve Fund – Surplus) hereunder.

All Investment Securities credited to the Bond Reserve Fund shall be valued as of March 1 and September 1 of each year at their market value determined to the extent practical by a quotation service selected by the Fiscal Agent in its sole and absolute discretion, including those available through its regular accounting system.

The Fiscal Agent may commingle any of the funds or accounts established by the Fiscal Agent pursuant to this Fiscal Agent Agreement into a separate fund or funds for investment purposes only, provided that all funds or accounts held by the Fiscal Agent hereunder shall be accounted for separately as required by this Fiscal Agent Agreement.

The Fiscal Agent or any of its affiliates may act as principal or agent in the making or disposing of any investment made by the Fiscal Agent hereunder and, with the prior written consent of the District, may impose its customary charge therefor. The Fiscal Agent may sell, or present for redemption, any Investment Securities so purchased whenever it shall be necessary to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the fund or account to which such Investment Security is credited, and the Fiscal Agent shall not be liable or responsible for any loss, fee, tax, or other charge incurred in connection with or resulting from such investment, reinvestment, or liquidation of an investment. The District acknowledges that, to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grants the District the right to receive brokerage confirmations of security transactions as they 899
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occur, the District specifically waives receipt of such confirmations to the extent permitted by law.

The Fiscal Agent will furnish the District with periodic cash transaction statements that shall include detail for all investment transactions made by the Fiscal Agent hereunder. The Fiscal Agent shall not be required to determine the legality of any investments. The Fiscal Agent may make any investments hereunder through its own bond or investment department or trust investment department or those of its parent or any affiliate. Upon the District’s election, such statements will be delivered via the Fiscal Agent’s online service and upon electing such service, paper statements will be provided only upon request. The District understands that trade confirmation for securities transactions effected by the Fiscal Agent will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.

The Fiscal Agent shall keep proper books of record and accounts containing correct entries of all transactions made by it relating to the receipt, investment, disbursement, allocation and application of the moneys related to the Bonds, including moneys derived from, pledged to, or to be used to make payments on the Bonds. Such records shall specify the account or fund to which each investment (or portion thereof) held by the Fiscal Agent is to be allocated and shall set forth, in the case of each investment security, (a) its purchase price, (b) identifying information, including par amount, coupon rate, and payment dates, (c) the amount received at maturity or its sale price, as the case may be, including accrued interest, (d) the amounts and dates of any payments made with respect thereto, and (e) the dates of acquisition and disposition or maturity.

The Fiscal Agent shall also provide to the District, in accordance with a Request of the District, with respect to each Investment Security transaction effected by the Fiscal Agent such documentation as is reasonably available to the Fiscal Agent and is required by the Code or other applicable law to be obtained by the District as evidence to establish that all investments have been acquired and disposed of on an established market in arm’s-length transactions at a price equal to their fair market value and with no amounts have been paid to reduce the yield on the investments, or shall be United States Treasury Obligations-State and Local Government Series as set forth in the Tax Certificate.

Section 7.10 Funds and Accounts. Any fund required by this Fiscal Agent Agreement to be established and maintained by the Fiscal Agent may be established and maintained in the accounting records of the Fiscal Agent either as a fund or an account and may, for the purposes of such records, any audits thereof and any reports or statements with respect thereto, be treated either as a fund or as an account; but all such records with respect to all such funds shall at all times be maintained in accordance with customary standards of the corporate trust industry, to the extent practicable, and with due regard for the protection of the security of the Bonds and the rights of every Owner thereof.

Section 7.11 Money Held for Particular Bonds. The money held by the Fiscal Agent for the payment of the interest, principal or Redemption Price due on any date with respect to particular Bonds (or portions of Bonds in the case of Bonds redeemed in part only) shall, on and after such date and pending such payment, be set aside on its books and held by it uninvested for the Owners of the Bonds entitled thereto, subject, however, to the provisions of Section 6.4 (Payment of Bonds After Discharge of Fiscal Agent Agreement). 900
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ARTICLE VIII

COVENANTS OF THE DISTRICT
Section 8.1 Power to Issue Bonds and Make Pledge. The District is duly authorized pursuant to the IFD Law to issue the Bonds and to enter into this Fiscal Agent Agreement and to pledge the Tax Increment Revenues and other assets purported to be pledged under this Fiscal Agent Agreement and the Irrevocable Pledge in the manner and to the extent provided in this Fiscal Agent Agreement and the Irrevocable Pledge. The Bonds and the provisions of this Fiscal Agent Agreement are and will be the valid and binding limited obligations of the District in accordance with their terms.

Section 8.2 Limitations on Additional Indebtedness. The District shall not create any pledge, lien or charge upon any of the Eligible Revenues or other amounts pledged hereunder having priority over or having parity with the lien of the Bonds while any of the Bonds are Outstanding, except only as permitted in Section 4.1 (Issuance of Parity Bonds) Section 4.2 (Subordinate Debt) and Section 4.3 (Refunding Bonds).

Section 8.3 Enforcement of Irrevocable Pledge. The District hereby covenants to take such actions within its power as may be reasonable and necessary to compel the City to comply with the Irrevocable Pledge to transfer to the District, all of the Tax Increment Revenues in the amounts and at the times provided in this Fiscal Agent Agreement and in the Irrevocable Pledge and as permitted under the IFD Law.

Section 8.4 Punctual Payment and Performance. The District will punctually pay or cause to be paid the principal or Redemption Price and interest to become due in respect of all the Bonds, in strict conformity with the terms of the Bonds and of this Fiscal Agent Agreement, according to the true intent and meaning thereof, and shall punctually pay or cause to be paid all Mandatory Sinking Account Payments, but in each case only out of Tax Increment Revenues as provided in this Fiscal Agent Agreement. The District will faithfully observe and perform all of the conditions, covenants, and terms contained herein and in the Bonds required to be observed and performed by it.

Section 8.5 Extension of Payment of Bonds. The District will not directly or indirectly extend or assent to the extension of the maturity of any of the Bonds or the time of payment of any or claims for interest by any arrangement and in case the maturity of any of the Bonds or the time of payment of any such claims for interest shall be extended, such Bonds or claims for interest shall not be entitled, in case of any default hereunder, to the benefits of this Fiscal Agent Agreement, except subject to the prior payment in full of the principal of all of the Bonds then Outstanding and of all claims for interest thereon that shall not have been so extended. Nothing in this Section shall be deemed to limit the right of the District to issue bonds for the purpose of refunding any Outstanding Bonds, and such issuance shall not be deemed to constitute an extension of maturity of Bonds.

Section 8.6 Compliance With Plan Limitations. The District hereby covenants that it shall not issue any bonds, notes or other obligations, enter into any agreement or otherwise incur any indebtedness, which is in any case payable from all or any part of the Tax Increment Revenues, excepting only the Series 2025 Bonds, any Parity Bonds, any Subordinate Debt, and any 901
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obligations entered into pursuant to Section 8.14 (Maintenance of Tax Increment Revenues). The District shall take no action, including but not limited to the issuance of its bonds, notes or other obligations, which causes or which, with the passage of time would cause, any of the Plan Limitations to be exceeded or violated. The District shall manage its fiscal affairs in a manner which ensures that it will have sufficient Eligible Revenues available under the Plan Limitation described in clause (a) of the definition thereof (the “Increment Limit”) in the amounts and at the times required to enable the Fiscal Agent to pay the principal of and interest and premium (if any) on the Bonds when due. The District hereby agrees that the aggregate amount of Annual Debt Service remaining to be paid on all outstanding Bonds payable from Tax Increment Revenues shall at no time exceed 95% of the aggregate amount of Eligible Revenues which the District is permitted to receive under the Increment Limit. In the event that the aggregate amount of such Annual Debt Service at any time equals or exceeds 95% of Eligible Revenues which the District is permitted to receive under the Increment Limit, all Tax Increment Revenues thereafter received by the Fiscal Agent shall be deposited by the Fiscal Agent into the Interest Fund and Principal Fund to be applied for the sole purpose of paying the principal of and interest on the Bonds (including redemption thereof pursuant to this Fiscal Agent Agreement and any Supplemental Fiscal Agent Agreement, as applicable), notwithstanding anything herein to the contrary, and not later than July 1 of each succeeding Fiscal Year, the District shall cause to be prepared an accounting which shows the aggregate amount of Annual Debt Service remaining to be paid on all outstanding Bonds payable from Tax Increment Revenues, and the amount of Eligible Revenues which the District is permitted to receive under the Increment Limit and has not yet received.

Section 8.7 Preservation of Rights of Owners. The District, subject to the provisions of this Fiscal Agent Agreement, shall at all times, to the extent permitted by law, defend, preserve, and protect the pledge of Tax Increment Revenues and other assets and all the rights of the Bondholders under this Fiscal Agent Agreement against all claims and demands of all persons whomsoever.

Section 8.8 Waiver of Laws. The District will not at any time insist upon or plead in any manner whatsoever, or claim or take the benefit or advantage of, any stay or extension law now or at any time hereafter in force that may affect the covenants and agreements contained in this Fiscal Agent Agreement or in the Bonds, and all benefit or advantage of any such law or laws is hereby expressly waived by the District to the extent permitted by law.

Section 8.9 Federal Income Tax Covenants. The District shall at all times do and perform all acts and things permitted by law and this Fiscal Agent Agreement that are necessary and desirable in order to assure that interest paid on the Bonds will be excluded from gross income for federal income tax purposes and shall take no action that would result in such interest not being so excluded; provided that, prior to the issuance of any Series of Bonds, the District may exclude the application of the covenants contained in this Section to such Series of Bonds. Without limiting the generality of the foregoing, the District agrees to comply with the provisions of the Tax Certificate. This covenant shall survive the defeasance or payment in full of the Bonds.

Section 8.10 Accounting for Tax Increment Revenues. The District will at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with generally accepted accounting principles, in which complete and accurate entries shall be made of all transactions relating to the Tax Increment Revenues. Such books of record and accounts shall 902
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at all times during business hours be subject to the Owners of not less than ten percent (10%) in aggregate principal amount of the Bonds then Outstanding, or their representatives authorized in writing.

Section 8.11 RESERVED.

Section 8.12 Continuing Disclosure. The District will comply with and carry out all of the provisions of its Continuing Disclosure Certificate, as originally executed and as may be amended from time to time in accordance with the terms thereof. Notwithstanding any other provision hereof, neither failure of the District to comply with its Continuing Disclosure Certificate nor failure of a property owner to comply with its continuing disclosure undertaking shall be considered a default hereunder; provided that any Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the District to comply with its obligations under this section.

Section 8.13 Further Assurances. The District will adopt, make, execute and deliver any and all such resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Fiscal Agent Agreement and for the better assuring and confirming unto the Owners of the Bonds of the rights and benefits provided in this Fiscal Agent Agreement.

Section 8.14 Maintenance of Tax Increment Revenues. The District shall comply with all requirements of the IFD Law and the Infrastructure Financing Plan to insure the allocation and payment of the Tax Increment Revenues pursuant to the Irrevocable Pledge. The District will not amend the Infrastructure Financing Plan in any manner which is likely to have the effect of reducing the amount of Tax Increment Revenues unless the District first obtains the report of an Independent Fiscal Consultant stating that, as of the effective date of such amendment, with respect to all Outstanding Bonds, the conditions precedent to the issuance of Parity Bonds set forth in Section 4.1 (Issuance of Parity Bonds) would be met. The District will not enter into any agreement with the City, the County, or any other governmental entity, which would have the effect of reducing the amount of Tax Increment Revenues, unless the requirements of this Section are met (treating such agreement or amendment as if it were an amendment to the Infrastructure Financing Plan); provided that nothing in this Section shall prevent the District from issuing or incurring Subordinate Debt.

The District shall use the proceeds of the Bonds so as to ensure that the Tax Increment Revenues may be used under the IFD Law for the purposes set forth herein. The covenant set forth in the first sentence of this paragraph is of a special and unique kind and character, and there would not be an adequate remedy at law for a breach of such covenant. Therefore, the District agrees that the covenant may be enforced by an action for specific performance and such other equitable relief as is provided by the laws of the State of California. In pursuing specific performance of such covenant, the party seeking to enforce such covenant shall be entitled to petition the court for injunctive relief, including, but not limited to, an order of the court restraining any use of the proceeds of the Bonds that is inconsistent with such covenant. 903
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ARTICLE IX

EVENTS OF DEFAULT AND REMEDIES OF BONDHOLDERS
Section 9.1 Events of Default. The following events shall be Events of Default:
(A) Principal Payment Default. Default in the due and punctual payment of the principal or Redemption Price of any Bond when and as the same shall become due and payable, whether at maturity as therein expressed, by proceedings for redemption, by declaration or otherwise, or default in the redemption from any Sinking Account of any Bonds in the amounts and at the times provided therefor;
(B) Interest Payment Default. Default in the due and punctual payment of any installment of interest on any Bond when and as such interest installment shall become due and payable; and
(C) Other Covenant Default. If the District shall fail to observe or perform any covenant, condition, agreement or provision in this Fiscal Agent Agreement on its part to be observed or performed, other than as referred to in subsection (A) or (B) of this Section or in Section 8.12 (Continuing Disclosure), for a period of sixty (60) days after written notice, specifying such failure and requesting that it be remedied, has been given to the District and the Fiscal Agent; except that, if such failure can be remedied but not within such sixty (60) day period and if the District has taken all action reasonably possible to remedy such failure within such sixty (60) day period, such failure shall not become an Event of Default for so long as the District shall diligently proceed to remedy same.
(D) Bankruptcy. If the District shall commence a voluntary case under Title 11 of the United States Code or any substitute or successor statute.

If an Event of Default has occurred and is continuing the Fiscal Agent may, and shall at the direction of the Owners of a majority in aggregate principal amount of all the Bonds then Outstanding exercise any remedies available to the Fiscal Agent and the Owners in law or at equity, including suit for specific performance or mandamus.

Immediately upon receiving notice or actual knowledge of the occurrence of an Event of Default, the Fiscal Agent shall give notice of such Event of Default to the City and the District confirmed in writing. With respect to any Event of Default described in subsections (A), (B) or (D) above the Fiscal Agent shall, and with respect to any Event of Default described in subsection (C) above the Fiscal Agent in its sole discretion may, also give such notice to the Owners by mail.

Section 9.2 Remedies of Bondholders. Upon the occurrence and continuance of an Event of Default, any Owner shall have the right for the equal benefit and protection of all Owners similarly situated:
(A) by mandamus or other action, suit, or proceeding at law or in equity to enforce the Owners’ rights against the District or any of the officers or employees of the City, and to compel the City Council or the District or any such officers or employees to perform and carry out their duties under the IFD Law and the agreements and covenants with the Owners contained herein and in the Bonds;
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(B) by suit in equity to enjoin any acts or things that are unlawful or violate the rights of the Owners; or
(C) by suit in equity upon the nonpayment of the Bonds to require the District or the City or its officers and employees to account as if they were the trustees of an express trust with regard to any of the Tax Increment Revenues and any amounts held in any of the funds and accounts under this Fiscal Agent Agreement.

Section 9.3 Application of Money Collected. If an Event of Default shall occur and be continuing, the Fiscal Agent shall apply all funds then held or thereafter received by the Fiscal Agent under any of the provisions of this Fiscal Agent Agreement (except as otherwise provided in this Fiscal Agent Agreement) as follows and in the following order:

First: To the payment of reasonable fees and expenses of the Fiscal Agent (including reasonable fees and disbursements of its counsel and other agents) incurred in and about the performance of its duties under this Fiscal Agent Agreement; Second: To the payment of the persons entitled thereto of all installments of interest then due in the order of the maturity of such installments, and, if the amount available shall not be sufficient to pay in full any installment or installments maturing on the same date, then to the payment thereof ratably, according to the amounts due thereon to the persons entitled thereto, without any discrimination or preference; Third: To the payment of the persons entitled thereto of the unpaid principal of any Bonds that shall have become due, whether at maturity or by call for redemption, in the order of their due dates, with interest on the overdue principal at the rate borne by the respective Bonds, and, if the amount available shall not be sufficient to pay in full all the Bonds due on any date, together with such interest, then to the payment thereof ratably, according to the amounts of principal due on such date to the persons entitled thereto, without any discrimination or preference; and
Fourth: To the Bond Reserve Fund, to restore the balance thereof to the amount of the Reserve Requirement.

Section 9.4 Restoration of Positions. In case any proceedings taken by any one or more Bondholders on account of any Event of Default shall have been discontinued or abandoned for any reason or shall have been determined adversely to the Bondholders, then in every such case the District and the Bondholders, subject to any determination in such proceedings, shall be restored to their former positions and rights hereunder, severally and respectively, and all rights, remedies, powers, and duties of the District and the Bondholders shall continue as though no such proceedings had been taken.

Section 9.5 Rights and Remedies Cumulative. No right or remedy herein conferred upon or reserved to the Owners of the Bonds is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right or remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. 905
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Section 9.6 Delay or Omission Not Waiver. No delay or omission of any Owner of the Bonds to exercise any right or remedy accruing upon an Event of Default shall impair any such right or remedy or constitute a waiver of any such Event of Default or an acquiescence therein.

Every right and remedy given by this Fiscal Agent Agreement or by law to the Owners of the Bonds may be exercised from time to time, and as often as may be deemed expedient, by the Owners.

A waiver of any default by any Owner shall not affect any subsequent default or impair any rights or remedies on the subsequent default. No delay or omission of any Owner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein, and every power and remedy conferred upon the Fiscal Agent and the Owners by the IFD Law or by this Article IX may be enforced and exercised from time to time and as often as shall be deemed expedient.

Section 9.7 Termination of Proceedings. In case any proceedings taken by the Fiscal Agent or any one or more Bond Owners on account of any Event of Default shall have been discontinued or abandoned for any reason or shall have been determined adversely to the Fiscal Agent, or the Bond Owners, then in every such case the District, the Fiscal Agent and the Bond Owners, subject to any determination in such proceedings, shall be restored to their former positions and rights hereunder, severally and respectively, and all rights, remedies, powers and duties of the District, the Fiscal Agent and the Bond Owners shall continue as though no such proceedings had been taken.

Section 9.8 Actions by Fiscal Agent as Attorney-in-Fact. Any suit, action or proceeding which any Owner shall have the right to bring to enforce any right or remedy hereunder may be brought by the Fiscal Agent for the equal benefit and protection of all Owners similarly situated and the Fiscal Agent is hereby appointed (and the successive respective Owners by talking and holding the Bonds shall be conclusively deemed so to have appointed it) the true and lawful attorney-in-fact of the respective Owners for the purpose of bringing any such suit, action or proceeding and to do and perform any and all acts and things for and on behalf of the respective Owners as a class or classes, as may be necessary or advisable in the opinion of the Fiscal Agent as such attorney-in-fact, subject to the provisions of Article X (The Fiscal Agent).

Section 9.9 Remedies Not Exclusive. No remedy herein conferred upon or reserved to the Owners is intended to be exclusive of any other remedy. Every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing, at law or in equity or by statute or otherwise, and may be exercised without exhausting and without regard to any other remedy conferred by the IFD Law or any other law.

ARTICLE X

THE FISCAL AGENT
Section 10.1 Appointment of Fiscal Agent. [FISCAL AGENT] is hereby appointed as Fiscal Agent, paying agent, bond registrar, and authenticating agent for the Bonds under this Fiscal Agent Agreement and hereby accepts the duties imposed upon it as Fiscal Agent hereunder and to perform all the functions and duties of the Fiscal Agent hereunder, subject to the terms and conditions set forth in this Fiscal Agent Agreement.
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Section 10.2 Certain Duties and Responsibilities.
(A) Duties Limited to Those Specified. The Fiscal Agent undertakes to perform such duties and only such duties as are specifically set forth in this Fiscal Agent Agreement and no implied covenants shall be read into this Fiscal Agent Agreement against the Fiscal Agent. (B) Reliance on Documents. In the absence of bad faith on its part the Fiscal Agent may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Fiscal Agent and conforming to the requirements of this Fiscal Agent Agreement; but in the case of any such certificates or opinions that by any provision hereof are specifically required to be furnished to the Fiscal Agent, the Fiscal Agent shall be under a duty to examine the same to determine whether or not they conform to the requirements of the Fiscal Agent Agreement. (C) Immunities of Fiscal Agent. No provision of this Fiscal Agent Agreement shall be construed to relieve the Fiscal Agent from liability for its own negligent action, its own negligent failure to act, or its own willful misconduct, except that (1) this Subsection shall not be construed to limit the effect of Subsection A of this Section;
(2) the Fiscal Agent shall not be liable for any error of judgment made in good faith by a responsible officer, unless it shall be proved that the Fiscal Agent was negligent in ascertaining the pertinent facts; and
(3) no provision of this Fiscal Agent Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance or exercise of any of its duties hereunder, or in the exercise of its rights or powers.
(D) Immunities Applicable to All Provisions of Fiscal Agent Agreement.

Whether or not therein expressly so provided, every provision of this Fiscal Agent Agreement relating to the conduct or affecting the liability of or affording protection to the Fiscal Agent shall be subject to the provisions of this Article 10 (The Fiscal Agent).

Section 10.3 Notice of Defaults. The Fiscal Agent shall not be deemed to have knowledge of any default or Event of Default hereunder unless and until it shall have actual knowledge thereof, or shall have received written notice thereof, at its Corporate Trust Office.

Within 90 days after the Fiscal Agent has actual knowledge of the occurrence of any default or Event of Default hereunder, the Fiscal Agent shall transmit to all Owners of Bonds as their names and addresses appear on the Bond Register notice of such default hereunder known to the Fiscal Agent, unless such default shall have been cured or waived. For purposes of this Section, the term “default” means any event that is, or after notice or lapse of time or both would become, an Event of Default.

Section 10.4 Certain Rights of Fiscal Agent; Liability of Fiscal Agent. Except as otherwise provided in Section 10.2 (Certain Duties and Responsibilities):
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(A) Reliance on Documents Believed Genuine. the Fiscal Agent may rely and shall be protected in acting or refraining from acting upon any requisition, certificate, statement, instrument, opinion, report, notice, request, consent, order, bond, note, or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties; (B) Documentation of District’s Directions. any request or direction of the District mentioned herein shall be sufficiently evidenced by a Certificate, Statement, Request, Requisition, or Order of the District;
(C) Reliance on District Certificate. whenever in the fulfillment of the obligations imposed upon it by this Fiscal Agent Agreement the Fiscal Agent shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering, or omitting any action hereunder, the Fiscal Agent (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of bad faith on its part, rely upon a Certificate of the District, but in its discretion the Fiscal Agent may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may seem reasonable; (D) Reliance on Advice of Counsel. the Fiscal Agent may consult with counsel, including, without limitation, counsel of or to the District, and the written advice of such counsel or any Opinion of Bond Counsel shall be full and complete authorization and protection in respect of any action taken, suffered, or omitted by the Fiscal Agent hereunder in good faith and in reliance thereon;
(E) Investigation of Factual Matters. the Fiscal Agent shall not be bound to make any investigation into the facts or matters stated in any requisition, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, coupon or other paper or document, but the Fiscal Agent, in its discretion, may make such further inquiry or investigation into such facts or matters as it may see fit, and, if the Fiscal Agent shall determine to make such further inquiry or investigation, it shall be entitled to examine the books, records and premises of the District, personally or by agent or attorney. (F) Performance of Duties by Agents. the Fiscal Agent may perform the duties required of it hereunder by or through attorneys, agents, or receivers, and shall be entitled to advice of counsel concerning all matters of trust and its duty hereunder, but the Fiscal Agent shall be answerable for the negligence or misconduct of any such attorney-in-fact, agent, or receiver selected by it; provided that the Fiscal Agent shall not be answerable for the negligence or misconduct of any attorney-in-law or certified public accountant selected by it with due care. (G) Loss or Damage Liability. in no event shall the Fiscal Agent be responsible or liable for special, indirect, punitive or consequential loss or damage of any kind whatsoever (including, but not limited to, loss of profit) irrespective of whether the Fiscal Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. (H) Performance Bond or Surety. The Fiscal Agent shall not be required to give any bond or surety in respect of the performance of its powers and duties hereunder. 908
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(I) Authorized District Officers. The Fiscal Agent may request that the District deliver a certificate setting forth the names of individuals and/or titles of officers authorized at such time to take specified actions pursuant to this Fiscal Agent Agreement. (J) Permissive Rights. The permissive rights of the Fiscal Agent hereunder (in any of its capacities hereunder) shall not be construed as a duty. (K) Communications in Writing. Unless otherwise expressly provided herein, any direction, certificate, certification, notice, instruction, agreement, order, evidence, notification, request, report, withdrawal of a request, or other communication to or for the Fiscal Agent (in any of its capacities hereunder) shall be made in writing.

Section 10.5 Fiscal Agent Not Responsible for Recitals or Issuance of Bonds or Application of Proceeds.
(A) Fiscal Agent Makes No Representations. The recitals of facts herein and in the Bonds contained shall be taken as statements of the District, and the Fiscal Agent assumes no responsibility for the correctness of the same (other than the certificate of authentication of the Fiscal Agent on each Bond). The Fiscal Agent makes no representations as to the validity or sufficiency of this Fiscal Agent Agreement or of the Bonds, as to the sufficiency of the Tax Increment Revenues or the priority of the lien of this Fiscal Agent Agreement thereon, or as to the financial or technical feasibility of any project financed by the Bonds and shall not incur any responsibility in respect of any such matter, other than in connection with the duties or obligations expressly herein or in the Bonds assigned to or imposed upon it. The Fiscal Agent makes no representations with respect to any information, statement, or recital in, and shall have no liability with respect to, any official statement, offering memorandum or any other disclosure material prepared or distributed with respect to the Bonds.
(B) Fiscal Agent Not Responsible for Application of Certain Moneys. The Fiscal Agent shall not be responsible for:
(1) the application or handling by the District of any Tax Increment Revenues or other moneys transferred to or pursuant to any Requisition or Request of the District in accordance with the terms and conditions hereof; or (2) any error or omission by the District in making any computation or giving any instruction pursuant to Section 8.10 (Federal Income Tax Covenants) hereof and may rely conclusively on any computations or instructions furnished to it by the District in connection with the requirements of Section 8. 10 (Federal Income Tax Covenants) and the Tax Certificate.

Section 10.6 Fiscal Agent May Hold Bonds. The Fiscal Agent and its directors, officers, employees or agents may in good faith buy, sell, own, hold, and deal in any of the Bonds and may join in any action that any Owner of a Bond may be entitled to take, with like effect as if the Fiscal Agent were not the Fiscal Agent under this Fiscal Agent Agreement. The Fiscal Agent may in good faith hold any other form of indebtedness of the District, own, accept or negotiate any drafts, bills of exchange, acceptances or obligations of the District and make disbursements for the District and enter into any commercial or business arrangement therewith, without limitation. 909
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Section 10.7 Compensation and Indemnification of Fiscal Agent. The District agrees:
(A) Compensation. to pay to the Fiscal Agent from time to time such compensation as the Fiscal Agent and the District shall from time to time agree in writing for all services rendered by it hereunder and, except as otherwise expressly provided herein, to reimburse the Fiscal Agent upon its request for all reasonable expenses, disbursements, and advances (including legal fees and expenses) incurred or made by the Fiscal Agent in accordance with any provision of this Fiscal Agent Agreement, all in accordance with the terms of the written agreement between the District and the Fiscal Agent;
(B) Reimbursement. except as otherwise expressly provided herein, to reimburse the Fiscal Agent upon its request for all reasonable expenses, disbursements, and advances incurred or made by the Fiscal Agent in accordance with any provision of this Fiscal Agent Agreement (including the reasonable compensation and the expenses and disbursements of its agents and counsel), except any such expense, disbursement, or advance as be attributable to the Fiscal Agent’s negligence or bad faith; and
(C) Indemnification. to indemnify the Fiscal Agent for, and to hold it harmless from and against, any and all loss, damage, liability, or expense, including taxes (other than taxes based upon, measured by, or determined by the income of the Fiscal Agent) incurred without negligence or bad faith on its part, arising out of or in connection with the acceptance or administration of the trusts created hereby, including the costs and expenses (including attorneys’ fees) of defending itself against any and all damages, expenses, claims (whether asserted by the District, any Owner of a Bond or any other person) or liability in connection with the exercise or performance of any of its powers or duties hereunder.

The rights of the Fiscal Agent and the obligations of the District under this Section 10.7 (Compensation and Indemnification of Fiscal Agent) shall survive the discharge of the Bonds and this Fiscal Agent Agreement.

Section 10.8 Fiscal Agent Required; Eligibility. There shall at all times be a Fiscal Agent hereunder, which shall be a trust company or bank authorized to exercise trust powers or having the powers of a trust company having a corporate trust office in the State, having a combined capital and surplus of at least fifty million dollars ($50,000,000), and subject to supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or to the requirements of any supervising or examining authority, then for the purpose of this Section the combined capital and surplus of such bank or trust company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If at any time the Fiscal Agent shall cease to be eligible in accordance with the provisions of this Section, the Fiscal Agent shall resign immediately in the manner and with the effect specified in this Article.

Section 10.9 Removal and Resignation; Appointment of Successor. (A) Effectiveness of Resignation or Removal. No removal or resignation of the Fiscal Agent and appointment of a successor Fiscal Agent pursuant to this Article shall become 910
4894-8308-9618 51 IFD No. 1 Fiscal Agent Agreement
effective until the acceptance of appointment by the successor Fiscal Agent under Section 10.10 (Acceptance of Appointment by Successor).
(B) Fiscal Agent’s Right to Resign. The Fiscal Agent may resign at any time by giving written notice of such resignation to the District and by giving the Bondholders notice of such resignation by mail at the addresses shown on the Bond Register. If an instrument of acceptance by a successor Fiscal Agent shall not have been delivered to the Fiscal Agent within thirty (30) days after the giving of such notice of resignation, the resigning Fiscal Agent may, at the cost and expense of the District, petition any court of competent jurisdiction for the appointment of a successor Fiscal Agent, and such court may thereupon, after such notice (if any) as it may deem proper, appoint such successor Fiscal Agent. (C) District’s Right to Remove Fiscal Agent. The District may remove the Fiscal Agent at any time by giving 30 days written notice of such removal to the Fiscal Agent. (D) Removal of Fiscal Agent at Request of Owners. The District shall remove the Fiscal Agent if at any time requested to do so by an instrument or concurrent instruments in writing signed by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding (or their attorneys duly authorized in writing), by giving 30 days written notice of such removal to the Fiscal Agent.
(E) Mandatory Removal of Fiscal Agent. The District shall remove the Fiscal Agent if at any time
(1) the Fiscal Agent shall cease to be eligible in accordance with Section 10.8 (Fiscal Agent Required; Eligibility) and shall fail to resign after written request therefor by the District, or
(2) the Fiscal Agent shall become incapable of acting or shall be adjudged a bankrupt or insolvent or a receiver of the Fiscal Agent or of its property shall be appointed or any public officer shall take control or charge of the Fiscal Agent or of its property or affairs for the purpose of rehabilitation, conservation, or liquidation, in each case by giving 30 days written notice of such removal to the Fiscal Agent. (F) Appointment of Successor. If the Fiscal Agent shall resign, be removed, or become incapable of acting, or if a vacancy shall occur in the office of Fiscal Agent for any cause, the District shall promptly appoint a successor Fiscal Agent by an instrument in writing. If no successor Fiscal Agent shall have been so appointed by the District and accepted appointment in the manner hereinafter provided within thirty (30) days after such resignation, removal, or incapability or the occurrence of such vacancy, the Bondholders may, by an instrument or instruments signed by the Holders of a majority in principal amount of the Bonds, appoint a successor Fiscal Agent, or any Bondholder (on behalf of himself and all other Bondholders) may petition any court of competent jurisdiction for the appointment of a successor Fiscal Agent, and such court may thereupon, after such notice (if any) as it may deem proper, appoint such successor Fiscal Agent.
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(G) Notice of Removal or Resignation. The District shall give notice of each resignation and each removal of the Fiscal Agent and each appointment of a successor Fiscal Agent by mailing written notice of such event by first-class mail, postage prepaid, to the Owners as their names and addresses appear in the Bond Register. Each notice shall include the name of the successor Fiscal Agent and the address of its principal corporate trust office. If the District fails to mail such notice within fifteen (15) days after acceptance of appointment by the successor Fiscal Agent, the successor Fiscal Agent shall cause such notice to be mailed at the expense of the District.

Section 10.10 Acceptance of Appointment by Successor. Any successor Fiscal Agent appointed under this Fiscal Agent Agreement shall execute and deliver to the District and to its predecessor Fiscal Agent an instrument accepting such appointment, and thereupon such successor Fiscal Agent, without any further act, deed, or conveyance, shall become vested with all the moneys, rights, and duties of the predecessor Fiscal Agent; but, at the Request of the District or the request of the successor Fiscal Agent, the predecessor Fiscal Agent shall, upon payment of its charges, execute and deliver an instrument conveying and transferring to the successor Fiscal Agent all the right, title, and interest of such predecessor Fiscal Agent in and to any property held by it under this Fiscal Agent Agreement and shall duly assign, transfer, and deliver to the successor Fiscal Agent all property and money held by the predecessor Fiscal Agent hereunder. Upon request of any successor Fiscal Agent, the District shall execute and deliver any and all instruments as may be reasonably required for more fully and certainly vesting in and confirming to such successor Fiscal Agent all such moneys, properties, rights, and duties.

Section 10.11 Merger or Consolidation. Any company into which the Fiscal Agent may be merged or converted or with which it may be consolidated or any company resulting from any merger, conversion, or consolidation to which it shall be a party or any company to which the Fiscal Agent may sell or transfer all or substantially all of its corporate trust business, provided such company shall be eligible under Section 10.8 (Fiscal Agent Required; Eligibility), shall be the successor to such Fiscal Agent without the execution or filing of any paper or any further act, anything herein to the contrary notwithstanding. In case any Bonds shall have been authenticated, but not delivered, by the Fiscal Agent then in office, any successor by merger, conversion, or consolidation to such authenticating Fiscal Agent may adopt such authentication and deliver the Bonds so authenticated with the same effect as if such successor Fiscal Agent had itself authenticated such Bonds.

Section 10.12 Preservation and Inspection of Documents. All documents received by the Fiscal Agent under the provisions of this Fiscal Agent Agreement shall be retained in its possession, in accordance with its record retention policies, and shall be subject at all reasonable times to the inspection of the District and any Owner, and their agents and representatives duly authorized in writing, at reasonable times and under reasonable conditions upon reasonable notice.

Section 10.13 Accounting Records. The Fiscal Agent will at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with corporate trust industry standards, in which accurate entries shall be made of all transactions of the Fiscal Agent relating to the Tax Increment Revenues. Such books of record and account shall be available for inspection by the District at reasonable hours and under reasonable circumstances upon reasonable notice. 912
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ARTICLE XI

MODIFICATION OR AMENDMENT OF THIS FISCAL AGENT AGREEMENT Section 11.1 Supplemental Fiscal Agent Agreements Without Consent of Bondholders. This Fiscal Agent Agreement and the rights and obligations of the District, of the Fiscal Agent, and of the Owners of the Bonds may be modified or amended from time to time and at any time by a Supplemental Fiscal Agent Agreement, which the District may adopt without the consent of any Bondholders but only to the extent permitted by law and only for any one or more of the following purposes:
(A) Additional Security. to add to the covenants and agreements of the District contained in this Fiscal Agent Agreement other covenants and agreements thereafter to be observed, to pledge or assign additional security for the Bonds (or any portion thereof), or to surrender any right or power herein reserved to or conferred upon the District; (B) Curative Provisions. to make such provisions for the purpose of curing any ambiguity, inconsistency or omission, or of curing or correcting any defective provision, contained in this Fiscal Agent Agreement, or in regard to matters or questions arising under this Fiscal Agent Agreement, as the District may deem necessary or desirable, and that shall not materially and adversely affect the interests of the Owners of the Bonds; (C) Trust Indenture Act Qualification. to modify, amend, or supplement this Fiscal Agent Agreement in such manner as to permit the qualification hereof under the Trust Indenture Act of 1939, as amended, or any similar federal statute hereafter in effect, and to add such other terms, conditions, and provisions as may be permitted by said act or similar federal statute, and that shall not materially and adversely affect the interests of the Owners of the Bonds; (D) Additional Series. to create any Series of Bonds (other than the Series 2025 Bonds) and make such other provisions as provided in Article 4 (Issuance and Delivery of Additional Series of Bonds);
(E) Book-Entry System. to provide for the issuance of Bonds in book-entry form, provided that no such provision shall materially and adversely affect the interests of the Owners of the Bonds;
(F) Notice of Redemption. to modify or add to the procedures providing for the notice in the event of redemption of the Bonds in order to comply with regulations promulgated by the United States Securities and Exchange Commission; (G) Credit Enhancements. to make modifications or adjustments necessary, appropriate, or desirable to accommodate credit enhancements including letters of credit, insurance policies, and surety bonds;
(H) Preservation of Tax Exemption. with respect to the Series 2025 Bonds, or if the District agrees in a Supplemental Fiscal Agent Agreement to maintain the exclusion of interest on a Series of Bonds from gross income for purposes of federal income taxation, to make such provisions as are necessary or appropriate to ensure such exclusion; and 913
4894-8308-9618 54 IFD No. 1 Fiscal Agent Agreement
(I) No Material Effect. for any other purpose that does not materially and adversely affect the interests of the Owners of the Bonds.

Section 11.2 Supplemental Fiscal Agent Agreements with Consent of Bondholders or Credit Providers.
(A) Majority Consent. This Fiscal Agent Agreement and the rights and obligations of the District, the Owners of the Bonds, and the Fiscal Agent may be modified or amended from time to time and at any time by a Supplemental Fiscal Agent Agreement, which the District and the Fiscal Agent may enter into with the written consent of the Owners of a majority in aggregate principal amount of the Bonds (or, if such Supplemental Fiscal Agent Agreement is only applicable to a Series of Bonds, such Series of Bonds) then Outstanding shall have been filed with the Fiscal Agent; provided that, if such modification or amendment will, by its terms, not take effect so long as any Bonds of any particular maturity remain Outstanding, the consent of the Owners of such Bonds shall not be required and such Bonds shall not be deemed to be Outstanding for the purpose of any calculation of Bonds Outstanding under this Section. (B) Credit Provider Consent. This Fiscal Agent Agreement and the rights and obligations of the District and of the Owners of the Bonds and of the Fiscal Agent may also be modified or amended at any time by a Supplemental Fiscal Agent Agreement entered into by the District and the Fiscal Agent, which shall become binding when the written consents of each provider of a letter of credit or a policy of bond insurance for the Bonds shall have been filed with the Fiscal Agent, provided that at such time the payment of all the principal of and interest on all Outstanding Bonds shall be insured by a policy or policies of municipal bond insurance or payable under a letter of credit the provider of which shall be a financial institution or association having unsecured debt obligations rated, or insuring or securing other debt obligations rated on the basis of such insurance or letters of credit, in one of the two highest Rating Categories of Moody’s and S&P.
(C) Limitations on Amendments. No such modification or amendment shall (1) extend the fixed maturity of any Bond, or reduce the amount of principal thereof, or extend the time of payment or reduce the amount of any Mandatory Sinking Account Payment provided for the payment of any Bond, or reduce the rate of interest thereon, or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof, without the consent of the Owner of each Bond so affected, or (2) reduce the aforesaid percentage of Bonds the consent of the Owners of which is required to effect any such modification or amendment, or permit the creation of any lien on the Tax Increment Revenues and other assets pledged under this Fiscal Agent Agreement prior to the lien created by this Fiscal Agent Agreement, or deprive the Owners of the Bonds of the lien created by this Fiscal Agent Agreement on such Tax Increment Revenues and other assets (in each case, except as expressly provided in this Fiscal Agent Agreement), without the consent of the Owners of all of the Bonds then Outstanding. (D) Manner of Consent. It shall not be necessary for the consent of the Bondholders to approve the particular form of any Supplemental Fiscal Agent Agreement, but it shall be sufficient if such consent shall approve the substance thereof. 914
4894-8308-9618 55 IFD No. 1 Fiscal Agent Agreement
(E) Notice of Amendments. Promptly after the execution and delivery by the Fiscal Agent and the District of any Supplemental Fiscal Agent Agreement pursuant to this Section, the Fiscal Agent shall mail a notice, prepared by, and at the cost and expense of, the District, setting forth in general terms the substance of such Supplemental Fiscal Agent Agreement or attaching a copy thereof, to the Owners of the Bonds at the addresses shown on the Bond Register. Any failure to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such Supplemental Fiscal Agent Agreement.

Section 11.3 Execution of Supplemental Fiscal Agent Agreements. In executing, or accepting the additional duties created by, any Supplemental Fiscal Agent Agreement permitted by this Article or the modification thereby of the duties created by this Fiscal Agent Agreement, the Fiscal Agent shall be entitled to receive, and, subject to Section 10.2 (Certain Duties and Responsibilities), shall be fully protected in relying upon, an Opinion of Bond Counsel stating that the execution of such Supplemental Fiscal Agent Agreement is authorized or permitted by this Fiscal Agent Agreement. The Fiscal Agent may, but shall not be obligated to enter into any such Supplemental Fiscal Agent Agreement that affects the Fiscal Agent’s own rights, duties, or immunities under this Fiscal Agent Agreement or otherwise.

Section 11.4 Effect of Supplemental Fiscal Agent Agreement. From and after the time any Supplemental Fiscal Agent Agreement becomes effective pursuant to this Article, this Fiscal Agent Agreement shall be deemed to be modified and amended in accordance therewith, and the respective rights, duties, and obligations under this Fiscal Agent Agreement of the District, the Fiscal Agent, and all Owners of Bonds Outstanding shall thereafter be determined, exercised, and enforced hereunder subject in all respects to such modification and amendment, and all the terms and conditions of any such Supplemental Fiscal Agent Agreement shall be deemed to be part of the terms and conditions of this Fiscal Agent Agreement for any and all purposes.

Section 11.5 Endorsement of Bonds; Preparation of New Bonds. Bonds delivered after any Supplemental Fiscal Agent Agreement becomes effective pursuant to this Article may, and if the Fiscal Agent so determines shall, bear a notation by endorsement or otherwise in form approved by the District and the Fiscal Agent as to any modification or amendment provided for in such Supplemental Fiscal Agent Agreement, and, in that case, upon demand of the Owner of any Bond Outstanding at the time of such execution and presentation of his Bond for such purpose at the Corporate Trust Office or at such additional offices as the Fiscal Agent may select and designate for that purpose, a suitable notation shall be made on such Bond. If the Supplemental Fiscal Agent Agreement shall so provide, new Bonds so modified as to conform, in the opinion of the District and the Fiscal Agent, to any modification or amendment contained in such Supplemental Fiscal Agent Agreement, shall be prepared and executed by the District and authenticated by the Fiscal Agent and, upon demand of the Owners of any Bonds then Outstanding and upon surrender for cancellation of such Bonds, shall be exchanged at the Corporate Trust Office, without cost to any Bondholder, for Bonds then Outstanding in equal aggregate principal amounts of the same Series, tenor, and maturity.

Section 11.6 Amendment of Particular Bonds. The provisions of this Article shall not prevent any Bondholder from accepting any amendment as to the particular Bonds held by him, provided that due notation thereof is made on such Bonds 915
4894-8308-9618 56 IFD No. 1 Fiscal Agent Agreement
Section 11.7 Force Majeure. In no event shall Fiscal Agent be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Fiscal Agent shall use reasonable efforts which are consistent with accepted practices in the banking industry to resume performance as soon as practicable under the circumstances.

Section 11.8 U.S.A. Patriot Act. The parties hereto acknowledge that in accordance with Section 326 of the U.S.A. Patriot Act, the Fiscal Agent, like all financial institutions and in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Fiscal Agent. The parties to this Fiscal Agent Agreement agree that they will provide the Fiscal Agent with such information as it may request in order for the Fiscal Agent to satisfy the requirements of the U.S.A. Patriot Act.

Section 11.9 Waiver of Jury Trial. EACH OF THE DISTRICT, THE

BONDHOLDERS AND THE FISCAL AGENT HEREBY IRREVOCABLY WAIVES, TO THE

FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO

TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO

THIS FISCAL AGENT AGREEMENT, THE BONDS OR THE TRANSACTION CONTEMPLATED HEREBY.
[signature page follows]
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4894-8308-9618 Signature Page to EIFD No. 1 Fiscal Agent Agreement IN WITNESS WHEREOF, the parties hereto have executed this Fiscal Agent Agreement by their officers thereunto duly authorized as of the day and year first written above. [FISCAL AGENT],
as Fiscal Agent
By:

Authorized Signatory

CITY OF WEST SACRAMENTO

INFRASTRUCTURE FINANCING DISTRICT
NO. 1 (BRIDGE DISTRICT AREA)
By:

City Manager of the City of
West Sacramento
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4894-8308-9618 A-1 IFD No. 1 Fiscal Agent Agreement

EXHIBIT A
FORM OF SERIES 2025 BOND

REGISTERED REGISTERED
No. R-__ $___________

CITY OF WEST SACRAMENTO
INFRASTRUCTURE FINANCING DISTRICT NO. 1
(BRIDGE DISTRICT AREA)
TAX INCREMENT BONDS, SERIES 2025
Maturity Date Interest Rate Dated CUSIP No.

September 1, 20__ _____% [closing date]
REGISTERED OWNER: CEDE & CO.

PRINCIPAL SUM: _____________________________________________________ DOLLARS The City West Sacramento Enhanced Infrastructure District No. 1 (Bridge District Area), an Infrastructure Financing District and a legally constituted governmental entity established pursuant to the laws of the State of California (the “District”), for value received, hereby promises to pay (but only out of the Tax Increment Revenues hereinafter referred to) to the registered owner named above or registered assigns, on the maturity date specified above, the principal sum specified above together with interest thereon from the date hereof until the principal hereof shall have been paid, at the interest rate per annum specified above, computed on the basis of a 360-day year comprising twelve 30-day months, payable on [March 1, 2025], and semiannually thereafter on March 1 and September 1 in each year. Interest hereon is payable in lawful money of the United States of America by check mailed on each interest payment date or, upon the written request of any Owner of $1,000,000 or more in aggregate principal amount of Bonds who has provided the Fiscal Agent with wire transfer instructions, by wire transfer on each interest payment date to the registered owner as of the close of business on the 15th day of the calendar month immediately preceding such interest payment date. The principal hereof and premium, if any, hereon are payable at the corporate trust office of [FISCAL AGENT], as fiscal agent (together with any successor as fiscal agent under the hereinafter mentioned Fiscal Agent Agreement, the “Fiscal Agent”), in [FISCAL AGENT CITY], California, in lawful money of the United States of America.

This bond is one of a duly authorized issue of the City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) Tax Increment Bonds (the “Bonds”), limited in aggregate principal amount to [$__________], except for refunding bonds, which issue consists or may consist of one or more series of varying denominations, dates, maturities, interest rates and other provisions, as provided in the Fiscal Agent Agreement (as defined below), all issued and to be issued pursuant to the provisions of the Infrastructure Financing District Law (Sections 53395 918
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et seq. of the Government Code of the State of California, as amended) (the “IFD Law”) and pursuant to a fiscal agent agreement dated [__________ 1, 2025], between the Fiscal Agent and the District (said fiscal agent agreement, as amended and supplemented from time to time, the “Fiscal Agent Agreement”). This Bond is also one of a duly authorized series of Bonds additionally designated “Tax Increment Bonds, Series 2025,” issued in the aggregate principal amount of [$__________].

Reference is hereby made to the Fiscal Agent Agreement and to the IFD Law for a description of the terms on which the Bonds are issued and to be issued, the provisions with regard to the nature and extent of the Tax Increment Revenues (as that term is defined in the Fiscal Agent Agreement), and the rights of the registered owners of the Bonds. All the terms of the Fiscal Agent Agreement and the IFD Law are hereby incorporated herein and constitute a contract between the District and the registered owner from time to time of this Bond. The registered owner of this Bond, by its acceptance hereof, consents and agrees to all the provisions of the Fiscal Agent Agreement. Additional Bonds may be issued on a parity with the Bonds of this authorized issue, but only subject to the conditions and limitations contained in the Fiscal Agent Agreement.

The Bonds and the interest thereon (to the extent set forth in the Fiscal Agent Agreement) are payable from, and are secured by a charge and lien on, a portion of the property tax increment revenues generated from within the boundaries of the District to the District allocated to the District by the City pursuant the Irrevocable Pledge, the IFD Law, and the Infrastructure Financing Plan for IFD No. 1 (as more particularly defined in the Fiscal Agent Agreement, the “Tax Increment Revenues”). All of the Bonds are equally secured by a pledge of, and charge and lien upon, all of the Tax Increment Revenues. The Tax Increment Revenues constitute a trust fund for the security and payment of the interest on and principal of the Bonds; but nevertheless out of Tax Increment Revenues certain amounts may be applied for other purposes as provided in the Fiscal Agent Agreement.

The Bonds are limited obligations of the District and are payable, both as to principal and interest, and as to any premiums upon the redemption thereof, out of the Tax Increment Revenues and certain funds held by the Fiscal Agent under the Fiscal Agent Agreement. The Bonds are not a debt of the City of West Sacramento, the County of Yolo, the State of California, or any of its political subdivisions (other than the District). The Bonds are not secured by a legal or equitable pledge of, or charge, lien or encumbrance upon, any of the property of the District or any of its income or receipts, except the Tax Increment Revenues. No registered owner of this Bond shall ever have the right to compel any exercise of the taxing power (other than as described above) of the District to pay this Bond or the interest hereon.
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The Bonds maturing on or after [September 1, 20_____], are subject to redemption prior to their respective stated maturities, at the option of the District, from any source of available funds, as a whole or in part (by such maturities as may be specified by the District and at random within a maturity) on any date on or after [September 1, 20_____], at the following redemption prices (computed upon the principal amount of Series 2025 Bonds called for redemption), together with interest to the date fixed for redemption:

Redemption Period
(Both Dates Inclusive)
Redemption Price
The Bonds maturing on [September 1, 20_____] (the “20__ Term Bonds”), [September 1, 20_____] (the “20___ Term Bonds”), and [September 1, 20_____] (the “20_____ Term Bonds”), are subject to redemption prior to their respective stated maturities, at random, from amounts deposited in the 20_____ Term Bonds Sinking Account, the 20_____ Term Bonds Sinking Account, and the 20_____ Term Bonds Sinking Account, respectively, in the following amounts and on the following dates, at the principal amount thereof, without premium, together with interest to the date fixed for redemption:20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
20_____ Term Bonds
Mandatory Redemption
Dates
(September 1)
Principal
Amount
*Maturity
This Bond is transferable or exchangeable for other authorized denominations by the registered owner hereof, in person or by its attorney duly authorized in writing, at the corporate trust office of the Fiscal Agent in [FISCAL AGENT CITY], California, but only in the manner, subject to the limitations and upon payment of the charges provided in the Fiscal Agent Agreement, and upon surrender and cancellation of this Bond. Upon such transfer a new fully registered Bond or Bonds without coupons, of authorized denomination or denominations, of the same series, tenor, 920
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and maturity for the same aggregate principal amount will be issued to the transferee in exchange therefor.

Unless this Bond is presented by an authorized representative of The Depository Trust Company to the Fiscal Agent for registration of transfer, exchange or payment, and any Bond issued is registered in the name of Cede & Co. or such other name as requested by an authorized representative of The Depository Trust Company and any payment is made to Cede & Co., ANY

TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has an interest herein.

The District, the Fiscal Agent and any paying agent may deem and treat the registered owner hereof as the absolute owner hereof for all purposes, and the District, the Fiscal Agent and any paying agent shall not be affected by any notice to the contrary.

The rights and obligations of the District and of the registered owners of the Bonds may be modified amended at any time in the manner, to the extent, and upon terms provided in the Fiscal Agent Agreement, which provide, in certain circumstances, for modifications and amendments without the consent of or notice to the registered owners of Bonds.

The District hereby certifies and recites that any and all acts, conditions, and things required to exist, to happen, and to be performed, precedent to and in the incurring of the indebtedness evidenced by this Bond, and in the issuing of this Bond, do exist, have happened, and have been performed in due time, form and manner, as required by the Constitution and statutes of the State of California, and that this Bond, together with all other indebtedness of the District pertaining to the Tax Increment Revenues, is within every debt and other limit prescribed by the Constitution and the statutes of the State of California, and is not in excess of the amount of Bonds permitted to be issued under the Fiscal Agent Agreement or the IFD Law.

This Bond shall not be entitled to any benefit under the Fiscal Agent Agreement, or become valid or obligatory for any purpose, until the certificate of authentication hereon endorsed shall have been signed by the Fiscal Agent.

IN WITNESS WHEREOF, the District has caused this Bond to be executed in its name and on its behalf by the Mayor of the City of West Sacramento and countersigned by the City Clerk of the City of West Sacramento, all as of the date stated above.

CITY OF WEST SACRAMENTO

INFRASTRUCTURE FINANCING
DISTRICT NO. 1 (BRIDGE DISTRICT
AREA)
By:

Mayor of the City of West Sacramento
Countersigned:
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City Clerk of the City of West Sacramento
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CERTIFICATE OF AUTHENTICATION
This is one of the Bonds described in the within-mentioned Fiscal Agent Agreement, which has been authenticated and registered on the date indicated below.

Dated: [closing date] [FISCAL AGENT],
as Fiscal Agent
By:

Authorized Signatory

ASSIGNMENT
For value received the undersigned do(es) hereby sell, assign and transfer unto ____________________________________________________ the within Bond and do(es) hereby irrevocably constitute and appoint ______________________________________ attorney, to transfer the same on the bond register of the Fiscal Agent, with full power of substitution in the premises.

Dated:

Note: The signature(s) to this Assignment must correspond with the name(s) on the face of the within Bond in every particular, without alteration or enlargement or any change whatsoever.

Signature(s) Guaranteed by:

Note: Signature must be guaranteed by an eligible guarantor institution (banks, securities brokers, savings associations, credit unions, or other institutions with membership in an approved signature guarantee medallion program) pursuant to Securities and Exchange Commission Rule 17A(d)15.

Social Security Number, Tax Identification
Number, or other identifying number of
Assignee:
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CERTIFICATE
I hereby certify that the following is a true and correct copy of the legal opinion relating to the Bonds described therein that was manually signed by Lozano Smith LLP and was dated the date of delivery and payment of said Bonds.

City Clerk of the City of West Sacramento
[TO COME]
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EXHIBIT B

FORM OF COSTS OF ISSUANCE REQUISITION

REQUISITION TO THE FISCAL AGENT

TO DISBURSE FUNDS FROM THE COSTS OF ISSUANCE FUND
REQUISITION NO. ___
The City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) (the “District”) hereby requests [FISCAL AGENT], as fiscal agent (the “Fiscal Agent”), under the Fiscal Agent Agreement dated [__________ 1, 2025], between the District and the Fiscal Agent, to pay from the Costs of Issuance Fund established under Section 3.4 of the Fiscal Agent Agreement, the amounts to the parties as set forth on the attached list.

The District hereby certifies that obligations in the amounts stated in Attachment 1 attached hereto have been incurred by the District and are presently due and payable and that each item is a proper charge against the Costs of Issuance Fund and has not been previously paid from that fund.

All payments shall be made by check or wire transfer in accordance with the payment instructions set forth in the attached invoices and the Fiscal Agent shall rely on such payment instructions with no duty to investigate or inquire as to the authenticity of the invoice or the payment instructions contained therein.

Attached hereto are invoices for each payment requested.

Dated: _______________ CITY OF WEST SACRAMENTO

INFRASTRUCTURE FINANCING DISRICT
NO. 1 (BRIDGE DISTRICT AREA)
By:

City Manager of the City of West Sacramento
925
4894-8308-9618 B-2 IFD No. 1 Fiscal Agent Agreement
ATTACHMENT 1
[Please see attached invoices for delivery and/or wire instructions] Item Payee Amount Purpose

1. 2.

3. 4.

5. 6.

7. Total
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4894-8308-9618 C-1 IFD No. 1 Fiscal Agent Agreement

EXHIBIT C

FORM OF REQUISITION

REQUISITION TO THE FISCAL AGENT

TO DISBURSE FUNDS FROM THE PROJECT FUND
REQUISITION NO. ___
The City of West Sacramento Infrastructure Financing District No. 1 (Bridge District Area) (the “District”) hereby requests [FISCAL AGENT], as fiscal agent (the “Fiscal Agent”), under the Fiscal Agent Agreement dated [__________ 1, 2025], between the District and the Fiscal Agent, to pay from the Project Fund established under Section 3.5(A) of the Fiscal Agent Agreement, the amounts to the parties as set forth on the attached list.

The District hereby certifies that obligations in the amounts stated in Attachment 1 attached hereto have been incurred by the District and are presently due and payable and that each item is a proper charge against the Project Fund and has not been previously paid from that fund.

All payments shall be made by check or wire transfer in accordance with the payment instructions set forth in the attached invoices and the Fiscal Agent shall rely on such payment instructions with no duty to investigate or inquire as to the authenticity of the invoice or the payment instructions contained therein.

There has not been filed with or served upon the District notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the amounts payable to any of the persons named herein, that has not been released or will not be released simultaneously with the payment of such obligation, other than materialmen’s or mechanics’ liens accruing by mere operation of law.

Attached hereto are invoices for each payment requested.

Dated: _______________ CITY OF WEST SACRAMENTO

INFRASTRUCTURE FINANCING DISRICT
NO. 1 (BRIDGE DISTRICT AREA)
By:

City Manager of the City of West Sacramento
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4894-8308-9618 C-2 IFD No. 1 Fiscal Agent Agreement
ATTACHMENT 1
[Please see attached invoices for delivery and/or wire instructions] Item Payee Amount Purpose

1. 2.

3. 4.

5. 6.

7. Total
928

CITY COUNCIL AGENDA REPORT
MEETING DATE: August 21, 2024 ITEM # 14
SUBJECT:

CONSIDERATION OF RESOLUTION 24-92 ADOPTING MIDTERM AMENDMENTS TO

THE OPERATIONS & MAINTENANCE (O&M) AND CAPITAL IMPROVEMENT PROGRAM (CIP) BUDGETS FOR FISCAL YEAR 2024-25, SECOND READING AND ADOPTION OF ORDINANCE 24-10 REGARDING PROPOSED AMENDMENTS TO TITLE 2 OF THE

MUNICIPAL CODE PERTAINING TO CITY COUNCIL COMPENSATION, ADOPTION OF

AMENDED AUTHORIZED POSITION LIST (APL) AND SALARY SCHEDULE FOR FY 2024/25, AND APPROVAL OF REVISED BENEFIT SUMMARIES FOR UNREPRESENTED GROUPS
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Roberta Raper, Director
Finance Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The purpose of this report is to seek Council consideration of Resolution 24-92 adopting midterm amendments to the Operations and Maintenance (O&M) and Capital Improvement Program (CIP) budgets for fiscal year 2024/25 and related actions, and to seek City Council approval of proposed amendments to Title 2, Section

2.04.080 of the Municipal Code pertaining to City Council Compensation, in accordance with California Government Code Section 36516.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council:

1. Adopt Resolution 24-92 approving midterm amendments to the Operations & Maintenance and Capital Improvement Program (CIP) budgets for FY 2024/25;

2. Waive the Second Reading, read by title and number only, and adopt Ordinance 24-10 amending Title 2 of the Municipal Code regarding section 2.04.080 pertaining to City Council Compensation;

3. Approve the amended Authorized Position List for FY 2024/25;

4. Approve the updated and amended Salary Schedule (Classification Plan); and

5. Approve revised Benefit Summaries for the City Council, Police Recruit, Fire Recruit, Specialists and Professionals, Confidential, Management, Safety Management and Executive Management groups.

BACKGROUND
The City Council adopts a biennial budget every two years. On June 28, 2023, the City Council adopted Resolution 23-58 approving the O&M and CIP budgets for fiscal years 2023/24 and 2024/25.

Adopting a biennial budget allows for efficiencies of scale as the lengthy, detailed process of developing a budget happens every two years rather than annually. With that gap between budget adoption and the beginning of the second budget year comes new information, which often requires appropriation considerations between budget cycles. For this reason, City staff perform a midterm budget review near the end of the first budget year to request necessary adjustments to the second year of the budget. The midterm process typically begins around February, allowing time for a midterm budget workshop in May and adoption of the midterm budget in June, before the start of the new fiscal year. This year, because the FY 2024/25 budget has already been adopted by the City Council, it is not required for Council to consider midterm budget adjustments prior to the start of the fiscal year.

Throughout the past fiscal year, the City Council has approved memoranda of understanding with all labor groups, all with impacts to the FY 2024/25 budget and beyond. On January 18, 2024, the City Council approved mid-year budget amendments for FY 2023/24, and at that time updated revenue projections were provided for the General Fund for FY 2024/25; however, the Council was not asked to approve adjustments to FY 2024/25 revenues at that time.

The following month, departments began evaluating the adopted FY 2024/25 budget to identify additional needs not addressed in the adopted budget, including increasing utility, fuel, maintenance, and other materials and service costs. This report is the result of that work.

This year, to make the report more digestible and improve transparency, the body of the report is structured as a high-level summary designed to help the reader understand the City’s overall budget posture. Granular data 929 Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

underlying the summary numbers are available in the attachments. Attachment 1 provides a detailed update of the General Fund budget to actuals and projections for FY 2023/24 and available capacity for funding new requests for FY 2024/25. The Analysis section of this report provides an update of the General Fund budget to actuals and projections for FY 2023/24 and available capacity for funding new requests for FY 2024/25. A summary of the midterm budget requests is also provided, along with a summary of fund balances before and after funding the proposed adjustments.

In addition, pursuant to City Personnel Rules, Section 3.4, each position in the City is required to be assigned to an appropriate classification. For each classification, a written description of the classification is required to be prepared by the City Manager and approved by the City Council. The description must include the official title of the classification, and the minimum qualifications required for admission in the classification. When new classifications are added or changes in duties and responsibilities or qualifications for existing classifications are required, the City Council must approve such descriptions.

The pay schedule establishes the monthly and annual salary ranges for all regular authorized positions as well as the pay schedule for the Mayor, City Council members, and all extra help positions in the City. CalPERS requires the City to bring updated pay schedules to the City Council whenever there are changes to the salary ranges or job titles. CCR 570.5 specifies the required elements necessary to meet the definition of a publicly available pay schedule. For purposes of determining the amount of “compensation earnable” pursuant to GC sections 20630, 20636, and 20636.1, the payrate shall be limited to the amount listed on a pay schedule that meets all of the following requirements:

1. Has been duly approved and adopted by the employer’s governing body in accordance with requirements of applicable public meetings laws;

2. Identifies the position title for every employee position;

3. Shows the payrate for each identified position, which may be stated as a single amount or as multiple amounts within a range;

4. Indicates the time base, including, but not limited to, whether the time base is hourly, daily, bi-weekly, monthly, bi-monthly, or annually;

5. Is posted at the office of the employer or immediately accessible and available for public review from the employer during normal business hours or posted on the employer’s internet website;

6. Indicates an effective date and date of any revisions;

7. Is retained by the employer and available for public inspection for not less than five years; and

8. Does not reference another document in lieu of disclosing the payrate.

All eight (8) requirements must be met in one salary schedule for each member’s pay, for CalPERS to approve the pay amount as payrate and reportable compensation earnable.

The City also maintains Benefits Summaries which contain information regarding benefits offered to the various employee groups. When updates to Benefits Summaries are proposed, they are presented to the Council for consideration and approval. The Benefits Summaries attached include updates to the salary and benefits for the unrepresented employee groups. The unrepresented groups’ benefits are typically revisited every two years with the biennial budget adoption.

Relatedly, the City Council considers and approves a list of authorized positions each fiscal year as part of the budget process. The Authorized Position List identifies the number of positions and their respective classification titles by budget unit. Staff must bring an updated APL to the City Council for approval whenever there are changes to the number(s) of positions or budget unit(s).

ANALYSIS
Since the budget workshop last month, a handful of changes have been made to what is proposed to move forward at this time. Updated revenue projections for FY 2023/24 have resulted in reductions to the proposed revenue increases for FY 2024/25 for the General Fund of $467,925.

Additionally, amounts for existing requests have been updated, a few new requests have been added, and changes in funding sources for a small handful of requests are proposed to ensure the budget and each fund remains balanced after adoption of the proposed adjustments. In all, there are $5,236,110.51 in additional budget requests, primarily attributed to appropriating the fund balance available in the EIFD fund now that the PFA has adopted budget policies for the EIFD allowing those funds to be spent. Total adjustments for the EIFD fund are $4.8 million of the total changes. Other notable changes are an increase of $220,000 for the State Streets Pavement Rehabilitation project and a $200,000 budget for the Bridge District IFD fund to pay for judicial validation action in advance of issuing bonds.
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Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

Attachment 2 provides the detailed list of changes since the workshop in July.

This remainder of this section contains summary analyses of the key funds comprising the City’s budget, along with a discussion of the proposed amendment to Title 2 of the Municipal Code, and largely provides the same narrative, though with updated information, from the budget workshop.

General Fund
The City’s General Fund budget is in surplus, but the Council must decide how much of that surplus to spend on midterm adjustments. Due to revenues that are projected to come in $6,192,817 higher than budget, staff is projecting an initial budget surplus of $3,165,717 for FY 2024/25 before any of the additional midterm adjustments discussed in this report are subtracted. Several increased expenditures during the year, including new memoranda of understanding with multiple labor groups, have resulted in this expected surplus being $293,065 smaller than budgeted. Table 1 summarizes General Fund revenues and expenses prior to proposed midterm expenditure adjustments.

Table 1: Projected FY 24/25 Surplus is Smaller than Expected As shown in Table 2, the General Fund is projected to have a surplus of $1,732,041 (approximately 2% of annual General Fund expenditures) after approval of midterm budget proposals, including estimated cost allocation impacts of those proposals.

Table 2: Proposed Midterm Budget Adjustments Would Reduce FY 2024/25 Operating Surplus to $1.7 Million This report recommends Council approval of $1,151,847 in ongoing O&M budget adjustments to account for expenses that were not included in the current budget. These proposed adjustments all partially address the City’s ongoing challenges with operational gaps in our public safety and maintenance departments. When these adjustments are accounted for, along with associated cost allocation adjustments of $281,830, the net General Fund revenue surplus for FY 2024/25 is expected to be $1,732,041. However, as noted later in this report, this ongoing funding capacity is projected to be absorbed in the next two-year budget to cover increased costs associated with approved labor MOUs and other rising costs.

Some of the proposed mid-term budget expenses are one-time costs such as CIP projects that are measured against the City’s one-time fund balance. As shown in Table 3, the City’s available fund balance is estimated at $6,757,241. The sum of the one-time requests being proposed is $6,518,236. Council approval of the onetime requests described in this report would leave an ending fund balance of $239,005.

Table 3: If Proposed One-Time Budget Adjustments are Approved, Ending Fund Balance is $239,005 General Fund
FY 2024/25
Adopted
FY 2024/25
Revised Difference
Revenues $ 75,415,989 $ 81,585,301 $ 6,169,312
Expenses $ 71,957,207 $ 78,419,584 $ 6,462,377
Net Surplus/Deficit $ 3,458,782 $ 3,165,717 $ (293,065) FY 2024/25
Proposed
ORIGINAL SURPLUS/(DEFICIT) $ (3,027,100)
Revenue Adjustment 6,192,817
REVISED SURPLUS/(DEFICIT) $ 3,165,717
Total Cost of Ongoing Requests 1,433,677
O&M Requests 1,151,847
Cost Allocation (Estimate) 281,830
PROJECTED SURPLUS/(DEFICIT) $ 1,732,041

GENERAL FUND ONGOING
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Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

The General Fund, after funding costs related to labor negotiations and MOU and benefit summary updates, and after funding the proposed midterm budget adjustments, is expected to end the fiscal year with a net surplus of $1.7 million and an available fund balance of $239,005.

General Fund Operational Gaps
While staff believe that this surplus and projected fund balance are sufficient to allow the Council to prudently approve the proposed mid-term budget adjustments, it is important to note that, after funding approved labor MOUs and the rising cost of doing business as usual, the General Fund revenue surplus would be fully appropriated. Thus, there were approximately $4.8 million in requests for funding in this mid-year budget that are proposed to be delayed, mostly due to lack of funding capacity. Many of the requests are to fund operational gaps and necessary positions. Moreover, even with significant increases in projected General Fund revenues, the projected General Fund capacity is not enough to make significant progress toward addressing residents’ growing expectations for public services and maintenance of public infrastructure, including roads and public safety, which are part of the basis for the City Council placing a Transaction and Use Tax on the November 2024 ballot.

Ballot Measure Funds
Ballot measure funds continue to be an engine for quality-of-life improvements in the City of West Sacramento.

While revenues in these funds are projected to end lower than originally expected, as shown in Table 4 below, staff projects that all ballot measure funds will end FY 2024/25 with positive fund balances.

Table 4: Ballot Measure Funds Are Balanced
The ballot measure funds are an indispensable aid as the Council strives to align City programs, projects and services with the needs of a growing community. After approval of midterm budget proposals for FY 2024/25, $17,736,915 is budgeted across these funds for annual O&M costs for the voter approved categories of funding as well as several projects, including recreation center improvements, road rehabilitation projects, improvements at Alyce Norman Park ballfields, and development and implementation of a small business accelerator program to name a few. Analyses of past year uses of ballot measure funds is available on the City’s website at https://wsac.city/accountability.

Amendment to Title 2 of the Municipal Code Related to Council Compensation As the City has grown, the demands on its elected officials have expanded as well. The City’s transition to district-based elections has accelerated this trend by encouraging residents to focus their requests and inquiries on the single Councilmember elected to represent their district. While this increased engagement is welcome and good for the City, it impacts the City’s elected officials, each of whom has personal and professional responsibilities outside of their service to the community. Councilmembers are also required to spend a Ballot Measure
FY 2024/25 Revenue
Adjustment
Projected
FY 2024/25 Fund
Balance
Measure K $ (180,566) $ 161,032
Measure V $ (180,566) $ 21,005,129
Measure E $ (115,155) $ 278,200
Measure N $ (477,300) $ 745,620
FY 2024/25
Proposed
AVAILABLE FUND BALANCE $ 6,757,241
Total Cost of One-Time Requests 6,518,236
O&M One-Time 1,184,100
CIP 5,315,000
Cost Allocation (Estimate) 19,136
ENDING BALANCE $ 239,005

GENERAL FUND ONE-TIME
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Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

significant amount of time serving on other agency boards of which the City is a member, without additional compensation for their time attending and preparing for board meetings.

Government Code Section 36516 governs the compensation that California cities may provide elected officials.

The City’s Municipal Code, which is tied to this section of Government Code, sets the Council’s current compensation at $300 per month. In 2023, the State Legislature amended Government Code Section 36516.

The updated law allows compensation of up to $1,600 per month for cities like West Sacramento with populations between 50,000 and 75,000.

Staff recommends that the Council approve Ordinance 24-10, which would amend Title 2 of the Municipal Code to set Council compensation at $1,600 per month, as allowed by Government Code Section 36516. The City is fortunate to have a legacy of extremely capable leaders, who have devoted many hours each month to City business, including preparing for and attending meetings, interacting with residents and staff, and representing the City at various functions. Increasing Council compensation as allowed by State law will help ensure that residents from all walks of life will be able to serve the community as elected officials and receive a more meaningful offset for the personal and professional impacts this enormous time commitment entails. If approved, the increase in compensation would go into effect after the 2024 election, when the new Council term begins.

Mid-Term Budget Proposals for FY 2024/25
Total midterm budget requests propose increased revenues of $5.3 million and grant awards of $5.6 million, for total new revenues of $10.9 million to fund $26.8 million in capital projects, $2.8 million in ongoing annual expenses, and $3.5 million in one-time operating expenditures across all City funds for FY 2024/25, resulting in a net ask of City funds of $22.2 million. Attachment 2 provides a summary of midterm budget impacts by fund, if the midterm budget is approved.

Table 5: Midterm Budget Proposals
Chart 1: Midterm Budget Summary

ONE-TIME ONGOING GRANTS TOTAL
Net Revenue Adjustments $ - $ 5,288,230 $ 5,627,807 $ 10,916,037 CIP Requests (City Funding Sources) 21,199,518 - 5,627,807 26,827,325 O&M Requests 3,541,553 2,772,201 6,313,754
NET MIDYEAR BUDGET REQUESTS $ 30,368,878 $ (2,516,029) $ - $ 22,225,042

DESCRIPTION
FY 2024/25
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Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

The requests are further categorized by type in Table 5 to provide more insight into what makes up the $33.1 million in total proposed expenditures.

Table 5: Midterm budget proposals by category
Attachments 2-6 provide more detailed overviews of the midterm budget proposals by category and type, with accompanying tables and charts to summarize the requests, and detailed listings of all midterm budget proposals within each category.

After approval of proposed midterm budget adjustments, all City funds are balanced, restricted funds are used for eligible purposes, and progress is made toward maintaining service levels and competitive pay for employees; however, significant operating gaps still remain, requiring continued work to identify new ways to diversify and grow the City’s revenue base while efficiently and effectively programming the limited resources available to us.

Publicly Available Pay Schedule (Classification Plan):

The City of West Sacramento’s (City) publicly available pay schedule identifies job classifications that have been approved by City Council (e.g., accountant, administrative assistant) and the hourly rates of pay for each classification at each step. The requested change to the publicly available pay schedule is a result of the following changes:
 Add pay range for Flood Protection Manager of $11,094 - $13,483 per month;  Add pay range for Human Resources Supervisor of $9,127 - $11,092 per month;  Add pay range for Home Run Manager of $10,066 - $12,233 per month; and  Change title of Environmental Services & Sustainability Manager to Sustainability Manager.

Authorized Position List:

The Authorized Position List FY 2024/25 reflects the following proposed amendments:

Eff. Date Dept Amendment
7/1/2024 City Manager's Office
Reclassify 1.0 Human Resources Analyst/Senior to 1.0
Human Resources Supervisor in 104-9024. Reclassify 1.0
FTE Business Manager to 1.0 FTE Home Run Manager in
110-9017. Change 0.5 FTE Program Manager/Senior from
104-9016 to 516-9700. Change 0.5 FTE Administrative
Analyst I/II/Senior from 110-9016 to 104-9016. Add 1.0
FTE Flood Protection Manager to 652-9040.

ONE-TIME ONGOING
GRANT

FUNDING
TOTAL
Net Revenue Adjustments Attachment 3 $ - $ 5,288,230 $ 5,627,807 $ 10,916,037 Position Changes Attachment 4 $ 10,000 $ 492,785 $ 502,785 Personnel Related Attachment 5 440,000 727,553 - $ 1,167,553 Technology & Software Attachment 5 81,918 495,097 - $ 577,015 Vehicles & Equipment Attachment 5 1,604,582 168,000 - $ 1,772,582 Supplies & Services Attachment 5 1,290,053 561,700 - $ 1,851,753 Other O&M Requests Attachment 5 115,000 327,067 - $ 442,067 Capital Projects Attachment 6 21,199,518 - 5,627,807 $ 26,827,325 Total Expenditure 24,741,071 2,772,201 5,627,807 33,141,079

DESCRIPTION
FY 2024/25
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Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

7/1/2024 Economic Development &
Housing
Add 1.0 FTE Community Investment Principal Planner to
106-9020
7/1/2024 Parks & Recreation Add 1.0 Groundskeeper to 101-9520 approved 8/16/2023.

Add 1.0 FTE Administrative Analyst I/II/Senior to 101-9500 7/1/2024 Police Add 1.0 Financial Specialist to 101-9110 7/1/2024 Community Development
Retitle Traffic/Transportation Division to Transportation & Mobility. Retitle Environmental Services Division to
Sustainability. Retitle Environmental Services &
Sustainability Manager to Sustainability Manager.
1/1/2025 Capital Projects Eliminate 1.0 FTE Flood General Manager from 652-9040.

Flood Division moving from City Manager's Office.
1/1/2025 City Manager's Office Flood Division moving to Capital Projects.

Benefit Summaries:
 All Unrepresented Groups:
o Updated language on Career Enhancement & Wellness reimbursement to reflect the policy number which was approved that outlines the guidelines. o Updated language for Bereavement Leave to reflect changes to the Personnel Rules which now include Reproductive Loss.
o Updated language on Vacation Leave to clarify that the maximum accumulation of hours is a hard cap.
 Executive Management Only:
o Added Bilingual Pay language, as Executive Management employees have been eligible to receive the benefit previously. However, it was not delineated in the Benefit Summary.  Specialist & Professionals Only:
o Effective March 20, 2024, paid $2.75 for each assigned hour of standby, as designated by department. Effective July 1, 2024, paid $3.00 for each assigned hour.  City Council Only:
o Update Home Security Reimbursement language to reflect when Administrative Policy IV-B-10 was updated to provide guidance on reimbursement.
o Eliminate monthly salary language from benefit summary as it is outlined and approved in the publicly available pay schedule.
 Police & Fire Recruit Only:
o Update Medical/Dental/Vision Insurance section with current benefits.

Environmental Considerations
This action is not a project that is subject to CEQA because it is not an activity that may cause either a direct or reasonably foreseeable indirect physical change in the environment. (Pub. Resources Code, § 21065; CEQA Guidelines §§ 15060(c), 15378(a).)
Commission Recommendation
Not applicable.

Strategic Plan Integration
The City’s mission includes a City government that is financially sound and provides quality services to its residents and visitors. The adoption of a balanced budget that provides necessary services to the community furthers this overall goal.

Alternatives

1. The City Council may adopt the midterm budget amendments, APL, salary schedule, benefit summaries and Ordinance 24-10 as presented; or

2. The City Council may propose modifications to the midterm budget, APL, salary schedule, benefit summaries or Ordinance 24-10 and adopt the recommended actions as modified; or

3. The City Council may adopt part of the recommended action; or 935
Resolution 24-92 Midterm Budget, Ordinance 24-10 Council Compensation August 21, 2024

4. The City Council may delay final consideration/adoption of the recommended actions to a future meeting.

Staff recommends Alternative 1, but is prepared to implement any of the alternatives provided.

Coordination and Review
The information in this report was coordinated with each City department throughout the midterm budget process. The final report was reviewed and approved by the City Manager.

Budget/Cost Impact
The budget and the potential decisions therein are the subject of this report. Impacts on City funds are summarized in the exhibit to resolution 24-92 and throughout this report.

ATTACHMENTS

1. Fund Update

2. Midterm Budget Summary

3. Position Changes

4. Revenue Adjustments

5. Midterm O&M Summary

6. Midterm CIP Summary

7. FY 2024/25 Midterm Budget Fund Summary

8. Resolution 24-92

9. Ordinance 24-10

10. Authorized Position List effective July 1, 2024

11. Salary Schedule effective July 1, 2024

12. Benefit Summary for City Council

13. Benefit Summary for Police Recruit

14. Benefit Summary for Fire Recruit

15. Benefit Summary for Specialists & Professionals

16. Benefit Summary for Confidential

17. Benefit Summary for Management

18. Benefit Summary for Safety Management

19. Benefit Summary for Executive Management
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ATTACHMENT 1 – GENERAL FUND UPDATE
1-1
The General Fund is projected to end FY 2023/24 with $81.0 million in ongoing revenues to cover $74.0 million in ongoing expenses, resulting in a projected operating surplus of $7.0 million.

Almost every revenue source within the General Fund is projected to come in over budget, the largest of which is the expected reimbursement from employees charging time to capital projects (salary and benefits) and the ICAP (federally approved cost allocation) reimbursement that is applied to those direct labor charges.

Total Work Order (WO) and ICAP Reimbursement revenues are expected to be over the budgeted amount by nearly $2.3 million for the year. This revenue can be volatile, changing significantly year by year based on the number of project management positions filled, the time spent directly managing projects vs performing administrative duties, time-off taken, etc. The ICAP rate for FY 2024/25 is nearly the same as the FY 2023/24 rate, so it is assumed that, all else being equal, this revenue source will come in close to the same amount for this fiscal year.

Other revenues expected to come in over the budgeted amount include property tax, expected at $1,165,212 over budget; sales tax, projected to come in $1,754,167 over budget; TOT, projected at $175,000 over budget, and other revenues, which, in total, are expected to end the year $1,765,970 over the budgeted amount.

One-time General Fund revenues are projected to end the year at $763,000, and one-time expenses are projected to total $14.8 million for the fiscal year. When combined with ongoing General Fund revenues of $81 million and ongoing expenses of $74 million, this results in an overall projected use of fund balance of $7.1 million for the fiscal year.

The tables in this Attachment provide the revenue and expenditure budgets, actual transactions posted through June 30, 2024, and projections by category for FY 2023/24 as well as the adopted budget and revised revenue and expenditure estimates for FY 2024/25 to determine capacity for midterm General Fund budget requests. These numbers are unaudited, and do not include yearend accounting entries or accruals for revenues due or expenditures owed for services and products received through June 30, 2024. Finance staff, in accordance with Generally Accepted Accounting Principles (GAAP) and pronouncements by the Governmental Accounting Standards Board (GASB), accrue revenues and expenses for products and services rendered and received during the fiscal year so they are posted to the fiscal year in which the revenue is due or the expenditure owed. This is not only required, but provides for more consistent reporting year over year, and a better picture of what it costs the City to operate on an annual basis.

The General Fund began FY 2023/24 with nearly $17.3 million in total available fund balance.

This balance was appropriated, almost completely, for one-time infrastructure and project costs over the biennial budget period (July 1, 2023 – June 30, 2025). As a result of the net use of $7.1 million for FY 2023/24, the balance available as of July 1, 2024 is estimated at $10.2 million. $5.2 million of that has already been appropriated for one-time projects in FY 2024/25, leaving $5.0 million in new capacity available for midterm one-time budget requests, before considering revenue projections for FY 2024/25.

Table 1 provides the UNAUDITED General Fund ongoing budget and projections for FY 2023/24 while Chart 1 depicts the General Fund unaudited budget, actuals, and projections for FY 2023/24.
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ATTACHMENT 1 – GENERAL FUND UPDATE
1-2
Chart 1 – FY 2023/24 General Fund Budget, Actuals, and Projections $-
$10
$20
$30
$40
$50
$60
$70
$80
$90
Adopted Budget YTD Actuals Projections
Revenues
Expenses

GENERAL FUND
Millions
One-Time
Expenses
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ATTACHMENT 1 – GENERAL FUND UPDATE
1-3
Table 1 – FY 2023/24 General Fund Unaudited Activity

GENERAL OPERATING FUND

REVENUES BUDGET PROJECTION DIFFERENCE
Property Tax $ 34,487,524 $ 35,652,736 $ 1,165,212
Sales Tax 24,525,833 26,280,000 1,754,167
Transient Occupancy Tax 2,575,000 2,750,000 175,000
Other Taxes 1,941,536 2,286,760 345,224
Intergovernmental 320,656 300,000 (20,656)
Licenses & Permits 355,150 398,116 42,966
Fines & Forfeitures 181,000 205,502 24,502
Charges for Service 1,833,340 2,101,161 267,821
CIP WO Reimbursement/ICAP 3,704,333 5,974,958 2,270,625 Cannabis Revenue - 305,775 305,775
Other Revenues 369,000 1,169,338 800,338
Transfers In 998,133 998,133 -
Measure N Reimbursement 2,537,737 2,537,737 -
TOTAL ONGOING REVENUES $ 73,829,242 $ 80,960,216 $ 7,130,974 TRUE

EXPENSES BUDGET PROJECTION DIFFERENCE
Salaries & Wages $ 33,531,389 $ 32,635,795 $ (895,595)
Pension Expense 9,157,409 9,332,737 175,328
OPEB Expense 550,629 1,189,779 639,150
Other Benefits $ 5,874,251 6,009,514 135,263
Payroll Reimbursement Offset (899,621) (1,219,159) (319,538) Operations & Maintenance 8,343,168 8,343,168 -
Non-Operating 4,023,256 4,023,256 -
Capital Outlay 112,473 112,473 -
Transfers Out 2,335,100 2,335,100 -
General Support Allocation 10,405,059 11,174,864 769,805 TOTAL ONGOING EXPENSES $ 73,433,113 $ 73,937,526 $ 504,414 NET ONGOING SURPLUS/(DEFICIT) $ 396,129 $ 7,022,690

GENERAL ONE-TIME FUND BUDGET PROJECTION DIFFERENCE
One-Time Revenues $ 339,900 $ 763,177 $ 423,277
One-Time Expenses 13,710,621 14,849,946 1,139,324
NET NONRECURRING SURPLUS/(DEFICIT) $ (13,370,721) $ (14,086,768) $ 716,047

GENERAL FUND TOTAL BUDGET PROJECTION DIFFERENCE
Beginning Fund Balance $ 17,282,880 $ 17,282,880 $ -
Net Surplus/(Deficit) (12,974,592) (7,064,079) 5,910,513 ENDING FUND BALANCE $ 4,308,288 $ 10,218,801 $ 5,910,513

RESERVES BEGINNING BALANCE PROJECTED CHANGE

PROJECTED ENDING
BALANCE JUNE 30, 2024
Available Fund Balance $ 17,282,880 $ (7,064,079) $ 10,218,801 Budget Stabilization Reserve 2,620,411 (98,700) 2,521,711 General Reserve (17% of GF Annual Revenues) 12,180,473 1,582,763 13,763,237 Staffing Continuity Reserve 500,000 - 500,000
TOTAL RESERVES & FUND BALANCE $ 32,583,764 $ (5,580,015) $ 27,003,749 FY 2023/24
939
ATTACHMENT 1 – GENERAL FUND UPDATE
1-4
As a result of increased revenues projected for FY 2023/24, General Fund ongoing revenues are projected to come in $6,192,817 over the adopted budget for FY 2024/25. As with FY 2023/24 revenues, the largest single adjustment is $2,105,096 in Work Order/ICAP billing revenues reimbursing the General Fund for project management time charged directly to capital projects.

Other revenue categories for which increases are proposed include property tax, sales tax, TOT, other taxes, charges for service, and other revenues. Total revenues for FY 2024/25 are expected at $81.6 million to cover $78.4 million in expenses, resulting in a projected net surplus of $2.75 million prior to consideration of midterm budget adjustments proposed in this report.

As previously mentioned, $5.2 million is already appropriated for one-time costs, including contributions to several capital projects, resulting in an approved use of fund balance of nearly $3.2 million for the fiscal year. This leaves an ending fund balance estimated at $8.2 million as of June 30, 2025 prior to consideration of midterm budget adjustments. Keeping in mind that recently approved MOUs for various labor groups include general salary increases and other benefit adjustments totaling over $1.3 million in additional ongoing annual expenses over the next couple of years, and the fact that additional MOUs expire over the term of the current fiscal year, the City’s operational funds require additional capacity in future fiscal years, limiting the ongoing capacity available to fund midterm budget requests.

The General Reserve remains funded at a minimum of 17% of General Fund annual revenues, ending FY 2024/25 at an estimated 17.31% of revenues, or $14.1 million. The Budget Stabilization reserve maintains a balance of $2.4 million and the Staffing Continuity Reserve has remained untouched at $500,000, leaving total reserves of $17,071,767, excluding the General Fund available balance.

The one-time balance projected to be available to fund midterm budget proposals in the General Fund is $8.2 million.

Table 2 provides the General Fund budget, projections, and proposed adjustments for FY 2024/25 prior to consideration of midterm budget adjustments proposed in this report. The adjustment to transfers out from the General Fund is expected adjustments to the cost allocation to the General Fund based on MOU and midyear budget adjustments approved by City Council over the course of the last fiscal year.
940
ATTACHMENT 1 – GENERAL FUND UPDATE
1-5
Table 2 – FY 2024/25 General Fund Budget and Projections BEFORE Midterm Adjustments

GENERAL OPERATING FUND

REVENUES BUDGET

PROPOSED

ADJUSTMENTS PROJECTION
Property Tax $ 35,660,161 $ 1,177,883 $ 36,838,044
Sales Tax 25,333,268 1,365,904 26,699,172
Transient Occupancy Tax 2,652,250 262,750 2,915,000
Other Taxes 1,931,703 423,660 2,355,363
Intergovernmental 325,086 - 325,086
Licenses & Permits 360,150 49,850 410,000
Fines & Forfeitures 181,000 29,000 210,000
Charges for Service 1,825,510 317,674 2,143,184
CIP WO Reimbursement/ICAP 3,869,904 2,105,096 5,975,000 Cannabis Revenue - - -
Other Revenues 339,000 461,000 800,000
Transfers In 300,583 - 300,583
Measure N Reimbursement 2,613,869 - 2,613,869
TOTAL ONGOING REVENUES $ 75,392,484 $ 6,192,817 $ 81,585,301 TRUE

EXPENSES BUDGET

PROPOSED

ADJUSTMENTS PROJECTION
Salaries & Wages $ 36,939,256 $ - $ 36,939,256
Pension Expense 10,251,838 - 10,251,838
OPEB Expense 563,604 - 563,604
Other Benefits 6,287,473 - 6,287,473
Payroll Reimbursement Offset (899,865) - (899,865)
Operations & Maintenance 7,733,162 - 7,733,162
Non-Operating 4,257,434 - 4,257,434
Capital Outlay 86,407 - 86,407
Transfers Out 1,868,687 - 1,868,687
General Support Allocation 10,144,433 1,187,155 11,331,588 TOTAL ONGOING EXPENSES $ 77,232,429 $ 1,187,155 $ 78,419,584 NET ONGOING SURPLUS/(DEFICIT) $ (1,839,945) $ 3,165,717

GENERAL ONE-TIME FUND BUDGET

PROPOSED

ADJUSTMENTS PROJECTION
One-Time Revenues $ - $ - $ -
One-Time Expenses 5,193,600 - 5,193,600
NET NONRECURRING SURPLUS/(DEFICIT) $ (5,193,600) $ - $ (5,193,600)

GENERAL FUND TOTAL BUDGET PROJECTION
Beginning Fund Balance $ 10,218,801 $ 10,218,801
Net Surplus/(Deficit) (7,033,545) (2,027,883)
ENDING FUND BALANCE $ 3,185,256 $ 8,190,918

RESERVES BEGINNING BALANCE PROJECTED CHANGE

PROJECTED ENDING
BALANCE JUNE 30,
2025
Available Fund Balance $ 10,218,801 $ (2,027,883) $ 8,190,918 Budget Stabilization Reserve 2,521,711 (73,776) 2,447,935 General Reserve (17.31% of GF Annual Revenues) 13,763,237 360,596 14,123,833 Staffing Continuity Reserve 500,000 - 500,000
TOTAL RESERVES & FUND BALANCE $ 27,003,749 $ (1,741,063) $ 25,262,686 FY 2024/25
941
ATTACHMENT 2 – MIDTERM BUDGET SUMMARY
2-1
The net impact of midterm budget proposals is $22 million in City funding sources. The proposed midterm budget includes $5.3 million in new revenues across various funds, primarily the General Fund, to offset $2.7 million in ongoing annual expenses, $3.4 million in one-time operating expenses, and $21.2 million in new funding for capital projects. An additional $5.6 million in new grant funding has been awarded for a handful of transportation related projects. A positive number in the net impact column signifies an increase in expenses. A negative number signifies a net increase in revenue or overall reduction in expense for the fund.

Table 1 – FY 2024/25 Midterm Budget Summary
FUND # FUND TITLE REVENUE ANNUAL O&M

ONE-TIME

O&M ONE-TIME CIP NET
101 General Fund $ 6,192,817 $ 1,151,847 $ 1,029,600 $ - $ (4,011,370) 104 General Support Srv Fund $ - $ 795,254 $ 441,428 $ - $ 1,236,682 105 Budget Stabilization Fund $ - $ 10,000 $ - $ - $ 10,000 106 Gen Special Purpose C.I. Fund $ - $ 443,751 $ 70,000 $ 3,820,000 $ 4,333,751 107 Gen One-Time Money Fund $ - $ - $ 154,500 $ 5,315,000 $ 5,469,500 108 Measure K (Sales Tax) Fund $ (180,566) $ 15,471 $ - $ (250,000) $ (53,964) 109 Measure V Fund $ (180,566) $ - $ - $ - $ 180,566
110 Measure E Fund $ (115,155) $ 27,416 $ 240,206 $ 182,925 $ 565,702 111 Measure N Fund $ (477,300) $ (4,103) $ 10,000 $ 1,403,620 $ 1,886,817 201 Road Fund $ - $ 18,044 $ - $ (250,000) $ (231,956)
205 Traffic Improvement Fund $ - $ - $ - $ 40,145 $ 40,145 208 General Facilities Fund $ - $ - $ - $ 2,200,000 $ 2,200,000 212 Tree Mitigation Fund $ - $ 90 $ 67,298 $ - $ 67,388 213 Landscaping & Lighting AD's $ - $ (501) $ 19,000 $ - $ 18,499 215 Storm Water Maint. Fund $ - $ (512) $ - $ - $ (512) 219 Parking Improvement Fund $ - $ (2,659) $ 100,000 $ - $ 97,341 221 Technology Impact Fees $ - $ 85,956 $ - $ - $ 85,956 254-9555 Discovery Preschool3 $ 24,000 $ (77,149) $ (115,000) $ - $ (216,149) 261-9386 Stone Lock Maintenance $ 25,000 $ 190,000 $ (140,000) $ - $ 25,000 269-9176 CFD A-Gateway Services $ - $ (1,002) $ 3,290 $ - $ 2,288 269-9177 CFD B-Newport Estates Services $ - $ (2,614) $ 8,565 $ - $ 5,951 269-9178 CFD C-Bridgeway Island Service $ - $ (2,676) $ 15,690 $ - $ 13,014 269-9179 CFD D-Southport Indust Park Sr $ - $ (2,234) $ 7,610 $ - $ 5,376 269-9180 CFD E-The Classics Services $ - $ (575) $ 3,682 $ - $ 3,107 269-9181 CFD F-Pheasant Hollow Services $ - $ (328) $ 1,265 $ - $ 937 269-9182 CFD G-Gateway, Unit 4 Services $ - $ (170) $ - $ - $ (170) 269-9183 CFD H-Bridgeway Lakes I Srvs $ - $ (2,177) $ 13,010 $ - $ 10,833 269-9184 CFD I-River Ranch Services $ - $ (748) $ 1,410 $ - $ 662 269-9185 CFD J-Parella Services $ - $ (9,208) $ 3,100 $ - $ (6,108) 269-9186 CFD K-River Walk Park $ - $ (23,017) $ 3,850 $ - $ (19,167) 269-9188 CFD M-The Rivers Services $ - $ (378) $ 3,465 $ - $ 3,087 269-9189 CFD N-Parlin Ranch Services $ - $ (897) $ 3,635 $ - $ 2,738 269-9192 CFD O-Linden South Services $ - $ (114) $ 680 $ - $ 566 269-9193 CFD P-Ironworks Services $ - $ (457) $ 2,265 $ - $ 1,808 269-9194 CFD R - Bridge District $ - $ (904) $ 3,440 $ - $ 2,536 269-9195 CFD S - Port Towne $ - $ (72) $ 525 $ - $ 453
FY 2024/25
942
ATTACHMENT 2 – MIDTERM BUDGET SUMMARY
2-2
FUND # FUND TITLE REVENUE ANNUAL O&M

ONE-TIME

O&M ONE-TIME CIP NET
270 General Rehab Reserve $ - $ - $ - $ - $ -
296 Bridge District IFD $ - $ - $ 200,000 $ - $ 200,000 297 Enhanced Infr Financing District $ - $ 18,000 $ 292,039 $ 4,487,828 $ 4,797,867 501 Sewer Operating Fund $ - $ 26,787 $ 66,000 $ - $ 92,787 502 Sewer Capital Projects Fund $ - $ - $ - $ 750,000 $ 750,000 506 Water Operating Fund $ - $ 57,088 $ 816,000 $ - $ 873,088 507 Water Capital Projects Fund $ - $ - $ - $ 3,500,000 $ 3,500,000 511 Refuse Operating Fund $ - $ 6,302 $ - $ - $ 6,302
610 Public Works Support Services $ - $ (3,383) $ - $ - $ (3,383) 650 Comm. Dev. Support Services $ - $ (5,651) $ 100,000 $ - $ 94,349 652 W S Flood Support Fund $ - $ 764 $ - $ - $ 764
653 Environmental Svcs&Sustanabili $ - $ (8,095) $ - $ - $ (8,095) TOTAL $ 5,288,230 $ 2,697,201 $ 3,426,553 $ 21,199,518 $ 22,035,042 FY 2024/25
There are several changes proposed to the midterm budget since the workshop last month.

Updated revenue projections for FY 2023/24 have resulted in reductions to the proposed revenue increases for FY 2024/25 for the General Fund of $467,925.

Additionally, amounts for existing requests have been updated, a few new requests have been added, and funding sources for a small handful of requests are proposed to change to ensure the budget and each fund remains balanced after adoption of the proposed adjustments. In all, there are $5,236,110.51 in additional budget requests, primarily attributed to appropriating the fund balance available in the EIFD fund now that the PFA has adopted budget policies for the EIFD allowing those funds to be spent. Total adjustments for the EIFD fund are $4.8 million of the total changes. Other notable changes are an increase of $220,000 for the State Streets Pavement Rehabilitation project and a $200,000 budget for the Bridge District IFD fund to pay for judicial validation action in advance of issuing bonds.

Table 2 provides a detailed listing of the changes in the midterm budget proposed today from what was reviewed with Council last month at the budget workshop. 943
ATTACHMENT 2 – MIDTERM BUDGET SUMMARY
2-3
Table 2 – Changes to Midterm Budget Since July Workshop

REVENUE ADJUSTMENTS
Item # Title/Description Department Workshop Adoption Difference Notes REV-4 Franchise Fee Revenues General Fund 373,938.00 $ 423,660.00 $ 49,722.00 $ Updated based on final projections for FY 2023/24REV-6 Charges for Service General Fund 243,441.00 $ 196,289.00 $ (47,152.00) $ Updated based on final projections for FY 2023/24REV-7 Cannabis Revenue General Fund 250,000.00 $ - $ (250,000.00) $ Updated based on final projections for FY 2023/24REV-8 WO/ICAP Reimbursement General Fund 2,315,591.00 $ 2,105,096.00 $ (210,495.00) $ Updated based on final projections for FY 2023/24 REV-13 Licenses & Permits General Fund 54,850.00 $ 49,850.00 $ (5,000.00) $ Updated based on final projections for FY 2023/24REV-14 Fines & Forfeitures General Fund 34,000.00 $ 29,000.00 $ (5,000.00) $ Updated based on final projections for FY 2023/24 TOTAL 3,271,820.00 $ 2,803,895.00 $ (467,925.00) $

EXPENSE ADJUSTMENTS
Item # Title/Description Department Workshop Adoption Difference Notes DP-579 New Position - Project Manager I/II Capital Projects 144,800.00 $ 145,000.00 $ 200.00 $ Rounded amountDP-590 New Fire Type I Pumper Fire 140,000.00 $ 150,000.00 $ 10,000.00 $ Received updated quote for Engine and updated financing estimate
DP-603 Public Boat Dock - Derelict Vessel Removal Parks & Recreation - $ 50,000.00 $ 50,000.00 $ Updated funding to General Fund and moved from list of "Delayed" requests
DP-629 City Hall HVAC Rental Public Works 120,000.00 $ 160,000.00 $ 40,000.00 $ Added 2months of rental to allow for contingencies in weather/timeline for installation
DP-624 Additional Funding for Logikcull PRA Software City Manager's Office 50,000.00 $ - $ (50,000.00) $ Eliminated request. No longer needed.DP-654 Landfill Costs Public Works 30,000.00 $ 10,000.00 $ (20,000.00) $ Eliminated the Measure K requestDP-656 Pass Through Funds for WM Smart Truck Program Community Development - $ - $ - $ NewDP-657 FY 2024/25 EIFD O&M Budget City Manager's Office - $ 310,038.51 $ 310,038.51 $ NewDP-658 IFD Judicial Validation, TI Report for Bonds City Manager's Office - $ 200,000.00 $ 200,000.00 $ New Misc-7 CFD Budget Balancing Parks & Recreation (39,500.00) $ (44,456.00) $ (4,956.00) $ Updated based on cost allocation CIP-10033 C Street/Railyards Bridge - Final Design & ROW Phases
Community Development - $ 4,487,828.00 $ 4,487,828.00 $ New CIP-11026 Grand Gateway Master Plan Update Economic Development & Housing
100,000.00 $ 93,000.00 $ (7,000.00) $ Reduced grant funding by $7K to align with actual award amount
CIP-15042 State Streets Pavement Rehabilitation Project Capital Projects 2,400,000.00 $ 2,620,000.00 $ 220,000.00 $ Increased request due to higher than anticipated bids
CIP-12023 6th St & Cummins Wy Traffic Safety Project Capital Projects 40,000.00 $ 40,000.00 $ - $ Changed from General Fund to Measure E CIP-1280 ADA Transition Plan Update Capital Projects 500,000.00 $ 500,000.00 $ - $ Changed from General Fund to General Facilities Fund
CIP-1289 Fire Station 45 Water Heater Upgrade Public Works 100,000.00 $ 100,000.00 $ - $ Changed from General Fund to General Facilities Fund
TOTAL 3,585,300.00 $ 8,821,410.51 $ 5,236,110.51 $
944
ATTACHMENT 3 – FY 2024/25 REVENUE ADJUSTMENTS
3-1
Revised Revenue Projections for FY 2024/25
General Fund and tax measure revenues were reviewed by Finance staff in coordination with the City’s revenue consultants, and updated revenue forecasts are provided for the General Fund, the City’s Transaction and Use (TUT) Sales Tax Measure funds (K, V, E, and N), and two other funds.

The General Fund proposed adjustments result in an expected increase in General Fund revenue of just under $6.2 million for the fiscal year. Property Tax revenues are expected to come in nearly $1.2 million over budget due to significant housing sales activity over the past couple of years.

Additionally, Sales Tax revenues are anticipated to come in nearly $1.4 million over budget for the fiscal year, projected to make a full recovery from the reductions seen in FY 2023/24, though not yet reaching the level of revenue expected prior to experiencing the revenue loss. The Work Order/ICAP reimbursement revenue (reimbursement to the General Fund for project management staff charging time to capital projects) is expected to come in at nearly $6.0 million, an increase of $2.1 million over budget.

Outside of the General Fund, the TUT tax measure funds each expect revenue reductions due to a decrease in TUT revenues projected by our consultant, and as seen over the past two years.

Reductions of $180,566 are expected in each of the Measure K and Measure V funds. Measure E fund expects a reduction of $115,155 from budgeted revenues, and Measure N, which had an error in the originally adopted revenue budget, as a proposed reduction to the revenue budget of $477,300. TUT revenues are expected to come in just over $5.2 million each for FY 2024/25.

Discovery Preschool is expecting to implement a minor increase in tuition, as approved by Council in a previous year. That increase, along with a true-up of the revenue budget to actual trends, results in an estimated $24,000 increase to the revenue budget. That increase in revenues is necessary and does not fully fund the cost of the program. Decision Package 592 (DP-00592) requests both a one-time and ongoing annual subsidy for the preschool program to fund the difference between the expected tuition revenue and the expected cost of the program.

In prior years, the Port contributed $25,000 annually toward the significant costs to clean-up and maintain the Stone Lock property. This revenue has not historically been budgeted; however, given the request for funds for maintenance of the Stone Lock property (DP-00578), staff felt it prudent to budget the expected revenue for FY 2024/25 which would be available to offset the Measure G fund contribution toward maintenance of the property.

Table 1 provides the budget, projections, fund, and proposed adjustment for each revenue source for which an adjustment is proposed.
945
ATTACHMENT 3 – FY 2024/25 REVENUE ADJUSTMENTS
3-2
Table 1 – Proposed FY 2024/25 Revenue Adjustments
Revenue Description Fund Adopted Budget Projected
Proposed
Increase/
(Decrease)
Property Tax General Fund $ 35,660,161 $ 36,838,044 $ 1,177,883 Sales Tax (Bradley Burns) General Fund $ 25,333,268 $ 26,699,172 $ 1,365,904 Transient Occupancy Tax General Fund $ 2,652,250 $ 2,915,000 $ 262,750 Franchise Fees General Fund $ 1,931,703 $ 2,355,363 $ 423,660 License & Permits General Fund $ 360,150 $ 410,000 $ 49,850 Fines & Forfeitures General Fund $ 181,000 $ 210,000 $ 29,000 Rec Center Pass Fees General Fund $ 565,000 $ 686,385 $ 121,385 Charges for Services General Fund $ 1,260,510 $ 1,456,799 $ 196,289 CIP WO Reimbursement/ICAP General Fund $ 3,869,904 $ 5,975,000 $ 2,105,096 Other Revenues General Fund $ 339,000 $ 800,000 $ 461,000 General Fund Total $ 6,192,817
Sales Tax (TUT) Measure K Fund $ 5,402,066 $ 5,221,500 $ (180,566) Sales Tax (TUT) Measure V Fund $ 5,402,066 $ 5,221,500 $ (180,566) Sales Tax (TUT) Measure E Fund $ 5,337,155 $ 5,222,000 $ (115,155) Sales Tax (TUT) Measure N Fund $ 5,699,300 $ 5,222,000 $ (477,300) Charges for Service Discovery Preschool $ 113,000 $ 137,000 $ 24,000 Contributions from Port Stone Lock Maintenance $ - $ 25,000 $ 25,000 Other Funds Total $ (904,587)
NET REVENUE ADJUSTMENT ( ALL FUNDS) $ 5,288,230
946
ATTACHMENT 4 – FY 2024/25 POSITION CHANGES
4-1
New Positions
There were ten (10) new position requests in the midterm budget; however, most position requests have been delayed for future consideration due to lack of ongoing funding capacity. The majority of new position requests were positions that would be funded by the General Fund, which, as described in Attachment 1 has limited ongoing funding capacity given the future year impacts of approved MOUs and upcoming MOU expirations.

Three new positions are proposed at this time, including a much-needed Finance Specialist for the Police Department (General Fund), a Community Investment Principal Planner in the Economic Development and Housing Department (Measure G Fund), and an Administrative Analyst in the Parks and Recreation Department (General Fund). In addition, due to a planned reorganization of the Flood Division, a new Flood Protection Manager was added in CMO, which would become the new division-level manager upon the retirement of the Flood General Manager and the Flood Division moves into the Capital Projects Department in January 2025. All requests that impact the Authorized Position List (APL) for the City are detailed in this attachment.

Part-Time/Extra-Help
There are two requests for additional funding for part-time staffing, for a total of $41,550 annually in the General Fund. The first is for $17,550 in additional funding for additional hours for the extrahelp EOC Coordinator position, and $24,000 requested to add part-time intern support to the GIS/Mapping Team in the Capital Projects department.

Position Reclassifications/Upgrades
There are two reclassification requests recommended by Human Resources, both in the City Manager’s Office. The reclassifications proposed would create additional cost of $7,836 annually in the General Support Services fund and $9,568 annually in the Measure E Fund – Home Run category.

The reclassification of the Senior Human Resources Analyst to Human Resources Manager is recommended to support the increased demand for more complex and advanced work, oversight and innovation needed to be performed independently. The elevated position more accurately represents the level of work that is currently being conducted. The level of sophisticated expertise and experience required to formulate, prepare, implement, improve, and maintain HR/Payroll practices, guidelines, technology, and systems (recruitment, benefit administration, payroll, performance management, onboarding, etc.) for continuous organizational support and growth, emphasize the need for this position.

The Business Manager reclassification to Home Run Manager classification is recommended to manage the increased responsibility required for the oversight, management, and expansion of City’s West Sacramento Home Run programs, principally program design, hiring of staff, budgeting, grant applications and maintenance, strategic planning, enrollment growth compliance with City Council mandates, contract creation and compliance for the 6 programs. Work required to ensure collaboration with our school district, community college, city, county and state agencies, other City departments, and community-based organizations has increased.

Specialized knowledge of education and workforce development initiatives in local, county, regional, state, and national arenas is required to ensure efficacy and impact of programs and speaks to the need for a Division Manager-level position.

Position Funding Changes
Two position funding changes are proposed to properly realign the funding with the functions/duties of the positions. First, the Program Manager that was previously split 50%/50% between the City Manager’s office and the Port has been transferred to the Port 100%. The Port Commission approved the additional funding in their June meeting, resulting in savings of $80,191 to the City’s General Support Services fund.

The Administrative Analyst in the City Manager’s office, previously expected to manage grants on a Citywide basis, has been reprogrammed to provide support to City Councilmembers and the City Manager’s office, managing programs like the Community Academy and other community 947
ATTACHMENT 4 – FY 2024/25 POSITION CHANGES
4-2
outreach efforts and special projects. As a result, the midterm budget proposes to shift this position entirely to the City Manager’s office, General Support Services fund, relieving $88,258 in annual Measure E funding. The net impact on the General Support Services fund for these two position funding changes is an increase in cost of $8,067 annually.

Net impacts of the above-described position-related requests are an increase of 3.0 FTE and $492,785 in ongoing costs, as shown in the Table 1 below.

Table 1 – Proposed Summary of Costs by Fund – Midterm Position Changes Table 2 provides the details of all position requests, including those not proposed for consideration at this time. The table includes the proposed changes by type, proposed funding source, and total cost.

The detailed requests (Decision Packages) for each requested position are included in the midterm budget workshop report presented to City Council on July 17, 2024 accessible here.

FUND TOTAL
General Fund $ 329,611
General Support Services Fund $ 15,903
Measure E Fund $ (78,690)
Measure G Fund $ 225,961
TOTAL POSITION RELATED $ 492,785
948
ATTACHMENT 4 – FY 2024/25 POSITION CHANGES
4-3
Table 2 – FY 2024/25 Midterm Proposed Position Changes
ID # Description Department FTE Funding Source Cost
Center

ONE-TIME ONGOING
3 5,000 $ 514,022 $
388 Financial Specialist Police 1 General Fund 101-9110 - 143,061641 Administrative Analyst Parks & Recreation 1 General Fund 101-9500 5,000 145,000652 Community Investment Principal Planner Economic Development & Housing 1 Measure G Fund 106-9020 - 225,961 - $ 41,550 $
577 EOC Coordinator Additional Hours Fire N/A General Fund 101-9150 - 17,550 646 Part-Time Intern GIS Support Capital Projects N/A General Fund 101-9651 - 24,000 - - $ 17,404 $
1 ADD Human Resources Supervisor City Manager's Office 1 General Support Services Fund 104-9024 - 198,8871 DELETE Senior Human Resources Analyst City Manager's Office -1 General Support Services Fund 104-9024 - (191,051)2 ADD Home Run Manager City Manager's Office 1 Measure E - Home Run 110-9017 - 244,4782 DELETE Business Manager City Manager's Office -1 Measure E - Home Run 110-9017 - (234,910) - - $ (80,191) $
3 ADD Progam Manager City Manager's Office 0.5 Port 516-9700 - -3 DELETE Program Manager City Manager's Office -0.5 General Support Services Fund 104-9016 - (80,191)4 ADD Administrative Analyst City Manager's Office 0.5 General Support Services Fund 104-9016 - 88,2584 DELETE Administrative Analyst City Manager's Office -0.5 Measure E - Other 110-9016 - (88,258)

7.0 5,000 $ 1,119,222 $
419 Administrative Analyst Police 1 General Fund 101-9114 - 300,222550 Human Resources Analyst City Manager's Office 1 General Support Services Fund 104-9024 - 150,000565 Community Services Officer 50% (2) Police 1 General Fund 101-9113 - 116,000579 Project Manager Capital Projects 1 General Fund 101-9652 - 145,000601 Parks Groundskeeper Parks & Recreation 1 General Fund 101-9520 - 83,000625 Development Services Manager Community Development 1 Community Development Fund 650-9310 - 220,000633 Marketing Program Technician Parks & Recreation 1 General Fund 101-9515 5,000 105,000 10 Total Personnel/Labor Requests 10,000 $ 1,612,007 $
7 Delayed/Not Proposed 5,000 $ 1,119,222 $3 MIDTERM PROPOSED 5,000 $ 492,785 $1 GENERAL FUND IMPACT 5,000 $ 329,611 $ New Position Requests DELAYED/NOT PROPOSEDPosition Funding ChangesNew PositionsExtra Help/Part Time StaffingReclassifications 949
ATTACHMENT 5 – FY 2024/25 MIDTERM OPERATIONS & MAINTENANCE 5-1
This attachment provides a summary of O&M midterm budget proposals by category. The detailed budget requests may be found in Attachment 4 of the FY 2024/25 Midterm Budget Workshop Report located here. The Attachment starts with a summary list of proposed adjustments. The first column on each summary page includes a reference number. Behind the summary page are detailed pages for each request. These requests are numbered, and the number in the first column of the summary page corresponds to the number at the top of each detailed request page. Council and citizens alike are encouraged to read through the detailed proposals to understand more about each of the requests, why they are being proposed now, and what is intended to be accomplished with the additional funding requested as part of the proposed midterm budget.

FY 2024/25 Midterm O&M Budget Proposals
Department requests proposed for Council consideration with the midterm budget include $3.5 million in one-time funding and $2.3 million in ongoing funding across City funding sources.

Personnel Related
In addition to the position-related requests which impact the APL described in Attachment 3, personnelrelated requests total $440,000 in one-time funds and $727,553 in annual costs. Included in this category are $60,000 annually for health and wellness screenings for firefighters, $66,500 to fund the first increase in Council compensation since the City’s incorporation in 1987, $200,000 in one-time funds to pilot a downpayment assistance program for West Sacramento Police Officers, and $240,000 to implement lateral police officer hiring incentives. Additionally, there is a proposal to eliminate both the annual OPEB contribution and the reimbursement from the OPEB trust that was budgeted in this biennial budget for the first time. This reimbursement from the trust will be brought back for consideration after the actuarial report is updated to contemplate this annual reimbursement to ensure no unanticipated impacts to the City’s OPEB funding status.

The proposed increase to Council compensation is detailed in Decision Package 650, included in Attachment 4, and the Ordinance is included as Attachment 8. While the Ordinance would be effective 30 days after adoption, any change to Council compensation will be effective when Councilmembers are sworn in after the election.

Technology & Software Related
Technology related proposals total $81,918 in one-time costs and $495,097 in annual appropriations.

One-time costs include funding for new registration software for the recreation center, virtual server and network infrastructure end of life replacement, and tablet purchases for parks and rec staff. Ongoing proposals include funding to cover cost increases in maintenance costs for existing software, including fleet GPS, a Tower transmitter lease to add an additional tower for reading water meter data, and translation software.

Vehicles & Equipment
The Vehicles and Equipment category proposes the largest category of one-time appropriation requests ($1.6 million), including $750,000 from the water fund to replace an end-of-life HydroExcavator truck, $132,000 to replace the 17-year old dilapidated Electrical Technician van, $277,500 to replace fire department radios and SCBA air fill stations and equipment, $160,000 for an additional 8-months of HVAC rental costs for City Hall while the new HVAC unit is constructed and installed, and new and replacement vehicles for Capital Projects staff and Parks Maintenance staff. These vehicles were originally budgeted as leases; however, Enterprise has had significant trouble finding and procuring the vehicles we need, resulting in the need to fund these as purchases which we can more quickly procure from a local dealership through the state cooperative contract. Ongoing annual costs total $168,000 and include $150,000 annually toward a lease financing payment for a new Fire Pumper to replace a 26-year old pumper.

Supplies & Services
The supplies and services category includes $1.3 million in one-time funding requests and $561,700 annually across several funds. One-time appropriation requests include $100,000 for a development review process evaluation and innovation plan, $150,000 for a Citywide Arts Master plan, $116,014 in additional Measure E funding for the Home Run paid internship program, $65,000 in tree mitigation funds for the shade tree and urban forest revival program, $75,000 for development of a GIS Master Plan, 950
ATTACHMENT 5 – FY 2024/25 MIDTERM OPERATIONS & MAINTENANCE 5-2
Social Equity training for Capital Projects staff, $50,000 for efforts to remove abandoned vessels at the boat dock, one-time funding in the IFD and EIFD funds for judicial validation actions and other services to prepare for issuing bonds, and $22,000 for exterior painting of the apparatus bay at Fire Station 42.

Ongoing annual requests include $384,300 for the newly established Real Property division, and a handful of smaller requests (under $30K each) for operating costs at the West Gateway Place annex, after hours records support for the Police Department, additional funding for backup contract support for Fire Plan Review, septic pumping service at the soon to open Southport Levee Trailhead, and cost increases for Verizon, wildlife services, and animal services.

Other
The Other category has total appropriations requested of $462,067 annually and includes things like reducing the O&M budgets in the CFD cost centers to balance the budgets, increasing budgets for insurance premiums, increases in landfill costs, and a one-time and annual subsidy from Measure E to continue providing quality preschool education at an affordable cost for West Sacramento residents.

Department requests proposed for Council consideration with the midterm budget include $3.5 million in one-time funding and $2.3 million in ongoing funding across several City funds.

Table 1 and Chart 1 below provide visual summaries of the midterm O&M budget proposals for FY 2024/25, while Table 2 provides a detailed listing of requests by category.

Table 1 – FY 2024/25 O&M Midterm Budget Proposals by Category

EXPENSE CATEGORY ONE-TIME ONGOING
PERSONNEL RELATED 440,000 727,553
TECHNOLOGY & SOFTWARE 81,918 495,097
VEHICLES & EQUIPMENT 1,604,582 168,000
SUPPLIES & SERVICES 1,290,053 561,700
OTHER 115,000 327,067
TOTAL O&M REQUESTS 3,531,553 2,279,417
Chart 1 – FY 2024/25 O&M Midterm Budget Proposals by Category 1 2
3 4
5 $- $0.25 $0.50 $0.75 $1.00 $1.25 $1.50 $1.75

ONE-TIME ANNUAL
(in millions)
951
ATTACHMENT 5 – FY 2024/25 MIDTERM OPERATIONS & MAINTENANCE 5-3
Table 2 – FY 2024/25 Midterm O&M Budget Proposals by Category DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOINGPERSONNEL RELATED 440,000 $ 727,553 $ 382 Increased Travel/Training Budgets - Capital Projects Department
Capital Projects General Fund - 11,750
539 Health and Wellness Screenings for Firefighting Personnel Fire General Fund - 60,000585 Lateral Hiring Incentives Pilot Program Police General Fund 240,000 -605 Professional Development Budget Parks & Recreation General Fund - 7,965645 Downpayment Assistance for WSPD Officers City Manager's Office General Fund 200,000 -650 City Council Compensation City Manager's Office General Support Services - 66,500 5 OPEB - Eliminate ADC Contribution Finance Department Various - (845,994)6 OPEB - Eliminate Reimbursement from Trust Finance Department Various - 1,827,3328 Payroll Reimbursement Offset General Fund General Fund - (400,000) TECHNOLOGY & SOFTWARE 81,918 $ 495,097 $
422 Police Department Specialized Software Police General Fund - 28,000 563 LPR and Camera Technology Program O&M Fund Police General Fund - 60,000588 Security Information and Event Management (SIEM) City Manager's Office General Support Services - 41,400607 Rec Center Registration Software Parks & Recreation General Fund 4,000 14,950612 Virtual Server and Network Infrastructure City Manager's Office General Support Services 64,128 189,132616 Disaster Recovery as a Service City Manager's Office General Support Services 2,300 17,400623 Translation Software City Manager's Office General Support Services - 6,000628 CityRover Software Public Works Road Fund - Gas Tax - 4,266632 Parks and Recreation Tablet Purchase City Manager's Office General Fund/ Tree Mitigation Fund 11,490 450634 Accela Cloud Migration City Manager's Office Technology Fee Fund - 85,956640 Verizon Fleetmatics Public Works Various - 21,383649 SCADA Tower Transmitter Lease Public Works Water Enterprise Fund - 26,160 VEHICLES & EQUIPMENT 1,604,582 $ 168,000 $
525 CFD Vehicle Purchase Parks & Recreation CFD Funds 95,082 - 570 Unmanned Aircraft System (UAS) Replacement Police General Fund 55,000 11,000581 Replacement of obsolete emergency fire department radios Fire General Fund 217,500 -584 Replacement of obsolete SCBA air fill station at FS41 and critical upgrade of SCBA fill equipment
Fire General Fund 60,000 -
589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 7,000590 New Fire Type I Pumper Fire General Fund - 150,000593 Community Center - Black Box Theater Lightboard Replacement
Parks & Recreation General Fund 15,000 -
614 Trucks for Capital Projects Capital Projects General Fund 120,000 -629 City Hall HVAC Rental Public Works General Support Services 160,000 -636 Electrical Technician Vehicle Replacement Public Works Sewer Enterprise Fund 132,000 -647 HydroExcavator Truck Public Works Water Enterprise Fund 750,000 - 952
ATTACHMENT 5 – FY 2024/25 MIDTERM OPERATIONS & MAINTENANCE 5-4
DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOINGSUPPLIES & SERVICES 1,290,053 $ 561,700 $ 528 Urban Forest Revival and Preservation Parks & Recreation Tree Mitigation Fund 65,000 -578 Real Property Division Capital Projects General Support Services, Measure G Fund
70,000 384,300
589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 22,500 594 Steam Cleaning Services – CAM and City Hall Parks & Recreation General Fund/Reimbursed - 18,000603 Public Boat Dock - Derelict Vessel Removal Parks & Recreation General Fund 50,000 -610 After Hours Records Support Police General Fund - 27,673611 GIS Master Plan City Manager's Office General Support Services 75,000 -613 Capital Projects Social Equity Training Capital Projects General Fund 40,000 -615 W M Performance Review Consultant RFP Community Development Refuse Fund/Offset by Revenues - - 619 Increased Legal Fees Economic Development & Housing Parking Fund 100,000 -620 POLITICO Pro Subscription City Manager's Office General Support Services - 1,200621 Additional Funding for WS Home Run Paid Internship Program City Manager's Office Measure E - Home Run 116,014 -626 Fire Plan Review Backup Fire General Fund - 30,000627 Parks Sign Purchase Parks & Recreation Measure N - Community Investment 10,000 -631 Citywide Arts Master Plan City Manager's Office General Fund 150,000 -637 Verizon Service Cost Increase Public Works Various - 15,207639 USDA APHIS Wildlife Services City Manager's Office General Fund - 5,000642 Painting Exterior of Apparatus Bay at FIre Station 42 Fire General Fund 22,000 -644 Animal Services Budget City Manager's Office General Fund - 9,820651 Contract Renewal Shortfall (Storm Water MS4) Community Development General Budget Stabilization Fund - 10,000653 Development Review Process Evaluation and Innovation Plan Community Development Community Development 100,000 -655 Southport Levee Trailhead Septic Pumping Service Parks & Recreation Measure E - Trails - 20,000657 FY 2024/25 EIFD O&M Budget City Manager's Office Enhanced Infrastructure Financing District
292,039 18,000
658 IFD Judicial Validation, TI Report for Bonds City Manager's Office Bridge District IFD 200,000 - OTHER 115,000 327,067
474 Temporary Records Storage City Manager's Office General Support Services - 4,000582 Yolo County Homeless Coordination Project - Supplemental Request
Economic Development & Housing Measure E - Homelessness - 30,000 589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 10,500592 Discovery Preschool Subsidy (One-Time and Ongoing) Parks & Recreation Measure E - Home Run 115,000 75,000643 Risk Management Premiums Increase City Manager's Office General Support Services - 237,823648 Sacramento River Joint Water Source Water Protection Program
Public Works Water Enterprise Fund - 4,200
654 Landfill Costs Public Works Water Enterprise Fund - 10,000656 Pass Through Funds for W M Smart Truck Program Community Development Refuse Fund/ Offset by Revenues - - 7 Budget Balancing Reductions in CFD Cost Centers Parks & Recreation CFD Funds - (44,456) TOTAL O&M REQUESTS 3,531,553 2,279,417
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ATTACHMENT 6 – FY 2024/25 MIDTERM CAPITAL IMPROVEMENT PROGRAM (CIP) 6-1
This attachment provides a summary of CIP midterm budget proposals by project type and by funding source. The detailed budget requests may be found in Attachment 2 of the FY 2024/25 Midterm Budget Workshop Report located here. The Attachment starts with a summary list of proposed adjustments. The first column on each summary page includes a reference number.

Behind the summary page are detailed pages for each request. These requests are numbered, and the number in the first column of the summary page corresponds to the number at the top of each detailed request page. Council and citizens alike are encouraged to read through the detailed proposals to understand more about each of the requests, why they are being proposed now, and what is intended to be accomplished with the additional funding requested as part of the proposed midterm budget.

Capital Improvement Program (CIP)
CIP requests total $26.8 million, including $5.6 million in awarded grant funding, leaving a net request of $22.7 million from City funding sources. These requests are made up of nineteen (19) new project requests ($11.5m City funding, $5.6m grant funding) and $11.2 million in additional funding for twelve (12) existing projects.

Table 1 – CIP by Project Category Table 2 – CIP by Funding Source Chart 1 – CIP by Project Category
Transportation
Just over 2/3 of total funding requested ($17.3 million) is for transportation projects, including $2.8 million for Bike/Ped/Trails projects, $3.6 million in street reconstruction, (including $2.6 million for the State Streets Pavement Rehab project), and $10.9 million in other transportation projects, including the US 50 Connectivity, Stone Blvd Extension, Sycamore Phase IV &V (PA&ED), and Enterprise Bridge Crossing (PA &ED) projects.

PROJECT CATEGORY FY 2024/25
ECONOMIC DEVELOPMENT $ 93,000
MUNICIPAL FACILITIES $ 3,575,000
PARK PROJECTS $ 1,228,620
TRANSPORTATION|BIKE, PEDESTRIAN, TRAIL FACILITIES $ 2,797,877 TRANSPORTATION | STREET RECONSTRUCTION $ 3,620,000
TRANSPORTATION|OTHER $ 10,872,828
PUBLIC SAFETY INFRASTRUCTURE & SECURITY $ 390,000
WATER & SEWER PROJECTS $ 4,250,000
TOTAL $ 26,827,325
FUNDING SOURCE FY 2024/25
ONE-TIME GENERAL FUND 5,315,000
GENERAL FACILITIES FUND 2,200,000
TAX INCREMENT (MEASURE G, EIFD) 8,307,828
TAX MEASURE FUNDS 1,336,545
UTILITY ENTERPRISE FUNDS 4,250,000
OTHER FUNDS (209,855)
GRANT/EXTERNAL FUNDING 5,627,807
TOTAL 26,827,325
954
ATTACHMENT 6 – FY 2024/25 MIDTERM CAPITAL IMPROVEMENT PROGRAM (CIP) 6-2
Utilities
A total of $4.25 million is requested for water and sewer projects, including the Park Blvd and Jefferson Blvd Sewer Rehabilitation project designs, Water Pump Stations Pump & Motor Evaluation and Rehabilitation, and the Central Water Tank Rehab/Recoating project.

Facilities
Requests for municipal facility projects total $3.6 million, including $2.5 million to replace the HVAC at the Community/Senior Center, $500,000 for an update to the ADA Transition Plan, and $575,000 toward improvements at fire station – the largest request being $300,000 to replace the emergency alerting systems at the fire stations which are beyond useful life and starting to experience issues.

Public Safety Infrastructure & Security
One project is proposed to be funded in the Public Safety Infrastructure & Security category for development of a Public Safety Technology Master Plan to strategically guide the installation and use of technology infrastructure to enhance and supplement effectiveness of public safety human resources. This project requests $390,000 from the General Fund.

Chart 2 – CIP by Funding Source
New projects with grant funding include the Bike/Ped/Trails Master Plan Update ($309,855), the Sycamore Trail Phase IV & V (PA&ED) project ($850,000), the Clarksburg Branch Line Extension project south of the City limit to Clarksburg ($1,974,952), and the US 50 Community Connectivity project ($2.5 million). A total of $183,070 in local funds are requested to match the $5.6m in grant funding awarded to these projects.

Table 3 provides a detailed listing of CIP funding requests by project category, with funding source noted.
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ATTACHMENT 6 – FY 2024/25 MIDTERM CAPITAL IMPROVEMENT PROGRAM (CIP) 6-3
Table 3 – Detailed Listing of Midterm Budget CIP Proposals ID # Project Title Funding Source FY 2024/25
ECONOMIC DEVELOPMENT $ 93,000
11026 Grand Gateway Master Plan Update Grants | State (7,000) 11026 Grand Gateway Master Plan Update Gen C.I. Spec Tax (Measure G) 100,000 MUNICIPAL FACILITIES $ 3,575,000
01280 ADA Transition Plan Update General Facilities Fund 500,000 01284 Storage Lockers for Firefighter PPE One Time General Fund 75,000 01289 Fire Station 45 Water Heater Upgrade General Facilities Fund 100,000 01290 Community Center HVAC Replacement One Time General Fund 1,000,000 01290 Community Center HVAC Replacement General Facilities Fund 1,500,000 51041 Fire Station Emergency Alert Systems One Time General Fund 300,000 51042 Fire Station 44 Facility Repairs General Facilities Fund 100,000 PARK PROJECTS $ 1,228,620
01285 Alyce Norman Park - Backstop Replacement Project Measure N - Community Investment 156,000 01292 Acquisition of ROW for Future Park Facilities Gen C.I. Spec Tax (Measure G) 1,000,000 01293 Alyce Norman Playfield Conversion Project Measure N - Community Investment 72,620 TRANSPORTATION|BIKE, PEDESTRIAN, TRAIL FACILITIES $ 2,797,877 01141 Bike/Ped/Trails Master Plan Update 2025 Traffic Improvement Fund (TIF) 40,145 01141 Bike/Ped/Trails Master Plan Update 2025 Grants | State 309,855 01252 Clarksburg Branch Line Extension - South City Limit to Clarksburg Measure E Funds - Bikes/Peds/Trails 142,925 01252 Clarksburg Branch Line Extension - South City Limit to Clarksburg Grants | State & Other Agencies 1,974,952 01282 Park Blvd Class 2 Bicycle Lane and Crosswalk Restriping Project One Time General Fund 180,000 14027 Sycamore Trail Phase 3 Measure N - Community Investment 150,000 TRANSPORTATION | STREET RECONSTRUCTION $ 3,620,000
01281 Non-Arterial Street Pavement Rehabilitation/Construction Program Measure N - Community Investment 1,000,000 15042 State Streets Pavement Rehabilitation Project One Time General Fund 2,620,000 17025 On-Call Arterial Street Pavement Repair Measure K Fund - Roads (250,000) 17025 On-Call Arterial Street Pavement Repair One Time General Fund 250,000 TRANSPORTATION|OTHER $ 10,872,828
01232 Sycamore Phase IV & V (PA&ED) Grants | Federal 850,000 01253 US 50 Community Connectivity Project Grants | Federal 2,500,000 01283 Stone Blvd Extension Project Gen C.I. Spec Tax (Measure G) 1,100,000 10033 C Street/Railyards Bridge - Final Design & ROW Phases Enhanced Infrastructure Financing District 4,487,828 10048 Sacramento Avenue Complete Streets Corridor Improvement Plan Measure N Funds - Inclusive Economic Development 25,000 11041 Enterprise Blvd. Corridor & Bridge Crossing (PA&ED Phase Only) Gen C.I. Spec Tax (Measure G) 1,620,000 12023 6th St & Cummins Wy Traffic Safety Project Measure E Funds - Roads 40,000 12024 Traffic Signal Centracs Controller Phase 2 Interconnect Construction One Time General Fund 250,000 16011 Targeted Traffic Operations Improvements One Time General Fund 250,000 16011 Targeted Traffic Operations Improvements Road Fund - Gas Tax (250,000) PUBLIC SAFETY INFRASTRUCTURE & SECURITY $ 390,000
01288 Public Safety Technology Master Plan Development One Time General Fund 390,000 WATER & SEWER PROJECTS $ 4,250,000
01189 Jefferson Blvd Sewer Rehabilitation Project Sewer Impact Fee 500,000 01190 Park Blvd Sewer Rehabilitation Project Sewer Impact Fee 250,000 01236 Central Water Tank Rehabilitation/Recoating Water Impact Fee Fund 3,000,000 01237 Water Pump Stations Pump & Motor Evaluation & Rehabilitation Water Impact Fee Fund 500,000 Total Capital Project Requests $ 26,827,325
956
ATTACHMENT 7 – FY 2024/25 MIDTERM BUDGET FUND SUMMARY
7-1
This attachment provides the total revenues, expenses, midterm budget requests, and projected ending fund balance for all impacted funds and shows that all funds are projected to end with a positive fund balance.

Table 1 – FY 2024/25 Fund Summary BEFORE Midterm Budget Adjustments Fund # Activity Fund Title
Beginning
Balance
Adopted
Revenues
Adopted
Expenses
1 Midterm
Revenue
Adjustments
Net Surplus/
(Deficit)
2 Ending Balance
101 0000 General Fund $ - $ 75,392,484 $ 78,419,584 $ 6,192,817 $ 3,165,717 $ 3,165,717 104 0000 General Support Services Fund
4 $ - $ 17,282,623 $ 17,282,623 $ - $ - $ -
105 0000 Budget Stabilization Fund $ 2,312,232 $ 1,083,532 $ 1,182,232 $ - $ (98,700) $ 2,213,532 106 0000 Community Investment Fund - Measure G $ 2,601,349 $ 9,403,142 $ 5,470,985 $ - $ 3,932,157 $ 6,533,506 107 0000 One-Time General Fund $ 10,218,801 $ - $ 5,193,600 $ - $ (5,193,600) $ 5,025,201 108 0000 Measure K Fund $ 374,480 $ 5,402,066 $ 5,496,196 $ (180,566) $ (274,696) $ 99,784 109 0000 Measure V Fund $ 15,783,629 $ 5,402,066 $ - $ (180,566) $ 5,221,500 $ 21,005,129 110 0000 Measure E Fund $ 328,425 $ 5,487,155 $ 4,992,619 $ (115,155) $ 379,381 $ 707,806 111 0000 Measure N Fund $ 2,403,362 $ 5,699,300 $ 5,454,565 $ (477,300) $ (232,565) $ 2,170,797 201 0000 Road Fund - Gas Tax $ 1,133,160 $ 2,083,670 $ 2,855,374 $ - $ (771,704) $ 361,456 205 0000 Transportation Impact Fee Fund $ 4,379,715 $ - $ 533,100 $ - $ (533,100) $ 3,846,615 208 0000 General Facility Maintenance Fund $ 1,966,163 $ 1,000,000 $ 50,000 $ - $ 950,000 $ 2,916,163 212 0000 Tree Mitigation Fund $ 396,090 $ 1,500 $ 25,991 $ - $ (24,491) $ 371,599 213 0000 Lighting & Landscape Fund $ (4,742) $ 1,419,830 $ 1,414,814 $ - $ 5,016 $ 274 215 0000 Stormwater Maintenance Fund $ 14,070 $ 1,023,650 $ 1,025,516 $ - $ (1,866) $ 12,204 219 0000 Parking Activities $ 2,613,952 $ 730,500 $ 1,058,665 $ - $ (328,165) $ 2,285,787 221 0000 Technology Impact Fee $ 710,183 $ 100,000 $ 120,140 $ - $ (20,140) $ 690,043 251 9455 Illegal Dumping Fee $ 138,974 $ 98,695 $ 130,078 $ - $ (31,383) $ 107,591 254 9555 Discovery Preschool $ (102,699) $ 178,500 $ 277,367 $ 24,000 $ (74,867) $ (177,566) 261 9386 Stone Lock Maintenance $ 26,320 $ - $ - $ 25,000 $ 25,000 $ 51,320 269 9176 CFD A - Gateway Services $ 196,815 $ 167,477 $ 167,808 $ - $ (331) $ 196,484 269 9177 CFD B - Newport Estates Services $ 633,317 $ 382,966 $ 383,538 $ - $ (572) $ 632,745 269 9178 CFD C - Bridgeway Island Services $ 79,255 $ 725,236 $ 726,328 $ - $ (1,092) $ 78,163 269 9179 CFD D - Southport Industrial Park Services $ 1,733,253 $ 440,139 $ 440,975 $ - $ (836) $ 1,732,417 269 9180 CFD E - The Classics Services $ 495,417 $ 137,357 $ 137,560 $ - $ (203) $ 495,214 269 9181 CFD F - Pheasant Hollow Services $ 183,731 $ 88,253 $ 88,349 $ - $ (96) $ 183,635 269 9182 CFD G - Gateway, Unit 4 Services $ 1,904 $ 30,455 $ 25,482 $ - $ 4,973 $ 6,877 269 9183 CFD H - Bridgeway Lakes I Services $ 46,273 $ 740,216 $ 740,693 $ - $ (477) $ 45,796 269 9184 CFD I - River Ranch Services $ 345,209 $ 103,523 $ 103,846 $ - $ (323) $ 344,886 269 9185 CFD J - Parella Services $ 503,403 $ 155,351 $ 155,658 $ - $ (307) $ 503,096 269 9186 CFD K - Riverwalk Park $ 1,014,229 $ 195,409 $ 217,565 $ - $ (22,156) $ 992,073 269 9187 CFD L - Newport Grove Services $ 2 $ - $ 131 $ - $ (131) $ (129) 269 9188 CFD M - The Rivers Services $ 231,939 $ 183,110 $ 183,219 $ - $ (109) $ 231,830 269 9189 CFD N - Parlin Ranch Services $ 1,436,510 $ 215,017 $ 215,379 $ - $ (362) $ 1,436,148 269 9192 CFD O - Linden South Services $ 125,350 $ 37,289 $ 37,289 $ - $ - $ 125,350 269 9193 CFD P - Ironworks Services $ 207,606 $ 84,855 $ 85,016 $ - $ (161) $ 207,445 269 9194 CFD R - Bridge District Services $ 855,649 $ 253,942 $ 304,134 $ - $ (50,192) $ 805,457 269 9195 CFD S - Port Towne Services $ 72,064 $ 27,725 $ 27,725 $ - $ - $ 72,064 296 0000 Bridge District IFD $ 2,288,554 $ 582,359 $ - $ - $ 582,359 $ 2,870,913 297 0000 Enhanced Infrastructure Financing District $ 4,797,867 $ - $ - $ - $ - $ 4,797,867 501 0000 Sewer Enterprise Fund
3 $ 1,221,458 $ 3,174,372 $ 3,393,693 $ - $ (219,321) $ 1,002,137 502 0000 Sewer Debt & CIP Fund $ 3,157,391 $ 1,178,887 $ 1,771,980 $ - $ (593,093) $ 2,564,298 506 0000 Water Enterprise Fund $ 2,565,905 $ 10,500,403 $ 10,361,601 $ - $ 138,802 $ 2,704,707 507 0000 Water Debt & CIP Fund $ 12,044,786 $ 13,119,115 $ 11,532,181 $ - $ 1,586,934 $ 13,631,720 511 0000 Refuse Fund $ 4,576,329 $ 11,715,678 $ 12,750,840 $ - $ (1,035,162) $ 3,541,167 610 0000 Public Works Administration
4 $ 8,769 $ 882,694 $ 886,330 $ - $ (3,636) $ 5,133
650 0000 Community Development
5 $ 5,345,369 $ 5,450,195 $ 7,096,974 $ - $ (1,646,779) $ 3,698,590 652 0000 Flood Support Services $ 3,829 $ 1,294,355 $ 1,275,124 $ - $ 19,231 $ 23,060 653 0000 Environmental Services & Sustainability
4 $ 3,076 $ 963,462 $ 819,612 $ - $ 143,850 $ 146,926
1 Includes estimated cost allocation for approved MOU changes and midyear adjustments for internal service funds 2 Includes one-time expenses and transfers to Capital Projects fund, planned uses of fund balance 3 4 Costs in internal service funds are allocated to other funds based on approved cost allocation methodology. 5 Planned use of fund balance to fund planning division positions formerly funded by Measure G (Community Investment Fund).

FY 2024/25

ADOPTED BUDGET
This fund is currently budgeted at a structural deficit. The rate stabilization fund will be used to cover any deficit and ensure compliance with bond coverage covenants until rates are updated. Rates are expected to be updated in early 2025.
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ATTACHMENT 7 – FY 2024/25 MIDTERM BUDGET FUND SUMMARY
7-2
Table 2 – FY 2024/25 Fund Summary AFTER Midterm Budget Adjustments Fund # Activity Fund Title
Ongoing O&M
Requests Cost Allocation
Net Surplus/
(Deficit)

PROPOSED
One-Time
O&M
Requests CIP Requests
Ending Balance

PROPOSED
101 0000 General Fund $ 1,151,847 $ 281,830 $ 1,732,040 $ 29,600 $ - $ 202,440 104 0000 General Support Services Fund
4 $ 795,254 $ (1,236,682) $ 441,428 $ 441,428 $ - $ -
105 0000 Budget Stabilization Fund $ 10,000 $ 175,322 $ (284,022) $ - $ - $ 2,028,210 106 0000 Community Investment Fund - Measure G $ 443,751 $ 169,632 $ 3,318,774 $ 70,000 $ 3,820,000 $ 2,030,123 107 0000 One-Time General Fund $ - $ 19,136 $ (5,212,736) $ 1,154,500 $ 5,315,000 $ 36,565 108 0000 Measure K Fund $ 15,471 $ 173,282 $ (463,448) $ - $ (250,000) $ 161,032 109 0000 Measure V Fund $ - $ - $ 5,221,500 $ - $ - $ 21,005,129 110 0000 Measure E Fund $ 27,416 $ (20,940) $ 372,906 $ 240,206 $ 182,925 $ 278,200 111 0000 Measure N Fund $ (4,103) $ 15,660 $ (244,122) $ 10,000 $ 1,403,620 $ 745,620 201 0000 Road Fund - Gas Tax $ 18,044 $ 249,556 $ (1,039,304) $ - $ (250,000) $ 343,856 205 0000 Transportation Impact Fee Fund $ - $ 559 $ (533,659) $ - $ 40,145 $ 3,805,911 208 0000 General Facility Maintenance Fund $ - $ 33 $ 949,967 $ - $ 2,200,000 $ 716,130 212 0000 Tree Mitigation Fund $ 90 $ 1,597 $ (26,178) $ 67,298 $ - $ 302,614 213 0000 Lighting & Landscape Fund $ (501) $ (18,225) $ 23,742 $ 19,000 $ - $ - 215 0000 Stormwater Maintenance Fund $ (512) $ 12,716 $ (14,070) $ - $ - $ - 219 0000 Parking Activities $ (2,659) $ 39,762 $ (365,268) $ 100,000 $ - $ 2,148,684 221 0000 Technology Impact Fee $ 85,956 $ 2,121 $ (108,217) $ - $ - $ 601,966 251 9455 Illegal Dumping Fee $ 191 $ 15,183 $ (46,758) $ - $ - $ 92,216 254 9555 Discovery Preschool $ (77,149) $ 8,749 $ (6,466) $ (115,000) $ - $ 5,835 261 9386 Stone Lock Maintenance $ 190,000 $ 917 $ (165,917) $ (140,000) $ - $ 403 269 9176 CFD A - Gateway Services $ (1,002) $ 671 $ - $ 3,290 $ - $ 193,525 269 9177 CFD B - Newport Estates Services $ (2,614) $ 2,043 $ - $ 8,565 $ - $ 624,752 269 9178 CFD C - Bridgeway Island Services $ (2,676) $ 1,584 $ - $ 15,690 $ - $ 63,565 269 9179 CFD D - Southport Industrial Park Services $ (2,234) $ 1,397 $ - $ 7,610 $ - $ 1,725,643 269 9180 CFD E - The Classics Services $ (575) $ 372 $ - $ 3,682 $ - $ 491,735 269 9181 CFD F - Pheasant Hollow Services $ (328) $ 232 $ - $ 1,265 $ - $ 182,466 269 9182 CFD G - Gateway, Unit 4 Services $ (170) $ 143 $ 5,000 $ - $ - $ 6,904 269 9183 CFD H - Bridgeway Lakes I Services $ (2,177) $ 1,700 $ - $ 13,010 $ - $ 33,263 269 9184 CFD I - River Ranch Services $ (748) $ 425 $ - $ 1,410 $ - $ 343,799 269 9185 CFD J - Parella Services $ (9,208) $ 8,901 $ - $ 3,100 $ - $ 500,303 269 9186 CFD K - Riverwalk Park $ (23,017) $ 861 $ (1) $ 3,850 $ - $ 1,010,378 269 9187 CFD L - Newport Grove Services $ (140) $ 9 $ - $ - $ - $ 2 269 9188 CFD M - The Rivers Services $ (378) $ 268 $ - $ 3,465 $ - $ 228,474 269 9189 CFD N - Parlin Ranch Services $ (897) $ 536 $ - $ 3,635 $ - $ 1,432,875 269 9192 CFD O - Linden South Services $ (114) $ 113 $ - $ 680 $ - $ 124,670 269 9193 CFD P - Ironworks Services $ (457) $ 296 $ - $ 2,265 $ - $ 205,341 269 9194 CFD R - Bridge District Services $ (904) $ 712 $ (50,000) $ 3,440 $ - $ 802,209 269 9195 CFD S - Port Towne Services $ (72) $ 71 $ - $ 525 $ - $ 71,539 296 0000 Bridge District IFD $ - $ 3,320 $ 579,039 $ 200,000 $ - $ 2,667,593 297 0000 Enhanced Infrastructure Financing District $ 18,000 $ - $ (18,000) $ 292,039 $ 4,487,828 $ 0 501 0000 Sewer Enterprise Fund
3 $ 26,787 $ 429,546 $ (675,654) $ 66,000 $ - $ 479,804 502 0000 Sewer Debt & CIP Fund $ - $ 14,742 $ (607,835) $ - $ 750,000 $ 1,799,556 506 0000 Water Enterprise Fund $ 57,088 $ 769,874 $ (688,160) $ 816,000 $ - $ 1,061,745 507 0000 Water Debt & CIP Fund $ - $ 34,323 $ 1,552,611 $ - $ 3,500,000 $ 10,097,397 511 0000 Refuse Fund $ 6,302 $ (666,316) $ (375,148) $ - $ - $ 4,201,181 610 0000 Public Works Administration
4 $ (3,383) $ 8,516 $ (8,769) $ - $ - $ -
650 0000 Community Development
5 $ (5,651) $ (520,923) $ (1,120,206) $ 100,000 $ - $ 4,125,163 652 0000 Flood Support Services $ 764 $ 22,296 $ (3,829) $ - $ - $ - 653 0000 Environmental Services & Sustainability
4 $ (8,095) $ 155,021 $ (3,076) $ - $ - $ -
1 Includes estimated cost allocation for approved MOU changes and midyear adjustments for internal service funds 2 Includes one-time expenses and transfers to Capital Projects fund, planned uses of fund balance 3 4 Costs in internal service funds are allocated to other funds based on approved cost allocation methodology. 5 Planned use of fund balance to fund planning division positions formerly funded by Measure G (Community Investment Fund).

FY 2024/25

MID-TERM BUDGET PROPOSALS
This fund is currently budgeted at a structural deficit. The rate stabilization fund will be used to cover any deficit and ensure compliance with bond coverage covenants until rates are updated. Rates are expected to be updated in early 2025.
958
Attachment 8
RESOLUTION 24-92

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST SACRAMENTO

ADOPTING THE MIDTERM OPERATIONS AND MAINTENANCE (O&M) AND CAPITAL IMPROVEMENT PROGRAM (CIP) BUDGETS FOR FISCAL YEAR 2024/25 WHEREAS, Municipal Code 2.080.50 requires the City Manager to annually submit a proposed budget to City Council for approval; and
WHEREAS, the City Council adopted Resolution 23-57 on June 28, 2023 approving the biennial O&M and CIP budgets for Fiscal Years 2023/24 and 2024/25; and WHEREAS, midterm appropriation requests have been proposed by staff, confirmed by department heads, and recommended to the City Council by the City Manager; and WHEREAS, the City Council has examined the proposed Midterm Budget, has conferred with the City Manager and appropriate staff, and has deliberated and considered the budget at a public meeting held on July 17, 2024; and
WHEREAS, the City Council has considered all information related to this matter, as presented at the public meetings of the City Council identified herein, including any supporting reports by City staff, and any other information provided during public meetings.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of West Sacramento as follows:

1. The City Manager is hereby directed to incorporate any amendments to the Proposed Midterm Budget, as may be made by the City Council during the public meeting on August 21, 2024 as provided in Exhibit “A - “FY 2024/25 Midterm Budget” attached hereto and incorporated herein by reference.

2. The City Council hereby delegates authority to the Finance Director to administratively authorize budgets up to the audited available fund balance for special revenue funds which are funded entirely by donations and/or grant funds.

3. The City Council delegates authority to the City Manager to approve Purchase Orders and Contracts over $50,000 for items included in the midterm budget adopted by City Council.

4. The City Council hereby finds that the facts set forth in the recitals to this resolution are true and correct and establish the factual basis for the City Council’s adoption of this resolution.

5. This Resolution shall take effect immediately upon adoption, unless otherwise noted within the Exhibits to this Resolution.

PASSED AND ADOPTED by the City Council of the City of West Sacramento this 21st day of August 2024, by the following vote:

AYES:

NOES:

ABSENT:

Martha Guerrero, Mayor
ATTEST:

Jennifer Cusmir, City Clerk
959
FY 2024/25 Midterm Budget
Proposed Revenue Adjustments
Revenue Description Fund Adopted Budget Projected
Proposed Increase/
(Decrease)
Property Tax General Fund $ 35,660,161 $ 36,838,044 $ 1,177,883 Sales Tax (Bradley Burns) General Fund $ 25,333,268 $ 26,699,172 $ 1,365,904 Transient Occupancy Tax General Fund $ 2,652,250 $ 2,915,000 $ 262,750 Franchise Fees General Fund $ 1,931,703 $ 2,355,363 $ 423,660 License & Permits General Fund $ 360,150 $ 410,000 $ 49,850 Fines & Forfeitures General Fund $ 181,000 $ 210,000 $ 29,000 Rec Center Pass Fees General Fund $ 565,000 $ 686,385 $ 121,385 Charges for Services General Fund $ 1,260,510 $ 1,456,799 $ 196,289 CIP WO Reimbursement/ICAP General Fund $ 3,869,904 $ 5,975,000 $ 2,105,096 Other Revenues General Fund $ 339,000 $ 800,000 $ 461,000 General Fund Total $ 6,192,817
Sales Tax (TUT) Measure K Fund $ 5,402,066 $ 5,221,500 $ (180,566) Sales Tax (TUT) Measure V Fund $ 5,402,066 $ 5,221,500 $ (180,566) Sales Tax (TUT) Measure E Fund $ 5,337,155 $ 5,222,000 $ (115,155) Sales Tax (TUT) Measure N Fund $ 5,699,300 $ 5,222,000 $ (477,300) Charges for Service Discovery Preschool $ 113,000 $ 137,000 $ 24,000 Contributions from Port Stone Lock Maintenance $ - $ 25,000 $ 25,000 Other Funds Total $ (904,587)
NET REVENUE ADJUSTMENT ( ALL FUNDS) $ 5,288,230
EXHIBIT A to RESOLUTION 24-92
960
ID # Description Department FTE Funding Source Cost
Center

ONE-TIME ONGOING
3 $ 10,000 $ 514,022
388 Financial Specialist Police 1 General Fund 101-9110 5,000 143,061 641 Administrative Analyst Parks & Recreation 1 General Fund 101-9500 5,000 145,000 652 Community Investment Principal Planner Economic Development & Housing 1 Measure G Fund 106-9020 - 225,961 $ - $ 41,550
577 EOC Coordinator Additional Hours Fire N/A General Fund 101-9150 - 17,550 646 Part-Time Intern GIS Support Capital Projects N/A General Fund 101-9651 - 24,000 - $ - $ 17,404
1 ADD Human Resources Supervisor City Manager's Office 1 General Support Services Fund 104-9024 - 198,887 1 DELETE Senior Human Resources Analyst City Manager's Office -1 General Support Services Fund 104-9024 - (191,051) 2 ADD Home Run Manager City Manager's Office 1 Measure E - Home Run 110-9017 - 244,478 2 DELETE Business Manager City Manager's Office -1 Measure E - Home Run 110-9017 - (234,910) - $ - $ (80,191)
3 ADD Progam Manager City Manager's Office 0.5 Port 516-9700 - - 3 DELETE Program Manager City Manager's Office -0.5 General Support Services Fund 104-9016 - (80,191) 4 ADD Administrative Analyst City Manager's Office 0.5 General Support Services Fund 104-9016 - 88,258 4 DELETE Administrative Analyst City Manager's Office -0.5 Measure E - Other 110-9016 - (88,258) 3 MIDTERM PROPOSED $ 10,000 $ 492,785
1 GENERAL FUND IMPACT $ 10,000 $ 329,611
Position Funding Changes
New Positions
Extra Help/Part Time Staffing
Reclassifications
FY 2024/25 Midterm Budget
Proposed Position Changes
EXHIBIT A to RESOLUTION 24-92
961
ID # Project Title Funding Source FY 2024/25
ECONOMIC DEVELOPMENT $ 93,000
11026 Grand Gateway Master Plan Update Grants | State (7,000) 11026 Grand Gateway Master Plan Update Gen C.I. Spec Tax (Measure G) 100,000 MUNICIPAL FACILITIES $ 3,575,000
01280 ADA Transition Plan Update General Facilities Fund 500,000 01284 Storage Lockers for Firefighter PPE One Time General Fund 75,000 01289 Fire Station 45 Water Heater Upgrade General Facilities Fund 100,000 01290 Community Center HVAC Replacement One Time General Fund 1,000,000 01290 Community Center HVAC Replacement General Facilities Fund 1,500,000 51041 Fire Station Emergency Alert Systems One Time General Fund 300,000 51042 Fire Station 44 Facility Repairs General Facilities Fund 100,000 PARK PROJECTS $ 1,228,620
01285 Alyce Norman Park - Backstop Replacement Project Measure N - Community Investment 156,000 01292 Acquisition of ROW for Future Park Facilities Gen C.I. Spec Tax (Measure G) 1,000,000 01293 Alyce Norman Playfield Conversion Project Measure N - Community Investment 72,620 TRANSPORTATION|BIKE, PEDESTRIAN, TRAIL FACILITIES $ 2,797,877 01141 Bike/Ped/Trails Master Plan Update 2025 Traffic Improvement Fund (TIF) 40,145 01141 Bike/Ped/Trails Master Plan Update 2025 Grants | State 309,855 01252 Clarksburg Branch Line Extension - South City Limit to Clarksburg Measure E Funds - Bikes/Peds/Trails 142,925 01252 Clarksburg Branch Line Extension - South City Limit to Clarksburg Grants | State & Other Agencies 1,974,952 01282 Park Blvd Class 2 Bicycle Lane and Crosswalk Restriping Project One Time General Fund 180,000 14027 Sycamore Trail Phase 3 Measure N - Community Investment 150,000 TRANSPORTATION | STREET RECONSTRUCTION $ 3,620,000
01281 Non-Arterial Street Pavement Rehabilitation/Construction Program Measure N - Community Investment 1,000,000 15042 State Streets Pavement Rehabilitation Project One Time General Fund 2,620,000 17025 On-Call Arterial Street Pavement Repair Measure K Fund - Roads (250,000) 17025 On-Call Arterial Street Pavement Repair One Time General Fund 250,000 TRANSPORTATION|OTHER $ 10,872,828
01232 Sycamore Phase IV & V (PA&ED) Grants | Federal 850,000 01253 US 50 Community Connectivity Project Grants | Federal 2,500,000 01283 Stone Blvd Extension Project Gen C.I. Spec Tax (Measure G) 1,100,000 10033 C Street/Railyards Bridge - Final Design & ROW Phases Enhanced Infrastructure Financing District 4,487,828 10048 Sacramento Avenue Complete Streets Corridor Improvement Plan Measure N Funds - Inclusive Economic Development 25,000 11041 Enterprise Blvd. Corridor & Bridge Crossing (PA&ED Phase Only) Gen C.I. Spec Tax (Measure G) 1,620,000 12023 6th St & Cummins Wy Traffic Safety Project Measure E Funds - Roads 40,000 12024 Traffic Signal Centracs Controller Phase 2 Interconnect Construction One Time General Fund 250,000 16011 Targeted Traffic Operations Improvements One Time General Fund 250,000 16011 Targeted Traffic Operations Improvements Road Fund - Gas Tax (250,000) PUBLIC SAFETY INFRASTRUCTURE & SECURITY $ 390,000
01288 Public Safety Technology Master Plan Development One Time General Fund 390,000 WATER & SEWER PROJECTS $ 4,250,000
01189 Jefferson Blvd Sewer Rehabilitation Project Sewer Impact Fee 500,000 01190 Park Blvd Sewer Rehabilitation Project Sewer Impact Fee 250,000 01236 Central Water Tank Rehabilitation/Recoating Water Impact Fee Fund 3,000,000 01237 Water Pump Stations Pump & Motor Evaluation & Rehabilitation Water Impact Fee Fund 500,000 Total Capital Project Requests $ 26,827,325
FY 2024/25 Midterm Budget
CIP by Category
EXHIBIT A to RESOLUTION 24-92
962
DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOING
PERSONNEL RELATED $ 440,000 $ 727,553
382 Increased Travel/Training Budgets - Capital Projects Department Capital Projects General Fund - 11,750 539 Health and Wellness Screenings for Firefighting Personnel Fire General Fund - 60,000 585 Lateral Hiring Incentives Pilot Program Police General Fund 240,000 - 605 Professional Development Budget Parks & Recreation General Fund - 7,965 645 Downpayment Assistance for WSPD Officers City Manager's Office General Fund 200,000 - 650 City Council Compensation City Manager's Office General Support Services - 66,500 5 OPEB - Eliminate ADC Contribution Finance Department Various - (845,994) 6 OPEB - Eliminate Reimbursement from Trust Finance Department Various - 1,827,332 8 Payroll Reimbursement Offset General Fund General Fund - (400,000) TECHNOLOGY & SOFTWARE $ 81,918 $ 495,097
422 Police Department Specialized Software Police General Fund - 28,000 563 LPR and Camera Technology Program O&M Fund Police General Fund - 60,000 588 Security Information and Event Management (SIEM) City Manager's Office General Support Services - 41,400 607 Rec Center Registration Software Parks & Recreation General Fund 4,000 14,950 612 Virtual Server and Network Infrastructure City Manager's Office General Support Services 64,128 189,132 616 Disaster Recovery as a Service City Manager's Office General Support Services 2,300 17,400 623 Translation Software City Manager's Office General Support Services - 6,000 628 CityRover Software Public Works Road Fund - Gas Tax - 4,266 632 Parks and Recreation Tablet Purchase City Manager's Office General Fund/ Tree Mitigation Fund 11,490 450 634 Accela Cloud Migration City Manager's Office Technology Fee Fund - 85,956 640 Verizon Fleetmatics Public Works Various - 21,383
649 SCADA Tower Transmitter Lease Public Works Water Enterprise Fund - 26,160 VEHICLES & EQUIPMENT $ 1,604,582 $ 168,000
525 CFD Vehicle Purchase Parks & Recreation CFD Funds 95,082 - 570 Unmanned Aircraft System (UAS) Replacement Police General Fund 55,000 11,000 581 Replacement of obsolete emergency fire department radios Fire General Fund 217,500 - 584 Replacement of obsolete SCBA air fill station at FS41 and critical upgrade of SCBA fill equipment
Fire General Fund 60,000 -
589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 7,000 590 New Fire Type I Pumper Fire General Fund - 150,000
FY 2024/25 Midterm Budget
O&M by Category
EXHIBIT A to RESOLUTION 24-92
963
DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOING
593 Community Center - Black Box Theater Lightboard Replacement Parks & Recreation General Fund 15,000 - 614 Trucks for Capital Projects Capital Projects General Fund 120,000 - 629 City Hall HVAC Rental Public Works General Support Services 160,000 - 636 Electrical Technician Vehicle Replacement Public Works Sewer Enterprise Fund 132,000 - 647 HydroExcavator Truck Public Works Water Enterprise Fund 750,000 - DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOING
SUPPLIES & SERVICES $ 1,290,053 $ 561,700
528 Urban Forest Revival and Preservation Parks & Recreation Tree Mitigation Fund 65,000 - 578 Real Property Division Capital Projects General Support Services, Measure G Fund 70,000 384,300 589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 22,500 594 Steam Cleaning Services – CAM and City Hall Parks & Recreation General Fund/Reimbursed - 18,000 603 Public Boat Dock - Derelict Vessel Removal Parks & Recreation General Fund 50,000 - 610 After Hours Records Support Police General Fund - 27,673 611 GIS Master Plan City Manager's Office General Support Services 75,000 - 613 Capital Projects Social Equity Training Capital Projects General Fund 40,000 - 615 WM Performance Review Consultant RFP Community Development Refuse Fund/Offset by Revenues - - 619 Increased Legal Fees Economic Development & Housing Parking Fund 100,000 - 620 POLITICO Pro Subscription City Manager's Office General Support Services - 1,200 621 Additional Funding for WS Home Run Paid Internship Program City Manager's Office Measure E - Home Run 116,014 - 626 Fire Plan Review Backup Fire General Fund - 30,000
627 Parks Sign Purchase Parks & Recreation Measure N - Community Investment 10,000 - 631 Citywide Arts Master Plan City Manager's Office General Fund 150,000 - 637 Verizon Service Cost Increase Public Works Various - 15,207 639 USDA APHIS Wildlife Services City Manager's Office General Fund - 5,000 642 Painting Exterior of Apparatus Bay at FIre Station 42 Fire General Fund 22,000 - 644 Animal Services Budget City Manager's Office General Fund - 9,820 651 Contract Renewal Shortfall (Storm Water MS4) Community Development General Budget Stabilization Fund - 10,000 653 Development Review Process Evaluation and Innovation Plan Community Development Community Development 100,000 - 655 Southport Levee Trailhead Septic Pumping Service Parks & Recreation Measure E - Trails - 20,000 657 FY 2024/25 EIFD O&M Budget City Manager's Office Enhanced Infrastructure Financing District 292,039 18,000 658 IFD Judicial Validation, TI Report for Bonds City Manager's Office Bridge District IFD 200,000 - OTHER 115,000 327,067
474 Temporary Records Storage City Manager's Office General Support Services - 4,000 FY 2024/25 Midterm Budget
O&M by Category
EXHIBIT A to RESOLUTION 24-92
964
DP # TITLE DEPARTMENT FUNDING SOURCE ONE-TIME ONGOING
582 Yolo County Homeless Coordination Project - Supplemental Request Economic Development & Housing Measure E - Homelessness - 30,000 589 Annex Operating Expenses Reconciliation Economic Development & Housing Measure G Fund - 10,500 592 Discovery Preschool Subsidy (One-Time and Ongoing) Parks & Recreation Measure E - Home Run 115,000 75,000 643 Risk Management Premiums Increase City Manager's Office General Support Services - 237,823 648 Sacramento River Joint Water Source Water Protection Program Public Works Water Enterprise Fund - 4,200 654 Landfill Costs Public Works Water Enterprise Fund - 10,000 656 Pass Through Funds for WM Smart Truck Program Community Development Refuse Fund/ Offset by Revenues - - 7 Budget Balancing Reductions in CFD Cost Centers Parks & Recreation CFD Funds - (44,456) TOTAL O&M REQUESTS 3,531,553 2,279,417
FY 2024/25 Midterm Budget
O&M by Category
EXHIBIT A to RESOLUTION 24-92
965
ATTACHMENT 9
ORDINANCE 24-10

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF WEST SACRAMENTO AMENDING CHAPTER 2.04 OF THE CITY OF WEST SACRAMENTO MUNICIPAL CODE TO

ADJUST THE CITY COUNCIL COMPENSATION LEVEL
The City Council of the City of West Sacramento does ordain as follows:

Section 1. Purpose. The purpose of this Ordinance is to Amend Title 2 (Administration and Personnel) of the Municipal Code to adjust the City Council Compensation level.

Section 2. Authority. The City Council enacts this Ordinance in accordance with the authority granted to cities by California Government Code Section 36516.

Section 3. Amendment. The following section of the West Sacramento Municipal Code is hereby amended to read as follows:

2.04.080 Compensation.

In accordance with the provisions of Section 36516 of the Government Code, the compensation of the mayor and of the members of the city council shall be one thousand and six hundred dollars per month, each, payable monthly.

Section 5. Effective Date and Publication. This Ordinance shall take effect 30 days following City Council Adoption.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of West Sacramento on this 21st day of August, 2024, by the following vote:

AYES:

NOES:

ABSENT:
_________________
Martha Guerrero, Mayor
ATTEST: Approved as to form:
_____________________________ _____________________________ Jennifer Cusmir, City Clerk Jeffrey Mitchell, City Attorney CODIFY X__ UNCODIFY ____
966
Authorized Position List 2024/2025
Cover Page
Approved: 8/21/2024
Effective: 7/1/2024
City of West Sacramento
Authorized Position List
Fiscal Year 2024 / 2025
Total Authorized Positions:
430.55
967
Authorized Position List 2024/2025
Capital Projects
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
101-9653Engineering101-9654Inspection Engineering
101-9651Engineering Administration101-9652Facilities Development104-9657 Real Property Management Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 1 1
CAPITAL IMPROVEMENT MANAGER 0.25 0.5 0.25 1
CONSTRUCTION & FACILITIES DEVELOPMENT MANAGER 0.5 0.5 1 CONSTRUCTION ADMINISTRATION SPECIALIST 0.5 0.5 1
CONSTRUCTION INSPECTION MANAGER 1 1
CONSTRUCTION INSPECTOR I/II/III 5 5
DIRECTOR OF CAPITAL PROJECTS 1 1
ENGINEER SERIES (ASSISTANT/ASSOCIATE/SENIOR) 7 7
ENGINEERING TECHNICIAN I/II/III 2 2
ENGINEERING/GIS TECHNICIAN 1 1
FINANCIAL SPECIALIST 1 1
INFORMATION TECHNOLOGY SPECIALIST I/II 1 1
PRINCIPAL ENGINEER 1 1
PROGRAM MANAGER/SENIOR 1 1
PROJECT MANAGER I/II/SENIOR 5 5
Grand Total 9.25 7 6.5 6.25 1 30.00
968
Authorized Position List 2024/2025
City Manager's Office
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
104-9016City Manager's Office104-9022City Clerk104-9024Human Resources104-9026Community Relations104-9034Information Technology106-9020Economic Development110-9017Kids Home Run Initiative110-9018Smart City Initiatives516-9700Port Administration652-9040Flood Protection 104-9021Government
Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 1 1 2
ADMINISTRATIVE CLERK I/II/III 1 1
ASSISTANT CITY MANAGER 0.82 0.08 0.1 1
CITY CLERK 1 1
CITY MANAGER 0.55 0.2 0.25 1
DATA SERVICES MANAGER 0.5 0.5 1
DEPUTY CITY CLERK I/II/SENIOR 1.925 0.075 2
DEPUTY CITY MANAGER/DIRECTOR OF INNOVATION & TECHNOLOGY 0.34 0.33 0.33 1 ENGINEER SERIES (ASSISTANT/ASSOCIATE/SENIOR) 1 1
EXECUTIVE ASSISTANT TO THE CITY MANAGER 0.75 0.05 0.2 1 FLOOD GENERAL MANAGER* 1 1
FLOOD PROTECTION MANAGER 1 1
FLOOD PROTECTION PLANNER 1 1
HOME RUN MANAGER 1 1
HUMAN RESOURCES & PAYROLL TECHNICIAN I/II 4 4
HUMAN RESOURCES MANAGER 1 1
HUMAN RESOURCES SUPERVISOR 1 1
INFORMATION TECHNOLOGY BUSINESS SERVICES MANAGER 1 1
INFORMATION TECHNOLOGY OPERATIONS MANAGER 1 1
INFORMATION TECHNOLOGY SPECIALIST I/II 5 5
PAYROLL ADMINISTRATOR 1 1
PORT GENERAL MANAGER 1 1
PROGRAM MANAGER/SENIOR 1 1 1 3
PROGRAM TECHNICIAN I/II 1 2 3
PUBLIC INFORMATION OFFICER 1 1
SECRETARY 1 1
TECHNICAL SUPPORT SPECIALIST I/II/III 3 3
Grand Total 3.12 3.925 7 2.34 10.33 0.33 4.5 0.83 2.625 6 1 42.00 *Flood General Manager eliminated effective 1/1/2025.

Note: Flood Division moving to Capital Projects effective 1/1/2025. 969
Authorized Position List 2024/2025
Community Development
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
101-9130Code Enforcement108-9130Code Enforcement650-9310Comm Development Admin.650-9315Building Inspection650-9321Dev/Traffic Engineering 650-9311Planning106-9311Planning653-9661Sustainability 101-9655Transportation and Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 1 3 4
ASSISTANT/ASSOCIATE PLANNER 1 1
BUILDING INSPECTOR I/II/SENIOR 2.5 2.5
CHIEF BUILDING OFFICIAL 1 1
CLERK/SENIOR CLERK 1 1
CODE ENFORCEMENT MANAGER 1 1
CODE ENFORCEMENT OFFICER I/II/SENIOR 3 1 4
DIRECTOR OF COMMUNITY DEVELOPMENT 1 1
ENGINEER SERIES (ASSISTANT/ASSOCIATE/SENIOR)* 3 1 4
ENGINEERING ASSISTANT I/II/III** 1 1
PERMIT SERVICES MANAGER 1 1
PERMIT TECHNICIAN I/II 2.5 0.5 3
PLANNING TECHNICIAN 1 1
PLANS EXAMINER I/II/SENIOR 1.5 1.5
PRINCIPAL ENGINEER 1 1
PRINCIPAL PLANNER 1 1
PROGRAM TECHNICIAN I/II 1 1
SECRETARY 1 1 2
SENIOR PLANNER 2 1 3
SUPERVISING TRANSPORTATION PLANNER 1 1
SUSTAINABILITY MANAGER 1 1
TRANSPORTATION PLANNER SERIES (ASSISTANT/ASSOCIATE/SENIOR) 2 2 Grand Total 5 1 4 8.5 5.5 5 1 5 4 39.00
Note*: 1.0 FTE Engineer Series in 650-9321 may be filled at lower level Engineer Assistant I/II/III or Engineering Technician I/II/III.

Note*: 1.0 FTE Engineer Assistant I/II/III may be filled at lower level Engineering Technician I/II/III. 970
Authorized Position List 2024/2025
Economic Development & Housing
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
106-9020Economic Development219-9328Parking Activities
218-9019Homeless Program
Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 1 1
COMMUNITY INVESTMENT MANAGER 1 1
COMMUNITY INVESTMENT PLANNER SERIES (ASSISTANT/ASSOCIATE) 2 2 COMMUNITY INVESTMENT PRINCIPAL PLANNER 1 1
DIRECTOR OF ECONOMIC DEVELOPMENT & HOUSING 1 1
ECONOMIC DEVELOPMENT MANAGER 1 1
HOUSING MANAGER 1 1
PARKING MANAGER 1 1
PROGRAM MANAGER/SENIOR 2 1 3
PROGRAM TECHNICIAN I/II 1 1
SECRETARY 1 1
Grand Total 10 2 2 14.00
971
Authorized Position List 2024/2025
Finance
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
104-9050Finance Administration104-9051Finance Fiscal Records104-9052Finance Revenue Collections 104-9053 Procurement & Contracting104-9054Budget & Financial Planning Grand Total
ACCOUNTANT I/II/SENIOR 2 2
ACCOUNTING TECHNICIAN I/II/III 2 5 7
ADMINISTRATIVE ANALYST I/II/SENIOR 2 2
ADMINISTRATIVE ASSISTANT 1 1
DIRECTOR OF FINANCE 1 1
FINANCE ANALYST/SENIOR 1 1
FINANCE MANAGER 1 0.2 0.8 2
FINANCE SUPERVISOR 1 1 2
PURCHASING MANAGER 1 1
Grand Total 2 6 6.2 3 1.8 19.00
972
Authorized Position List 2024/2025
Fire
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
101-9153Fire - Hazardous Materials108-9151Fire Operations 101-9150Fire - Administration101-9151Fire - Operations101-9152Fire Prevention Services Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 1 1 2
DEPUTY FIRE CHIEF 1 1
FINANCIAL SPECIALIST 1 1
FIRE BATTALION CHIEF 4 4
FIRE CAPTAIN 16 16
FIRE CHIEF 1 1
FIRE ENGINEER 15 15
FIRE FIGHTER 2 20 22
FIRE INSPECTOR/SENIOR 2 2
FIRE MARSHAL 0.9 0.1 1
PLANS EXAMINER I/II/SENIOR 1 1
Grand Total 3.9 2 4.1 55 1 66.00
973
Authorized Position List 2024/2025
Parks & Recreation
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
101-9500Parks & Recreation Admin101-9510Recreation Activities254-9555Discovery Preschool Program 110-9019Homeless ProgramVarious Community Facilities Districts (CFD)213-9175Landscape & Lighting 108-9515Recreation Center101-9520Parks & Trail Maintenance110-9520Parks & Trail Maintenance Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 2 2
BUSINESS MANAGER 1 1
CHIEF PARKS & GROUNDS WORKER 0.8 3.2 4
DIRECTOR OF PARKS & RECREATION 1 1
GROUNDSKEEPER 1 4 1 6
LANDSCAPE INSPECTOR/SENIOR 0.8 0.2 1
PARKS & GROUNDS WORKER/SENIOR 1 7 8
PARKS OPERATIONS SUPERINTENDENT 1 1
PRESCHOOL SITE SUPERVISOR 0.8 0.8
PRESCHOOL TEACHER 0.75 0.75
PROJECT MANAGER I/II/SENIOR 0.8 0.2 1
RECREATION COORDINATOR 6.56 0.44 7
RECREATION MANAGER 2 2
RECREATION SUPERVISOR I/II 6 6
SECRETARY 1 1
SPECIAL EVENTS SUPERVISOR I/II 1 1
Grand Total 6 14.56 1.55 2 2.4 0.4 0.44 15.2 1 43.55

0.8 FTE Chief Parks & Grounds Worker: Various Community Facilities Districts: 269-9176/5.01%, 269-9177/8.64%, 269-9178/16.51%, 269- 9179/12.64%, 269-9180/3.07%, 269-9181/1.45%, 269-9182/0.41%, 269-9183/7.21%, 269-9184/4.89%, 269-9185/4.63%, 269-9186/3.07%, 269-9188/1.66%, 269-9189/5.48%, 269-9193/2.43%, 269-9194/2.90%

0.8 FTE Project Manager I/II/Senior & Landscape Inspector/Senior: Various Community Facilities Districts: 269-9176/3.46%, 269-9177/9.01%, 269-9178/16.51%, 269-9179/8.01%, 269-9180/3.87%, 269-9181/1.33%, 269-9182/0.64%, 269-9183/13.69%, 269-9184/1.48%, 269- 9185/3.24%, 269-9186/4.04%, 269-9188/3.64%, 269-9189/3.82%, 269-9192/0.71%, 269-9193/2.38%, 269-9194/3.62%, 269-9195/0.55%, 974
Authorized Position List 2024/2025
Police
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
101-9110Police - Administration101-9111Police - Investigations101-9113Police - Patrol101-9116Police - Traffic/ParkingSafety108-9111Police - Investigations 101-9112Police - Records101-9114Police - COS110-9019Homeless Program111-9110Police - Administration111-9113Police - Patrol101-9117Police - C.L.O. Program Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 4 2 6
BUSINESS MANAGER 1 1
CALEA COORDINATOR 1 1
CLERK/SENIOR CLERK 1 1
COMMUNITY SERVICES OFFICER I/II/SENIOR 4 2 6
COURT LIAISON OFFICER 0.5 0.5
COURT LIAISON SPECIALIST 0.5 0.5
CRIME ANALYST I/II/SENIOR 1 1
CRIME SCENE INVESTIGATOR I/II/III 2 2
DEPUTY POLICE CHIEF 1 1
FINANCIAL SPECIALIST 1 1
POLICE CHIEF 1 1
POLICE LIEUTENANT 2 1 2 5
POLICE OFFICER 10 43 3 1 57
POLICE RECORDS SUPERVISOR 1 1
POLICE RECORDS TECHNICIAN I/II/SENIOR 6 6
POLICE SERGEANT 1 1 8 1 2 13
POLICE SERVICES COORDINATOR 1 1
POLICE SUPPORT SERVICES MANAGER 1 1
PROGRAM MANAGER/SENIOR 1 1
PROGRAM TECHNICIAN I/II 1 1
PROPERTY/EVIDENCE TECHNICIAN I/II 2 2
SECRETARY 1 1 1 3
YOUTH COUNSELOR 1 1
Grand Total 14 17 57 4 3 9 4 2 1 2 1 114.00
NOTE: 5.0 FTE Police Officer positions in General Fund 101 designated as unfunded 975
Authorized Position List 2024/2025
Public Works O & M
Approved: 8/21/2024
Effective: 7/1/2024

POSITION
104-9325City Facility Project & Maint108-9205Street Sweeping Maintenance108-9210Road Maintenance201-9205Street Sweeping Maintenance201-9210Road Maintenance215-9230Storm Water Maint-MS4501-9410Sewer Collection506-9610Water Treatment506-9611Water Distribution506-9612Water Backflow Prevention Prg 610-9650Public Works O&M Administration104-9326Fleet Maintenance101-9212Traffic/Transportation Operations218-9019Homeless Program108-9515Recreation Center Grand Total
ADMINISTRATIVE ANALYST I/II/SENIOR 2 2
CHIEF FACILITIES MAINTENANCE WORKER 1 1
CHIEF MAINTENANCE WORKER 1 1 1 3
CHIEF TREATMENT PLANT MECHANIC 0.5 0.5 1
CLERK/SENIOR CLERK 1 1
DIRECTOR OF PUBLIC WORKS OPERATIONS & MAINTENANCE 1 1
ELECTRICAL TECHNICIAN 1 1 2
ENGINEERING ASSISTANT I/II/III* 1 1
EQUIPMENT & FACILITIES SUPERINTENDENT 0.5 0.5 1
EQUIPMENT MECHANIC I/II 3 3
FACILITIES MAINTENTANCE WORKER/AIDE/SENIOR 3 1 4
INSTRUMENTATION TECHNICIAN 1 1
MAINTENANCE WORKER/SENIOR 1 1 1 4 2 7 7 2 25
SECRETARY 1 1
SENIOR WATER TREATMENT PLANT OPERATOR 1 1
STATIONARY ENGINEER 2 1 3
TRAFFIC CONTROL & LIGHTING TECHNICIAN I/II* 1 1
TREATMENT PLANT MECHANIC I/II 2 1 3
UTILITIES MAINTENANCE SUPERINTENDENT 0.25 0.25 0.25 0.25 1 WATER METER TECHNICIAN 1 1
WATER TREATMENT PLANT OPERATOR APPRENTICE/II/III 5 5
WATER TREATMENT SUPERINTENDENT 1 1
Grand Total 6.5 1 2 1 4.25 2.25 11.75 10.5 9.25 2 5 3.5 2 1 1 63.00 Unfund 1.0 FTE Engineering Assistant I/II/II and Traffic Control & Lighting Technician I/II from 101-9112. 976
Authorized Position List 2024/2025
Summary Amendments
Approved: 8/21/2024
Effective: 7/1/2024
Date Dept Approved By Amendment
7/1/2024 City Manager's Office City Council
Reclassify 1.0 Human Resources Analyst/Senior to 1.0 Human Resources Supervisor in 104-9024. Reclassify 1.0 FTE Business Manager to 1.0 FTE Home Run Manager in 110-9017. Change 0.5 FTE Program Manager/Senior from 104-9016 to 516-9700. Change 0.5 FTE Administrative Analyst I/II/Senior from 110-9016 to 104-9016. Add 1.0 FTE Flood Protection Manager to 652-9040. 7/1/2024 Economic Development & Housing City Council Add 1.0 FTE Community Investment Principal Planner to 106-9020 7/1/2024 Parks & Recreation City Council Add 1.0 Groundskeeper to 101-9520 approved 8/16/2023. Add 1.0 FTE Administrative Analyst I/II/Senior to 101-9500 7/1/2024 Police City Council Add 1.0 Financial Specialist to 101-9110 7/1/2024 Community Development City Council Retitle Traffic/Transportation Division to Transportation & Mobility. Retitle Environmental Services Division to Sustainability. Retitle Environmental Services & Sustainability Manager to Sustainability Manager. 1/1/2025 Capital Projects City Council Eliminate 1.0 FTE Flood General Manager from 652-9040. Flood Division moving from City Manager's Office. 1/1/2025 City Manager's Office City Council Flood Division moving to Capital Projects. 977
Title Page City of West Sacramento
2024/2025 Classification Plan
Approved: 8/21/2024
City of West Sacramento
Salary Schedule
Fiscal Year 2024 / 2025