West Sacramento City Council
October 7, 2026

City Hall, Council Chambers cityofwestsacramento.org
1110 West Capitol Avenue, 2nd Floor
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Telephone: 253-215-8782 or 669-444-9171
Meeting ID: 827 0148 3909
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Viewing Options: The City of West Sacramento provides multiple options for viewing meetings:
• In-Person
• Online via Zoom or YouTube www.youtube.com/@cityofwestsac • Broadcast live on Wave Cable Channel 20 and rerun the next day at 12: 00 p.m. and the following Saturday at 6:00 p.m. 1
Martha Guerrero, Mayor
Verna Sulpizio Hull, Mayor Pro Tem
Quirina Orozco, Councilmember
Norma Alcala, Councilmember
Dawnte Early, Councilmember
Aaron Laurel, City Manager
Jeff Mitchell, City Attorney
AGENDA

REGULAR MEETING OF THE WEST SACRAMENTO CITY COUNCIL AND

WEST SACRAMENTO REDEVELOPMENT SUCCESSOR AGENCY & WEST SACRAMENTO FINANCING

AUTHORITY
OCTOBER 7, 2026
City Council Regular Meeting 7:00 PM

CITY HALL
1110 WEST CAPITOL AVENUE, 2ND FLOOR
I. CALL TO ORDER
II. PLEDGE OF ALLEGIANCE
III. LAND ACKNOWLEDGEMENT
IV. MEETING PROCEDURES
GENERAL ADMINISTRATION FUNCTION – PART I

1. PRESENTATIONS BY THE PUBLIC ON MATTERS NOT ON THE AGENDA WITHIN THE

JURISDICTION OF THE COUNCIL
The Council is prohibited from discussing issues not on the agenda brought to them at this time.

According to State Law (the Brown Act), items must first be noticed on the agenda before any discussion or action.

PRESENTATIONS

2. City Manager's Office
PROCLAMATION RECOGNIZING OCTOBER 28, 2026, AS NATIONAL FIRST RESPONDERS DAY
Recommendation: Staff respectfully recommends that the City Council adopt a proclamation recognizing October 28, 2026, as National First Responders Day.

3. City Manager's Office
PROCLAMATION RECOGNIZING OCTOBER 17 TO OCTOBER 24, 2026, AS CALIFORNIA

FLOOD PREPAREDNESS WEEK
Recommendation: Staff respectfully recommends that the City Council adopt a Proclamation recognizing October 17 to October 24, 2026, as California Flood Preparedness Week.

4. City Manager's Office

PRESENTATION OF PROCLAMATION RECOGNIZING FILIPINO AMERICAN HISTORY MONTH Recommendation: It is respectfully recommended that the City Council approve the proclamation, officially recognizing October 2026 as Filipino American History Month in West Sacramento.

5. City Manager's Office

PROCLAMATION RECOGNIZING NATIONAL BREAST CANCER AWARENESS MONTH AND

THRIVING PINK
Recommendation: Staff respectfully recommend that the City Council adopt a proclamation recognizing October 2026 as National Breast Cancer Awareness Month and honor the organization 2 Thriving Pink for its exceptional support and outreach to breast cancer survivors, including those in the West Sacramento community.

CONSENT AGENDA

6. Capital Projects

CONSIDERATION OF REJECTION OF ALL BIDS FOR THE CORPYARD PHASE II - CONNEX STRUCTURAL ANCHORING & WELDING PROJECT (CIP 51032)
Recommendation: Staff respectfully recommend that the City Council reject all bids (26-065-ITB) for the Corpyard Phase II - Connex Structural Anchoring & Welding Project (CIP 51032).

7. Capital Projects
CONSIDERATION OF ADOPTION OF RESOLUTION 26-90 AMENDING THE CAPITAL IMPROVEMENT PROGRAM BUDGET AND APPROVAL OF CHANGE ORDER 2 TO THE CONSTRUCTION CONTRACT TO KP MARTIN GENERAL ENGINEERING, INC. AND

APPROVAL OF ADDITIONAL CONTINGENCY FOR THE BEES LAKES HABITAT RESTORATION PLAN AND PUBLIC ACCESS IMPROVEMENT PROJECT (CIP 62131)
Recommendation: Staff respectfully recommends that the City Council: 1) Adopt Resolution 26-90 amending the Capital Improvement Program (CIP) budget; 2) Approve Change Order No. 2 to the construction contract with KP Martin General Engineering, Inc. in the amount of $44,982; 3) Approve additional construction contingency for the construction contract with KP Martin General Engineering, Inc. in the amount of $350,000; 4) Delegate authority to the City Manager, or his designee, to execute Change Order No. 2 and execute change orders to the construction contract with KP Martin General Engineering, Inc. within the authorized construction contingency; 5) Authorize the City Manager, or his designee, to execute non-substantive changes or administrative modifications to the construction contract, with approval from the City Attorney; and 6) Authorize the City Manager, or his designee, to execute change orders necessary to adjust the contract time, if required.

8. Capital Projects
CONSIDERATION OF CONTRACT CHANGE ORDER 2 WITH EVT BUILDERS LLC., FOR THE

COMMUNITY CENTER - NORTH AND SOUTH ENTRANCE ENCLOSURE DESIGN AND CONSTRUCTION PROJECT (CIP 60000)
Recommendation: Staff respectfully recommend that the City Council: 1) Approve and authorize the City Manager, or his designee, to execute change order 2 to the Construction Contract with EVT Builders LLC. for the widening of the double egress gates and framework of the south entrances for the Community Center - North and South Entrance Enclosure Design and Construction Project in the amount of $10,000.00; 2) Authorize the City Manager, or his designee, to execute amendments or change orders up to 30% ($3,000) of the contract change order value; 3) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to the construction contract, with approval from the City Attorney; and 4) Authorize the City Manager, or his designee, to execute amendments to extend the term of the contract, if necessary.

9. Capital Projects
CONSIDERATION OF AWARD OF CONTRACT TO ALPHA CM, INC. FOR CONSTRUCTION

MANAGEMENT AND INSPECTION SERVICES OF THE BRYTE PARK MASTER PLAN IMPLEMENTATION PROJECT (CIP 62138)
Recommendation: Staff respectfully recommends that the City Council 1) Award a professional services contract with Alpha CM, Inc. in the amount not to exceed $2,811,622 for the Bryte Park Master Plan (BPMP) Implementation Project (CIP 62138); 2) Authorize the City Manager, or his designee, to execute a contract with Alpha CM, Inc. in the amount of $2,811,622; 3) Authorize the 3 City Manager, or his designee, to make contract amendments up to 15% ($421,743) of the total contract value; 4) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to the contract, with approval from the City Attorney; and 5) Authorize the City Manager, or his designee, to execute amendments to extend the term of the contract, if necessary.

10. Community Development
CONSIDERATION OF SECOND READING AND ADOPTION OF ORDINANCE 26-5 FOR

PROPOSED THIRD AMENDMENT TO THE RIVER PARK DEVELOPMENT AGREEMENT TO

EXTEND THE TERM OF THE AGREEMENT
Recommendation: Staff respectfully recommends that the City Council: 1) Find that the Third Amendment to the River Park Development Agreement is consistent with the General Plan, consistent with the findings of Planning Commission Resolution 26-5PC, and that the action is within the scope of the certified 2008 River Park EIR (SCH #2005062027) and no subsequent or supplemental environmental review is required pursuant to CEQA Guidelines Section 15162; and 2) Waive second reading and adopt Ordinance 26-5 by title and number only, an Ordinance of the City Council of the City of West Sacramento Approving the Third Amendment to the River Park Development Agreement by and between the City of West Sacramento and Sun M Capital, LLC, extending the term of the Development Agreement until October 7, 2027 with an additional extension until December 31, 2027 if the City Manager determines that the following three performance milestones have been met by October 7, 2027: (1) release of the Final EIR, (2) completion of the fiscal analysis, (3) completion of the master plan.

11. Community Development
CONSIDERATION OF RESOLUTION 26-052 APPROVING THE FINAL MAP, SUBDIVISION

IMPROVEMENT AGREEMENT, AND DEVELOPMENT REIMBURSEMENT AGREEMENT FOR RIVER OAKS VILLAGE 1 (SUBDIVISION 5139.1)
Recommendation: Staff respectfully recommend that the City Council: (1) adopt Resolution 26- 052 (Attachment 1) approving the Final Map for River Oaks Village 1 (Subdivision No. 5139.1); (2) approve the associated Subdivision Improvement Agreement; (3) approve a Development Reimbursement Agreement for the project; and (4) authorize the City Manager to execute all agreements listed in the agenda report.

12. Community Development
CONSIDERATION OF RESOLUTION 26-86 ANNOUNCING THE CITY’S INTENT TO ABANDON

A PUBLIC UTILITY EASEMENT AND SANITARY SEWER EASEMENT ON PROPERTY LOCATED AT 817 WEST CAPITOL AVENUE AND SETTING THE DATE AND TIME FOR A

PUBLIC HEARING
Recommendation: Staff respectfully recommend that the City Council adopt Resolution 26-86 declaring the City’s intent to abandon a public utility easement and sanitary sewer easement on property located at 817 West Capitol Avenue and setting a date and time for a public hearing on the proposed abandonment.

13. Community Development
CONSIDERATION OF RESOLUTION 26-78 APPROVING THE APPLICATION FOR CLIMATE BOND GRANT FUNDS FOR URBAN GREENING PROGRAM: WEST SACRAMENTO TREES

FOR TRAILS
Recommendation: Staff respectfully recommends that the Council: 1) Find that the West Sacramento Trees for Trails project is exempt from CEQA analysis under the Class 4 Categorical Exemption, under California Code of Regulations, Title 14, Division 6, Chapter 3, Section 15304 and direct staff to file a Notice of Exemption. 2) Adopt Resolution 26-78 approving the application for climate bond grant funds for Urban Greening Program: West Sacramento Trees for Trails. 4

14. Economic Development & Housing
CONSIDERATION OF RESOLUTION 26-87 AMENDING THE BOOK OF FEES TO UPDATE THE

URBAN INFILL IMPACT FEE REDUCTION PROGRAM CITYWIDE FOR QUALIFIED

AFFORDABLE HOUSING DEVELOPMENTS
Recommendation: It is respectfully recommended that the City Council: 1) Find that, pursuant to Section 15378(b)(4) of the CEQA Guidelines, this is not considered a “project’ and therefore is not subject to CEQA review; 2) Adopt Resolution 26-87 (Attachment 1) approving an adjustment to the Book of Fees to expand the Fee Reduction Program citywide for qualified affordable housing development projects; and 3) Delegate certain authorities to implement the reforms to the City Manager and Finance Director, or designees.

15. Economic Development & Housing
CONSIDERATION OF RESOLUTION NO. 26-57 AUTHORIZING AN APPLICATION AND

EXECUTION OF DOCUMENTS FOR THE HOME INVESTMENT PARTNERSHIPS PROGRAM

FOR THE LAKE WASHINGTON APARTMENTS PROJECT
Recommendation: Staff respectfully recommends that the Council: 1) Adopt Resolution No. 26-57 authorizing the submittal of an application to HCD for HOME Program Income funds, and authorizing the execution of the HOME Standard Agreement and any related documents; 2) Authorize the City Attorney to make non-substantial changes to the Resolution if required by HCD; and 3) Authorize the City Manager, or designee, to execute and deliver any and all documents, do any and all things, and take any and all actions that may be necessary or advisable in order to complete the transactions described in this report and required by HCD.

PUBLIC HEARINGS
NONE.

REGULAR AGENDA

16. Community Development

YOLO COUNTY TRANSPORTATION DISTRICT PRESENTATION ON RECOMMENDATIONS IN

THE SHORT-RANGE TRANSIT PLAN
Recommendation: Staff respectfully recommend that the City Council receive the presentation and provide feedback on Yolo County Transportation District's draft recommendations for the Short-Range Transit Plan.

17. Capital Projects

WORKSHOP AND CONSIDERATION OF ADOPTION OF THE ALYCE NORMAN PARK MASTER PLAN (CIP 62160)
Recommendation: Staff respectfully recommend that the City Council: 1) Find that adoption of the Alyce Norman Park Master Plan is categorically exempt from environmental review under Sections 15262 and 15306 of the California Code of Regulations, Title 14, pursuant to the California Environmental Quality Act; 2) Review the Alyce Norman Park Master Plan final design concept, provide comment and approve; and 3) Initiate the renaming of Alyce Norman Bryte Playfields to “Alyce Norman Park”.

18. City Manager's Office

CONSIDERATION OF UPDATES TO PUBLICLY AVAILABLE PAY SCHEDULE, APPROVAL OF JOB DESCRIPTION AND AUTHORIZED POSITON LIST FOR FISCAL YEAR 2026/2027 AND ADOPT RESOLUTION 26-75 APPROVING RELATED BUDGET ADJUSTMENTS. 5 Recommendation: Staff respectfully recommends that the City Council: 1) Adopt Resolution 26-75 approving the amendment to the Operations & Maintenance budget for FY 2026/27; 2) Approve the amended and updated Authorized Positions List (APL) for Fiscal Year 2026/27; 3) Approve the amended and updated publicly available pay schedule (Classification Plan) for Fiscal Year 2026/27; 4) Approve the Job Description for the Director of Homeless Response & Support position; 5) Approve the Job Description for the Homeless Response Field Supervisor position; 6) Approve the Job Description for the Lead Homeless Response Field Worker; 7) Approve the Job Description for the Homeless Response Field Worker I/II/III; 8) Approve the amended Job Description for the Fleet and Facilities Superintendent; 9) Approve the updated Benefit Summary for Specialists & Professionals; and 10) Approved the updated Benefit Summary for Stationary Engineers, Local 39.

GENERAL ADMINISTRATION FUNCTION – PART II

19. COUNCIL COMMUNICATIONS / REPORTS ON REGIONAL

COMMITTEE/COMMISSION/BOARD ASSIGNMENTS
A list of Council Assignments is available on the City website at https://www.westsac/city-council

20. PART II
A. Council Calendar
B. City Manager Report
C. City Attorney Report
D. Staff Direction from City Council Members
E. Future Agenda Item Requests by Council
F. Adjourn
I, Jennifer Cusmir, City Clerk, declare under penalty of perjury that the foregoing agenda for the October 7, 2026 regular and closed session meetings of the West Sacramento City Council, Redevelopment Successor Agency and Financing Authority was posted October 2, 2026 at the rear entrance at City Hall, 1110 West Capitol Avenue, West Sacramento, CA and was available for public review. __________________________________________
Jennifer Cusmir, City Clerk
6 City Hall, Council Chambers cityofwestsacramento.org
1110 West Capitol Avenue, 2nd Floor
Los documentos se traducen usando software de AI.

La ciudad de West Sacramento da la bienvenida a tu participación.

Las agendas de las reuniones del Ayuntamiento se publican tanto en inglés como en español.

Horario de reuniones: Las reuniones ordinarias del Ayuntamiento se celebran el primer y tercer miércoles de cada mes a las 19:00 horas. Por favor, revise el calendario de reuniones en línea para ver si hay posibles cambios en el calendario.

Comentario presencial sobre los puntos del orden del día: Envía una tarjeta de solicitud de diálogo con el Secretario Municipal antes de que concluya el periodo de comentarios públicos o antes de la conclusión de la presentación del personal sobre el punto que deseas hacer. Cada orador dispone de tres (3) minutos para dirigirse al Consejo, salvo que el alcalde amplíe el tiempo máximo permitido. El periodo de comentarios presenciales concluirá antes de que comience el comentario público virtual. No se escucharán comentarios adicionales en persona sobre un tema tras la conclusión del periodo de comentarios presenciales.

Comentarios públicos remotos sobre los puntos de la agenda: Los miembros del público pueden participar de forma remota vía Zoom, como se indica a continuación. Los oradores que deseen ofrecer comentarios públicos deben levantar la mano virtual cuando el secretario municipal lo solicite. Los miembros del público que participan por teléfono pueden levantar la mano para comentar pulsando *9. Cada orador dispone de tres (3) minutos para dirigirse al Consejo, salvo que el alcalde amplíe el tiempo máximo permitido. El periodo de comentarios a distancia terminará cuando el último altavoz remoto termine de hablar. Participación remota: www.zoom.com / Teléfono: 530-222-1234 o 829-456-9874 ID de la reunión: 123 456 789
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Agendas traducidas: Puede solicitar una o varios puntos traducidos incluidos en el paquete contactando con el Secretario Municipal con 72 horas de antelación a la reunión. Secretario de la Ciudad, 1110 West Capitol Avenue, [email protected]
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con CCW válido), cuchillos, spray de pimienta/gas pimienta, explosivos de cualquier tipo/cualquier arma y/o dispositivos peligrosos de
cualquier tipo, drogas ilegales y alcohol.

Opciones de visualización: La ciudad de West Sacramento ofrece múltiples opciones para las reuniones de visionado:
• Presencial -
• En línea a través de Zoom o YouTube www.youtube.com/@cityofwestsac • Se emite en directo en Wave Cable Canal 20 y se reemite al día siguiente a las 12:00 p.m. y el sábado siguiente a las 6:00 p.m.
7 Martha Guerrero, Mayor
Verna Sulpizio Hull, Mayor Pro Tem
Quirina Orozco, Councilmember
Norma Alcala, Councilmember
Dawnte Early, Councilmember
Aaron Laurel, City Manager
Jeff Mitchell, City Attorney
Para solicitar que se traduzcan más documentos de la agenda al español, por favor envía tu solicitud a la Oficina del Secretario de la Ciudad en [email protected] AGENDA
REUNIÓN ORDINARIA DEL AYUNTAMIENTO DE WEST SACRAMENTO Y AGENCIA SUCESORA DE REURBANIZACIÓN DE WEST SACRAMENTO Y AUTORIDAD DE FINANCIACIÓN DE

WEST SACRAMENTO
OCTOBER 7, 2026
Reunion Ordinaria 7:00 PM

AYUNTAMIENTO
1110 WEST CAPITOL AVENUE, 2ND FLOOR, ROOM 238
I. LLAMADA AL ORDEN
II. JURAMENTO A LA BANDERA
III. RECONOCIMIENTO DE TIERRAS
IV. PROCEDIMIENTOS DE LA REUNIÓN
FUNCIÓN DE ADMINISTRACIÓN GENERAL – PARTE

1. COMENTARIOS PÚBLICOS SOBRE ASUNTOS QUE NO ESTÉN EN LA AGENDA DENTRO DE LA JURISDICCIÓN DEL CONSEJO

PRESENTACIONES

2. Oficina del Gerente de la Ciudad
PROCLAMACIÓN QUE RECONOCE EL 28 DE OCTUBRE DE 2026 COMO EL DÍA NACIONAL

DE LOS PRIMEROS INTERVINIENTES
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento adopte una proclamación reconociendo el 28 de octubre de 2026 como el Día Nacional de los Primeros Respondedores.

3. Oficina del Gerente de la Ciudad
PROCLAMACIÓN QUE RECONOCE DEL 17 AL 24 DE OCTUBRE DE 2026 COMO LA SEMANA DE PREPARACIÓN ANTE INUNDACIONES DE CALIFORNIA
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento adopte una Proclamación que reconozca del 17 al 24 de octubre de 2026 como la Semana de Preparación ante Inundaciones de California.

4. Oficina del Gerente de la Ciudad
PRESENTACIÓN DE LA PROCLAMACIÓN QUE RECONOCE EL MES DE LA HISTORIA

FILIPINOAMERICANA
Recomendación: Se recomienda respetuosamente que el Ayuntamiento apruebe la proclamación, reconociendo oficialmente octubre de 2026 como el Mes de la Historia Filipinoamericana en West Sacramento.

5. Oficina del Gerente de la Ciudad
PROCLAMACIÓN QUE RECONOCE EL MES NACIONAL DE CONCIENCIACIÓN SOBRE EL CÁNCER DE MAMA Y EL ROSA FLORECIDO
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento adopte una proclamación reconociendo octubre de 2026 como el Mes Nacional de Concienciación sobre el Cáncer de Mama y honre a la organización Thriving Pink por su excepcional apoyo y labor de divulgación a las supervivientes de cáncer de mama, incluidas las de la comunidad de West Sacramento.
8 AGENDA DE CONSENTIMIENT

6. Proyectos de Capital
CONSIDERACIÓN DEL RECHAZO DE TODAS LAS OFERTAS PARA LA FASE II DEL CORRAL - PROYECTO CONNEX STRUCTURAL ANCHORING & WELDING (CIP 51032) Recomendación: El personal recomienda respetuosamente que el Ayuntamiento rechace todas las ofertas (26-065-ITB) para el Proyecto de Anclaje y Soldadura Estructural Connex Fase II del Corral (CIP 51032).

7. Proyectos de Capital
CONSIDERACIÓN DE LA ADOPCIÓN DE LA RESOLUCIÓN 26-90 QUE MODIFICA EL PRESUPUESTO DEL PROGRAMA DE MEJORAS DE CAPITAL Y APROBACIÓN DE LA ORDEN DE CAMBIO 2 AL CONTRATO DE CONSTRUCCIÓN A KP MARTIN GENERAL ENGINEERING, INC. Y APROBACIÓN DE UNA CONTINGENCIA ADICIONAL PARA EL PLAN DE RESTAURACIÓN DE HÁBITATS BEES LAKES Y PROYECTO DE MEJORA DEL ACCESO PÚBLICO (CIP 62131)
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: 1) Adopte la Resolución 26-90 que modifica el presupuesto del Programa de Mejoras de Capital (CIP); 2) Apruebe la Orden de Cambio nº 2 al contrato de construcción con KP Martin General Engineering, Inc. por un importe de 44.982 dólares; 3) Aprobar una contingencia adicional de construcción para el contrato de construcción con KP Martin General Engineering, Inc. por un importe de 350.000 dólares; 4) Delegar autoridad al Gerente Municipal, o a su designado, para ejecutar la Orden de Cambio nº 2 y ejecutar órdenes de cambio en el contrato de construcción con KP Martin General Engineering, Inc. dentro de la contingencia autorizada de construcción; 5) Autorizar al Gerente Municipal, o a su designado, a ejecutar cambios no sustantivos o modificaciones administrativas al contrato de construcción, con la aprobación del Abogado de la Ciudad; y 6) Autorizar al Gerente Municipal, o a su designado, a ejecutar órdenes de cambio necesarias para ajustar el plazo del contrato, si es necesario.

8. Proyectos de Capital
CONSIDERACIÓN DE LA ORDEN DE CAMBIO DE CONTRATO 2 CON EVT BUILDERS LLC., PARA EL CENTRO COMUNITARIO - PROYECTO DE DISEÑO Y CONSTRUCCIÓN DE CERCAS DE ENTRADA NORTE Y SUR (CIP 60000)
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: 1) Apruebe y autorice al Gerente Municipal, o a su designado, a ejecutar la orden de cambio 2 al Contrato de Construcción con EVT Builders LLC. para la ampliación de las puertas dobles de salida y la estructura de las entradas sur para el Proyecto de Diseño y Construcción de Recintos de Entradas Norte y Sur del Centro Comunitario por un importe de $10,000.00; 2) Autorizar al Gerente Municipal, o a su designado, a ejecutar enmiendas u órdenes de cambio hasta el 30% ($3,000) del valor de la orden de cambio del contrato; 3) Autorizar al Gerente Municipal, o a su designado, a ejecutar cambios o modificaciones no sustantívias al contrato de construcción, con la aprobación del Abogado de la Ciudad; y 4) Autorizar al Gerente Municipal, o a su designado, a ejecutar enmiendas para extender el plazo del contrato, si es necesario.

9. Proyectos de Capital
CONSIDERACIÓN DE LA ADJUDICACIÓN DEL CONTRATO A ALPHA CM, INC. PARA LOS SERVICIOS DE GESTIÓN E INSPECCIÓN DE LA CONSTRUCCIÓN DEL PROYECTO DE IMPLEMENTACIÓN DEL PLAN MAESTRO DE BRYTE PARK (CIP 62138) Recomendación: El personal recomienda respetuosamente que el Ayuntamiento 1) Adjudice un contrato de servicios profesionales con Alpha CM, Inc. por un importe no superior a 2.811.622 dólares para el Proyecto de Implementación del Plan Maestro de Bryte Park (BPMP) (CIP 62138); 2) Autorice al Gerente Municipal, o a su representado, a ejecutar un contrato con Alpha CM, Inc. por un importe de 2.811.622 dólares; 3) Autorizar al Gerente Municipal, o a su representante, a realizar enmiendas contractuales de hasta el 15% (421.743 dólares) del valor total del contrato; 4) Autorizar al Gerente Municipal, o a su representado, a ejecutar cambios o modificaciones no sustantivas al contrato, con la aprobación del Abogado de la Ciudad; y 5) Autorizar al Gerente 9 Municipal, o a su representado, a ejecutar enmiendas para extender el plazo del contrato, si es necesario.

10. Desarrollo Comunitario
CONSIDERACIÓN DE LA SEGUNDA LECTURA Y ADOPCIÓN DE LA ORDENANZA 26-5 PARA

LA PROPUESTA DE TERCERA ENMIENDA AL ACUERDO DE DESARROLLO DE RIVER PARK

PARA EXTENDER EL PLAZO DEL ACUERDO
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: 1) determine que la Tercera Enmienda al Acuerdo de Desarrollo de River Park es coherente con el Plan General, coherente con las conclusiones de la Resolución 26-5PC de la Comisión de Planificación, y que la acción está dentro del alcance del EIR certificado de River Park de 2008 (SCH #2005062027) y que no se requiere una revisión ambiental posterior o suplementaria conforme a la Sección 15162 de las Directrices CEQA; y 2) Renunciar a la segunda lectura y adoptar la Ordenanza 26-5 solo por título y número, una Ordenanza del Ayuntamiento de la Ciudad de West Sacramento que aprueba la Tercera Enmienda al Acuerdo de Desarrollo de River Park por y entre la ciudad de West Sacramento y Sun M Capital, LLC, extendiendo el plazo del Acuerdo de Desarrollo hasta el 7 de octubre de 2027 con una prórroga adicional hasta el 31 de diciembre de 2027 si el Gerente Municipal determina que los siguientes tres hitos de desempeño se han cumplido antes del 7 de octubre de 2027: (1) publicación del EIR final, (2) finalización del análisis fiscal, (3) finalización del plan maestro.

11. Desarrollo Comunitario
CONSIDERACIÓN DE LA RESOLUCIÓN 26-052 QUE APRUEBA EL MAPA FINAL, EL ACUERDO DE MEJORA DE LA SUBDIVISIÓN Y EL ACUERDO DE REEMBOLSO DE DESARROLLO PARA RIVER OAKS VILLAGE 1 (SUBDIVISIÓN 5139.1) Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: (1) adopte la Resolución 26-052 (Anexo 1) que aprueba el Mapa Final para River Oaks Village 1 (Subdivisión Nº 5139.1); (2) aprobar el Acuerdo de Mejora de Subdivisión asociado; (3) aprobar un Acuerdo de Reembolso de Desarrollo para el proyecto; y (4) autorizar al Gerente Municipal a ejecutar todos los acuerdos listados en el informe de la agenda.

12. Desarrollo Comunitario
CONSIDERACIÓN DE LA RESOLUCIÓN 26-86 QUE ANUNCIA LA INTENCIÓN DE LA CIUDAD DE ABANDONAR UNA SERVIDUMBRE DE SERVICIOS PÚBLICOS Y SERVIDUMBRE DE ALCANTARILLADO SANITARIO EN UNA PROPIEDAD SITUADA EN 817 WEST CAPITOL AVENUE Y FIJA LA FECHA Y HORA PARA UNA AUDIENCIA PÚBLICA Recomendación: El personal recomienda respetuosamente que el Ayuntamiento adopte la Resolución 26-86 declarando la intención de la ciudad de abandonar una servidumbre de servicios públicos y servidumbre de alcantarillado sanitario en una propiedad situada en 817 West Capitol Avenue y fijando fecha y hora para una audiencia pública sobre el abandono propuesto.

13. Desarrollo Comunitario
CONSIDERACIÓN DE LA RESOLUCIÓN 26-78 QUE APRUEBA LA SOLICITUD DE FONDOS DE SUBVENCIÓN POR BONOS CLIMÁTICOS PARA EL PROGRAMA DE ECOLOGISMO URBANO: WEST SACRAMENTO TREES FOR TRAILS
Recomendación: El personal recomienda respetuosamente que el Consejo: 1) determine que el proyecto West Sacramento Trees for Trails está exento del análisis CEQA bajo la Exención Categórica de Clase 4, según el Código de Regulaciones de California, Título 14, División 6, Capítulo 3, Sección 15304 y ordene al personal presentar un Aviso de Exención. 2) Adoptar la Resolución 26-78 que aprueba la solicitud de fondos de subvención de bonos climáticos para el Programa de Reverdización Urbana: West Sacramento Trees for Trails.

14. Desarrollo económico y vivienda
CONSIDERACIÓN DE LA RESOLUCIÓN 26-87 QUE MODIFICA EL LIBRO DE TASAS PARA ACTUALIZAR EL PROGRAMA DE REDUCCIÓN DE TASAS DE IMPACTO POR RELLENO

URBANO EN TODA LA CIUDAD PARA DESARROLLOS DE VIVIENDA ASEQUIBLE

CUALIFICADOS
10 Recomendación: Se recomienda respetuosamente que el Ayuntamiento: 1) Determine que, conforme a la Sección 15378(b)(4) de las Directrices de CEQA, esto no se considera un "proyecto" y, por tanto, no está sujeto a revisión de CEQA; 2) Adopte la Resolución 26-87 (Anexo 1) que apruebe un ajuste al Libro de Tasas para ampliar el Programa de Reducción de Tasas a nivel ciudadano para proyectos de desarrollo de vivienda asequible cualificados; y 3) Delegue ciertas autoridades para implementar las reformas al Gerente Municipal y al Director de Finanzas, o a sus designados.

15. Desarrollo económico y vivienda
CONSIDERACIÓN DE LA RESOLUCIÓN Nº 26-57 QUE AUTORIZA LA SOLICITUD Y EJECUCIÓN DE DOCUMENTOS PARA EL PROGRAMA DE ASOCIACIONES DE INVERSIÓN

HIPOTECARIA DEL PROYECTO DE APARTAMENTOS LAKE WASHINGTON Recomendación: El personal recomienda respetuosamente que el Consejo: 1) Adopte la Resolución Nº 26-57 autorizando la presentación de una solicitud al HCD para fondos de ingresos del programa HOME y autorizando la firma del Acuerdo Estándar HOME y cualquier documento relacionado; 2) Autorizar al Fiscal de la Ciudad a realizar cambios no sustanciales en la Resolución si el HCD lo requiere; y 3) Autorizar al Administrador Municipal, o al designado, a ejecutar y entregar todos los documentos, hacer todo lo que sea necesario o recomendable para completar las transacciones descritas en este informe y requeridas por el HCD.

AUDIENCIAS PÚBLICAS
NINGUNA.

AGENDA ORDINARIA

16. Desarrollo Comunitario
PRESENTACIÓN DEL DISTRITO DE TRANSPORTE DEL CONDADO DE YOLO SOBRE LAS

RECOMENDACIONES EN EL PLAN DE TRANSPORTE A CORTO PLAZO
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento reciba la presentación y proporcione su opinión sobre las recomendaciones preliminares del Distrito de Transporte del Condado de Yolo para el Plan de Transporte a Corto Plazo.

17. Proyectos de Capital
TALLER Y CONSIDERACIÓN DE LA ADOPCIÓN DEL PLAN MAESTRO DEL PARQUE ALYCE NORMAN (CIP 62160)
Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: 1) determine que la adopción del Plan Maestro del Parque Alyce Norman está categóricamente exenta de la revisión ambiental bajo las Secciones 15262 y 15306 del Código de Regulaciones de California, Título 14, conforme a la Ley de Calidad Ambiental de California; 2) Revise el concepto final de diseño del Plan Maestro del Parque Alyce Norman, proporcione comentarios y apruebe; y 3) Inicie el cambio de nombre de los campos de juego Alyce Norman Bryte a "Parque Alyce Norman".

18. Oficina del Gerente de la Ciudad
CONSIDERACIÓN DE ACTUALIZACIONES EN LA TABLA SALARIAL PÚBLICA, APROBACIÓN DE LA DESCRIPCIÓN DE PUESTO Y LISTA DE PUESTOS AUTORIZADOS PARA EL AÑO FISCAL 2026/2027 Y ADOPCIÓN DE LA RESOLUCIÓN 26-75 APROBANDO AJUSTES PRESUPUESTARIOS RELACIONADOS.

Recomendación: El personal recomienda respetuosamente que el Ayuntamiento: 1) Adopte la Resolución 26-75 que apruebe la enmienda al presupuesto de Operaciones y Mantenimiento para el año fiscal 2026/27; 2) Apruebe la Lista de Puestos Autorizados (APL) enmendada y actualizada para el Año Fiscal 2026/27; 3) Apruebe el calendario de retribuciones público disponible enmendado y actualizado (Plan de Clasificación) para el Año Fiscal 2026/27; 4) Apruebe la descripción del puesto para el puesto de Director de Respuesta y Apoyo a Personas Sin Hogar; 5) Apruebe la descripción del puesto para el Supervisor de Campo de Respuesta a Personas Sin Hogar; 6) Apruebe la descripción del puesto para el Trabajador de Campo de Respuesta a 11 Personas sin Hogar I/II/III; 8) Apruebe la descripción del puesto modificada para el Superintendente de Flota e Instalaciones; 9) Aprobar el Resumen de Beneficios actualizado para Especialistas y Profesionales; y 10) Aprobar el Resumen actualizado de Beneficios para Ingenieros Estacionarios, Local 39.

FUNCIÓN DE ADMINISTRACIÓN GENERAL – PARTE II

19. COMUNICACIONES DEL CONSEJO / INFORMES SOBRE ASIGNACIONES DE COMITÉS/COMISIONES/JUNTAS REGIONALES
Una lista de asignaciones del Consejo está disponible en la página web de la ciudad en https://www.westsac/city-council

20. PARTE II
A. Calendario del Consejo
B. Informe del Director Municipal
C. Informe del abogado municipal
D. Dirección del personal de los miembros del Ayuntamiento E. Solicitudes de puntos del Orden del Día por parte del Consejo F. Levantamiento de la sesión
Yo, Jennifer Cusmir, Secretaria Municipal, declaro bajo pena de perjurio que la agenda anterior para laOctober 7, 2026 El aviso de las reuniones ordinarias y a puerta cerrada del Concejo Municipal de West Sacramento, de la Agencia Sucesora de Reurbanización y de la Autoridad de Financiamiento se publicó el 2 de octubre de 2026 en la oficina de la Secretaria Municipal, ubicada en 1110 West Capitol Avenue, West Sacramento, CA, y estuvo a disposición del público para su consulta.
_________________________________________________________________________ Jennifer Cusmir, Secretaria Municipal
12 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 2
SUBJECT:

PROCLAMATION OF THE CITY OF WEST SACRAMENTO
RECOGNIZING OCTOBER 28, 2026, AS NATIONAL FIRST RESPONDERS DAY INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff Lanaya Lewis, Public Information Officer City Manager’s Office
[ ] Other
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The objective of this report is to formally recognize the dedication, service, and sacrifices of the City’s first responders who protect and serve the West Sacramento community every day.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council adopt a proclamation recognizing October 28, 2026, as National First Responders Day.

BACKGROUND
First responders play an essential role in maintaining public safety and emergency preparedness in West Sacramento. West Sacramento’s Fire Department provides 24-hour coverage, while the Police Department’s officers, dispatchers, and community service staff work to keep neighborhoods safe and coordinate responses to incidents of all sizes. Working alongside local public safety agencies, the American Medical Response provides emergency services and transportation.

While police, fire, and EMS are often the most recognized first responders, Public Works and Parks and Recreation staff also often provide necessary support to emergency response partners, help protect essential services, and restore them after an emergency.

ANALYSIS
Recognizing National First Responders Day in West Sacramento provides an opportunity to increase public awareness of the critical services first responders provide, including fire suppression, law enforcement, emergency medical care, and disaster response.

Adopting of this proclamation will highlight the City’s commitment to supporting its emergency personnel and fostering community safety and preparedness.

Environmental Considerations
N/A
Commission Recommendation
N/A
Strategic Plan Integration
N/A
Alternatives
N/A
Coordination and Review
N/A
Budget/Cost Impact
N/A

ATTACHMENT
Proclamation
13 PROCLAMATION OF THE CITY OF WEST SACRAMENTO
RECOGNIZING OCTOBER 28, 2026, AS NATIONAL FIRST RESPONDERS DAY WHEREAS, the City of West Sacramento honors and celebrates first responders everywhere as the first line of defense, who serve and protect the public, including firefighters, paramedics, police officers, 911 dispatchers, public works and parks maintenance workers, American Medical Response, and other organizations that support during emergencies; and WHEREAS, the West Sacramento Fire Department maintains five fire stations and operates around the clock to protect life, property, and the environment, while also assisting neighboring jurisdictions in Yolo County and the City of Sacramento through automatic and mutual aid agreements; and
WHEREAS, the West Sacramento Police Department’s officers, dispatchers, and community service staff uphold public safety and emergency response, and coordinate during major incidents; and
WHEREAS, West Sacramento participates in California’s Master Mutual Aid System, ensuring that our police, fire, and emergency personnel can assist other cities and counties during large-scale emergencies, such as wildfires, floods, and disaster recovery operations; and WHEREAS, the City’s Public Works and Parks and Recreation Departments also play a vital role in responding to emergencies by supporting public safety emergency response partners, helping protect essential services, and restoring those services following an emergency; and
WHEREAS, the City of West Sacramento expresses deep gratitude to all first responders who demonstrate commitment and compassion in the face of danger, serving as the foundation of our community’s safety.

NOW, THEREFORE, BE IT PROCLAIMED that the City Council of West Sacramento recognizes October 28, 2026, as National First Responders Day.

PROCLAIMED THIS 7th day of October 2026.

ATTEST:

Martha Guerrero, Mayor Jennifer Cusmir, City Clerk
14 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 3
SUBJECT:

PROCLAMATION RECOGNIZING OCTOBER 17 TO OCTOBER 24, 2026,

AS CALIFORNIA FLOOD PREPAREDNESS WEEK
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [ X ] Staff
[ ] Other
Jenn Nguyen, Administrative Analyst II
Capital Projects
ATTACHMENT [ X ] Yes [ ] No [ [ ] Information [ ] Direction [ X ] Action

OBJECTIVE
The purpose of this report is to formally recognize California Flood Preparedness Week from October 17 to October 24 in advance of the 2026/27 winter season.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council adopt a Proclamation recognizing October 17 to October 24, 2026, as California Flood Preparedness Week.

BACKGROUND
Winter storms can lead to flooding conditions in many areas of California, including West Sacramento. Last year brought near normal rain with a handful of atmospheric rivers. This year, the weather forecast predicts a super El Niño year, bringing higher than normal precipitation to California and possibly the Sacramento Valley. There is a high probability of individual, intense atmospheric river events, which could increase flow rates in the Sacramento River and the Yolo and Sacramento Bypasses as well as stormwater runoff, which adds pressure to internal drainage systems.

Because of the risk of flooding, it is important for Californians and West Sacramentans to evaluate their flood risk, prepare and practice response plans, and learn from past high-water events.

ANALYSIS
The City of West Sacramento has participated in Flood Preparedness Week for many years. Annually, the City conducts emergency exercises related to potential flood events, which includes coordination across all City departments, as well as with Yolo County and the State of California. Many City Council members have visited West Sacramento elementary schools during flood preparedness week to encourage students and their families to Plan, Pack, and Protect against flooding.

Adoption of this proclamation signifies the City’s commitment to flood protection, strengthening the levees that protect the city, and working with state and federal partners to keep West Sacramento residents and property owners safe during high water events. The City recognizes Flood Preparedness Week this next week in October as the beginning of the flood season and the importance of being prepared during periods of high precipitation.

Environmental Considerations
Not Applicable
Commission Recommendation
Not Applicable
Strategic Plan Integration
Adoption of this proclamation underscores the City’s commitment to flood protection and preparedness, including the Strategic Plan item “Flood Protection Construction”.

Alternatives
Not Applicable
Coordination and Review
Not Applicable
15 2026 Flood Preparedness Week Proclamation
October 7, 2026

Budget/Cost Impact
Not Applicable

ATTACHMENT
1) Proclamation
16 PROCLAMATION OF THE WEST SACRAMENTO CITY COUNCIL RECOGNIZING OCTOBER 17 TO 24, 2026, AS CALIFORNIA FLOOD PREPAREDNESS WEEK WHEREAS, the City of West Sacramento is protected by 50 miles of levee, and City leaders recognize the significant public safety threat that flooding poses to its residents, assets, and economy of the City; and
WHEREAS, the City of West Sacramento and the West Sacramento Area Flood Control Agency consider flood protection a top priority and have worked diligently to improve the levee system that protects the City; and
WHEREAS, the West Sacramento Area Flood Control Agency completed construction of the 5.6-mile Southport Levee Improvement Project in 2019 and design of the Yolo Bypass East Levee South and North Projects in 2021 in advance of federal funding; and WHEREAS, the West Sacramento Project received a New Start designation in 2022 and the US Army Corps of Engineers received federal appropriations for $25.4 million in 2022, $72.3 million in 2023, and $52.8 million in 2024 to design and construct further levee improvements; and
WHEREAS, the Arms Corps of Engineers awarded a contract and completed construction of the Yolo Bypass East Levee South Project in 2023; and WHEREAS, the Army Corps of Engineers awarded a contract and completed construction of the Yolo Bypass East Levee North Project in 2024; and WHEREAS, the Army Corps of Engineers is presently in design for portions of the Sacramento River North Levee, Stone Lock, and Yolo Bypass East Levee South projects; and WHEREAS, without these substantial improvements to West Sacramento levees, area properties could suffer billions of dollars in structural and land damages if the City were to experience a large-scale flooding event; and
WHEREAS, during California Flood Preparedness Week, local, state, and Federal agencies across the state work together to inform the public about the dangers of flooding, how to prepare their homes and families for a flood, and plan for recovery; and NOW, THEREFORE, BE IT PROCLAIMED that the City Council of the City of West Sacramento declares October 17 to 24, 2026 as California Flood Preparedness Week, and resolve to support increased public awareness about the threat of flooding and encourages all residents to take action to be prepared.

Proclaimed this 7th day of October 2026.

ATTEST:

Martha Guerrero, Mayor Jennifer Cusmir, City Clerk
17 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 4
SUBJECT:

PRESENTATION OF PROCLAMATION RECOGNIZING FILIPINO AMERICAN

HISTORY MONTH
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Lanaya Lewis, Public Information Officer
City Manager’s Office
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The purpose of this staff report is to request the City Council’s approval to recognize October 2026 as Filipino American History Month in West Sacramento.

RECOMMENDED ACTION
It is respectfully recommended that the City Council approve the proclamation, officially recognizing October 2026 as Filipino American History Month in West Sacramento.

BACKGROUND
Since 2009, Filipino American History Month has been celebrated across the United States each October to honor the arrival of Filipino immigrants and their substantial contributions to the nation. The Filipino American community in West Sacramento has established a strong presence through business ownership, culinary contributions, educational involvement, civic leadership, and various other fields. This proclamation acknowledges these invaluable contributions and celebrates the cultural heritage, traditions, and achievements that have influenced and enhanced our city.

ANALYSIS
By officially recognizing Filipino American History Month, West Sacramento celebrates the unique heritage of Filipino Americans and affirms its commitment to honoring all community members’ contributions. Additionally, this proclamation serves as an invitation for residents to learn more about Filipino American history and participate in events that celebrate Filipino culture.

Environmental Considerations
N/A
Commission Recommendation
N/A
Strategic Plan Integration
This proclamation supports West Sacramento’s commitment to diversity, inclusivity, and economic and cultural vitality.

Alternatives
N/A
Coordination and Review
N/A
Budget/Cost Impact
N/A

ATTACHMENT
Proclamation
18 PROCLAMATION

OF THE WEST SACRAMENTO CITY COUNCIL
RECOGNIZING OCTOBER 2026 AS FILIPINO AMERICAN HISTORY MONTH WHEREAS, Filipino American History Month is celebrated each October to honor the heritage and contributions of Filipino Americans, marking the first documented landing in Morro Bay in 1587 and the founding of the Filipino American National Historical Society in 1982, later recognized by Congress in 2009; and WHEREAS, Filipino Americans have a long-standing history in the United States and California, including many who have helped shape and enrich West Sacramento through their diverse talents, dedication, and innovations; and WHEREAS, we are proud of the Filipino American community in West Sacramento, who have contributed significantly as business owners, educators, doctors, lawyers, civic leaders, and elected officials, supporting our city’s growth, economic vitality, and community spirit; and
WHEREAS, Filipino cultural traditions, from lively festivals to world-renowned cuisine, have introduced and enriched our community with flavors, values, and customs that strengthen our shared experience and understanding; and WHEREAS, the 2026 theme of Filipino American History Month, “Beyond the Margins: Centering Intersectional Filipino American Histories,” recognizes the lived experiences and contributions of Filipino Americans whose stories have been overlooked or underrepresented and provides an opportunity for West Sacramento residents to celebrate Filipino American history and cultural legacy.

NOW, THEREFORE, BE IT PROCLAIMED that the City Council of West Sacramento does hereby proclaim October 2026 as Filipino American History Month in the City of West Sacramento and encourages our community to join in the celebration of Filipino heritage, traditions, and accomplishments.

PROCLAIMED THIS 7th day of October 2026.

ATTEST:

Martha Guerrero, Mayor Jennifer Cusmir, City Clerk
19 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 5
SUBJECT:

PROCLAMATION RECOGNIZING NATIONAL BREAST CANCER AWARENESS

MONTH AND THRIVING PINK
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ X ] Council [ ] Staff
[ ] Other
Lanaya Lewis, Public Information Officer
City Manager’s Office
ATTACHMENT [ X ] Yes [ ] No [ ] Information [ ] Direction [ X ] Action

OBJECTIVE
The purpose of this proclamation is to formally recognize October 2026 as Breast Cancer Awareness month while showing appreciation for the work of non-profit Thriving Pink.

RECOMMENDED ACTION
Staff respectfully recommend that the City Council adopt a proclamation recognizing October 2026 as National Breast Cancer Awareness Month and honor the organization Thriving Pink for its exceptional support and outreach to breast cancer survivors, including those in the West Sacramento community.

BACKGROUND
Breast cancer remains a significant health challenge as it is the most commonly diagnosed cancer among American women. According to the American Cancer Society, approximately 1 in 8 women will be diagnosed with breast cancer in their lifetime, impacting over 4 million women in the United States. National Breast Cancer Awareness Month, observed each October, emphasizes education, early detection, risk reduction, and community support for those affected.

Thriving Pink, a nonprofit organization founded in 2016 in Davis, CA, has been a vital source of support for breast cancer survivors across Yolo County, including West Sacramento. Thriving Pink offers services and programs free of charge, addressing critical needs from the time of diagnosis through survivorship. Programs include Pink Peer mentorship, renewal retreats, wellness and educational workshops, and financial assistance grants for those undergoing treatment. Thriving Pink’s volunteers, consisting of survivors, professionals, and community members, are dedicated to the vision that no one will face breast cancer alone.

ANALYSIS
Adopting this proclamation will underscore the City’s commitment to supporting breast cancer awareness and the vital work of Thriving Pink. By acknowledging the non-profit’s efforts and dedicating October to raising awareness, the City Council will help amplify educational and support resources for breast cancer survivors in West Sacramento.

Environmental Considerations
N/A
Commission Recommendation
N/A
Strategic Plan Integration
N/A
Budget/Cost Impact
N/A

ATTACHMENT

1. Proclamation
20 PROCLAMATION OF THE WEST SACRAMENTO CITY COUNCIL

RECOGNIZING NATIONAL BREAST CANCER AWARENESS MONTH

AND THRIVING PINK
WHEREAS, National Breast Cancer Awareness Month in October is an opportunity to educate and support those affected by one of the most diagnosed cancers among American women. It is estimated that one in eight women will be diagnosed with breast cancer over the course of their lifetime, with over four million women now living in the U.S. with a history of breast cancer; and
WHEREAS, nonprofit organizations like Thriving Pink, established in Davis, CA, in 2016, have a mission to help local breast cancer survivors thrive with a network of support offering all programs and services at no charge to the community; and WHEREAS, Thriving Pink volunteers represent breast cancer survivors, community members, business owners, and health and wellness professionals, who come together to make a difference in the lives of those who are battling this disease; and WHEREAS, Thriving Pink helps the breast cancer community from the time of initial diagnosis and throughout survivorship, providing individual financial grants for immediate and essential needs through Granting Pink & Pink Petals and programs such as Pink Peer mentors for newly diagnosed individuals through Mentoring Pink, supportive services for Spanish speaking patients through their ProsperROSA program, as well as wellness and educational workshops for all; and
WHEREAS, Thriving Pink has expanded outreach to underserved communities throughout Yolo County, including West Sacramento, to meet increased needs with the vision that no one will go through breast cancer alone.

NOW, THEREFORE, BE IT PROCLAIMED that the City Council of the City of West Sacramento does hereby recognize October as Breast Cancer Awareness Month and the outstanding support that Thriving Pink provides to our community throughout the year.

PROCLAIMED THIS 7TH day of October 2026.

ATTEST:

Martha Guerrero, Mayor Jennifer Cusmir, City Clerk
21 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 6
SUBJECT:

CONSIDERATION OF REJECTION OF ALL BIDS FOR THE CORPYARD PHASE II - CONNEX STRUCTURAL ANCHORING & WELDING PROJECT (CIP 51032) INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Mubusi Muhapi, Project Manager II
Capital Projects Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The objective of this report is to provide the City Council with sufficient information to reject all bids (26-065-ITB) for the Corpyard Phase II - Connex Structural Anchoring & Welding Project (CIP 51032).

RECOMMENDED ACTION
Staff respectfully recommends that the City Council reject all bids (26-065-ITB) for the Corpyard Phase II - Connex Structural Anchoring & Welding Project (CIP 51032).

BACKGROUND
In June 2015, the Port of West Sacramento acquired a 12.42-acre parcel located at 4300 West Capitol Avenue for transfer to the City of West Sacramento. The City subsequently purchased the site and officially designated it as the new Corporation Yard.

The Corporation Yard Phase II O&M Transition project (Corpyard Phase II) is now substantially complete and fully operational. As part of this phase, the Public Works Operations Department purchased 14 Connex storage containers, which feature seven (7) shed structures mounted between the units. These containers serve a vital operational role by providing secure storage for specialized tools and equipment, as well as dedicated space for the minor charging of battery-powered equipment.

ANALYSIS
On July 10, 2026, the Capital Projects Department released Invitation to Bid 26-065-ITB for the Corpyard Phase II – Connex Structural Anchoring & Welding Project. The work consists of anchoring 14 Connex containers to the existing cement-treated base (CTB) and hot mix asphalt (HMA) foundation, per engineered drawings.

All bids received exceeded the project's established budget. Staff therefore desire to reject all bids, as authorized under California Public Contract Code Section 22038, which allows an agency to reject any and all bids at its discretion. Staff will then evaluate options to realign the project scope.

The four (4) bid proposals received and publicly opened on July 28, 2026, are as follows:

Table 1. Connex Storage Bid Summary
Rank Contractor Bid Amount

1. North State General Engineering 93,536.00

2. MarTech 201,491.61

3. EVT Builders Inc. 204,000.00

4. DRS Marine, Inc 246,189.00
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).)
22 Authorization to Reject All Bids for the Corpyard Phase II - Connex Structural Anchoring & Welding Project October 7, 2026

Commission Recommendation
N/A.

Strategic Plan Integration
N/A.

Alternatives
The City Council may decide to:
1) Approve the recommended action as described above;
2) Delay the recommended action and direct staff to return with alternative recommendations; or 3) Reject the recommended action or cancel the project.

Staff recommend Alternative 1 as the best way to move forward with the Corpyard Phase II - Connex Structural Anchoring & Welding Project in an efficient, effective, and fiscally responsible manner.

Coordination and Review
This report was prepared by the Capital Projects Department in coordination with the Public Works Department, Finance Department, and City Attorney’s Office.

Budget/Cost Impact
The Corpyard Phase II - Connex Structural Anchoring & Welding Project is part of the Corporation Yard Project Phase II O&M Transition Project, which is fully budgeted in the Water Enterprise Fund (Fund 506), the Sewer Impact Fee Fund (Fund 502), and the One-Time General Fund (Fund 107). The bid rejection requires no budget action.

ATTACHMENT

1. Vicinity Map
23 24

CITY COUNCIL AGENDA REPORT
MEETING DATE: ITEM # 7
SUBJECT:

CONSIDERATION OF ADOPTION OF RESOLUTION 26-90 AMENDING THE CAPITAL IMPROVEMENT PROGRAM BUDGET AND APPROVAL OF CHANGE ORDER 2 TO THE CONSTRUCTION CONTRACT TO KP MARTIN GENERAL ENGINEERING, INC. AND

APPROVAL OF ADDITIONAL CONTINGENCY FOR THE BEES LAKES HABITAT

RESTORATION PLAN AND PUBLIC ACCESS IMPROVEMENT PROJECT
(CIP 62131)
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Megan Gideon, Project Manager II
Capital Projects Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The objective of this report is to provide the City Council with sufficient information to adopt Resolution 26-90, amending the Capital Improvement Program (CIP) Budget; approve Change Order No. 2 to the construction contract with KP Martin General Engineering, Inc.; and approve additional construction contingency for the Bees Lakes Habitat Restoration Plan and Public Access Improvement Project (CIP 62131).

RECOMMENDED ACTION
Staff respectfully recommends that the City Council:
1) Adopt Resolution 26-90 amending the Capital Improvement Program (CIP) budget; 2) Approve Change Order No. 2 to the construction contract with KP Martin General Engineering, Inc. in the amount of $44,982;
3) Approve additional construction contingency for the construction contract with KP Martin General Engineering, Inc. in the amount of $350,000;
4) Delegate authority to the City Manager, or his designee, to execute Change Order No. 2 and execute change orders to the construction contract with KP Martin General Engineering, Inc. within the authorized construction contingency;
5) Authorize the City Manager, or his designee, to execute non-substantive changes or administrative modifications to the construction contract, with approval from the City Attorney; and 6) Authorize the City Manager, or his designee, to execute change orders necessary to adjust the contract time, if required.

BACKGROUND
Bees Lakes is a 24-acre natural habitat area along the Sacramento River in West Sacramento consisting of two hydraulically connected water bodies surrounded by mature riparian habitat. The Bees Lakes Habitat Restoration Plan and Public Access Improvement Project (Project) is a multi-phase effort to restore ecological function, improve water quality, and provide managed public access to the site.

The City, in partnership with the West Sacramento Area Flood Control Agency (WSAFCA), initiated planning efforts for the site in 2017 through funding from the Sacramento-San Joaquin Delta Conservancy. In July 2022, the Delta Conservancy awarded the City approximately $2.37 million to fund design, permitting, environmental coordination, and implementation of the first phase of improvements. Phase 1 includes habitat restoration and invasive species management, installation of floating wetlands and aeration equipment to improve water quality, construction of an Americans with Disabilities Act (ADA) accessible trail and viewing platform, and installation of educational signage and wayfinding elements.

On May 20, 2026, the City Council adopted Resolution 26-50 amending the Capital Improvement Program (CIP) Budget and awarded a construction contract to KP Martin General Engineering, Inc. in the amount of $2,765,518, with authorization for contract amendments up to 15 percent, or $414,827, of the original contract value.

Construction of the Phase 1 improvements began in June 2026 and is currently underway. During construction, additional costs have been identified associated with field conditions, quantity adjustments, and other work necessary to complete the Project. As construction has progressed, the existing project budget and authorized construction contingency have become insufficient to adequately address the known costs and remaining construction risks through project completion.
25 Bees Lakes Habitat Restoration Plan and Public Access Improvements (CIP 62131) October 7, 2026

Staff is therefore requesting additional project funding, approval of Change Order No. 2, and additional construction contingency to provide sufficient budget and contract authority to continue and complete the remaining Project improvements.

ANALYSIS
The Project is currently in the construction phase, and additional costs have been identified as work has progressed. These costs are associated with differing field conditions, quantity adjustments, and design and construction coordination necessary to complete the Phase 1 improvements. The existing construction contingency and available project funding are no longer sufficient to address known costs and remaining construction risks through completion.

During construction of the viewing platform foundation, subsurface conditions required revisions to the pile installation method. Change Order No. 2 (Attachment 2), provides for the additional equipment, materials, and labor necessary to complete the revised pile installation.

In addition to construction costs, remaining project expenditures include construction administration, inspection and testing, design and environmental support, regulatory coordination, City staff time and other costs necessary to complete the Project. As a result, the project requires a change order to increase the project budget, and additional contingency funds are recommended to address unforeseen conditions that may arise during the remainder of construction.

Environmental Considerations
The Bees Lakes Habitat Restoration Plan and Public Access Improvements Initial Study/Mitigated Negative Declaration and Mitigation Monitoring and Reporting Plan was adopted by the City Council on January 20, 2021.

Additional environmental work, including Section 106 and Section 7 consultations will be completed as part of the project. No new significant impacts or substantial increases in severity of previously identified impacts have been identified.

Commission Recommendation
Over the past several years, the Parks, Recreation and Intergenerational Services Commission has provided feedback and hosted public workshops related to the project. The commission has been supportive of all work completed to date, as well as the City’s efforts to secure grant funding to advance improvements.

Strategic Plan Integration
The Bees Lakes Habitat Restoration Plan and Public Access Improvements aligns with the 2024 Strategic Plan priority: Parks and Open Space – Provide Diverse Options for Outdoor Recreation and Community with Nature at Any Age.

Alternatives
The Council’s primary alternatives are summarized below:
1) Approve the recommended actions as described above in this report. 2) Reject the recommended actions, or direct staff to alter the recommended actions. 3) Defer or cancel the project.

Staff recommends that the Council proceed with Alternative 1, as the Bees Lakes Habitat Restoration Plan and Public Access Improvement Project is currently under construction, and approval of the recommended actions will provide the funding and contract authority necessary to continue construction and complete the Phase 1 improvements.

Alternative 2 is not recommended because rejecting or modifying the recommended actions could delay construction, increase project costs, and impact the City's ability to meet grant and regulatory requirements.

Delays could also affect environmental work windows and the overall project schedule.

Alternative 3 is not recommended because deferring or cancelling the Project at this stage would leave the Phase 1 improvements incomplete and could jeopardize grant funding already awarded and expended on the Project.

It would also prevent completion of the planned habitat restoration, water quality, and public access improvements at Bees Lakes.
26 Bees Lakes Habitat Restoration Plan and Public Access Improvements (CIP 62131) October 07, 2026

Coordination and Review
This report was prepared by the Capital Projects Department in coordination with, and reviewed by, the Parks and Recreation Department, the City Manager’s Office, and the Finance Department.

Budget/Cost Impact
The Bees Lakes Habitat Restoration and Public Access Project (CIP 62131) is included in the City’s current Capital Improvement Program (CIP) and is currently under construction. The Project has approximately $606,000 in available funding; however, based on current construction costs, anticipated contract changes, remaining consultant and inspection services, staff time, and construction contingency, additional funding is needed to complete the Project.

Staff is requesting approval of Change Order No. 2 to the construction contract with KP Martin General Engineering, Inc. in the amount of $44,982 and an additional appropriation of $800,000 to provide sufficient funding for the remaining Project costs and construction contingency through completion.

The additional $800,000 appropriation is proposed to be funded through a transfer from the Park Improvement Fund (Fund 211). Table 1 summarizes the current and anticipated Project expenses.

Table 1. Current Project Expenses (CIP 62131)
Phase / Item Amount
Construction Phase
KP Martin General Engineering, Inc. – Construction Contract $2,766,000 Change Order 1 $405,362
Change Order 2 $44,982
Construction Contract Contingency $350,000
Design and Environmental Services $236,000
Permits, Fees, Legal and Other Project Costs $75,000
Labor Compliance, Inspection and Testing $52,000
Other Contract Contingencies $130,000
Staff Time / ICAP $300,000
Total Project Cost $4,359,000
Current funds allocated to CIP 62131 $3,559,000
Additional Funding Needed $800,000
Table 2. Project Funding Source and Need
Funding Source Amount
Park Improvement Fund (Fund 211-9211) $800,000

ATTACHMENTS

1. Resolution 26-90

2. CPC26-133 KP Martin General Engineering, Inc. Construction Contract Change Order No. 2

3. Vicinity Map
27 Attachment 1
RESOLUTION 26-90

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

APPROVING A CAPITAL IMPROVEMENT PROGRAM (CIP) BUDGET AMENDMENT OF $800,000 FOR THE BEES LAKES HABITAT RESTORATION PLAN AND PUBLIC ACCESS IMPROVEMENT PROJECT (CIP 62131) FOR FISCAL YEAR 2026/27 WHEREAS, Bees Lakes is a 24-acre natural habitat area along the Sacramento River in West Sacramento, consisting of two hydraulically connected water bodies surrounded by a mature riparian forest; and
WHEREAS, the City of West Sacramento is implementing the Bees Lakes Habitat Restoration Plan and Public Access Improvement Project (Project) to improve habitat, water quality, and public access at the Bees Lakes site; and
WHEREAS, the project is included in the City’s Capital Improvement Program and is partially funded through a grant from the Sacramento–San Joaquin Delta Conservancy; and WHEREAS, on May 20, 2026, the City Council adopted Resolution 26-50 approving a Capital Improvement Program budget amendment of $1,558,000 for the Project to provide sufficient funding for construction of the Phase 1 improvements; and WHEREAS, the City Council awarded a construction contract to KP Martin General Engineering, Inc. in the amount of $2,765,518, with an authorized construction contingency of $414,827; and
WHEREAS, during construction, additional costs have been identified associated with quantity adjustments, changed field conditions, design clarifications, and other constructionrelated requirements necessary to complete the Project; and WHEREAS, additional funding is also necessary to provide sufficient budget capacity for remaining construction, inspection and testing, design and environmental support, City staff costs, regulatory coordination, and other Project costs through completion; and WHEREAS, staff is recommending the City Council approve Change Order No. 2 to the construction contract with KP Martin General Engineering, Inc., in the amount of $44,982 for the completion of the project; and
WHEREAS, staff is proposing an additional appropriation of $800,000, to be funded through a transfer from the Park Improvement Fund (211), to complete the Phase 1 improvements; 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; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of West Sacramento as follows:

1. The City Council hereby approves amendments to the Capital Improvement Program (CIP) for the 2026/27 fiscal year as listed below:

SOURCES
$800,000 400-9900-4990/400-62131-4990 Transfer into CIP 62131 $800,000 211-0000-3060 Park Improvement Fund Balance
$800,000 TOTAL SOURCES
28 Resolution 26-50

USES
$800,000 211-9211-5950 Transfer from Park Improvement Fund $800,000 400-9900-5530/400-62131-5800 Bees Lakes Project $800,000 TOTAL USES
*Note: Interfund transfers not included in total to avoid duplication of total costs.

2. 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.

3. This Resolution shall take effect immediately upon its adoption.

PASSED AND ADOPTED by the West Sacramento City Council this 7th day of October 2026, by the following vote:

AYES:

NOES:

ABSENT:

Martha Guerrero, Mayor
ATTEST:

Jennifer Cusmir, City Clerk
29  
CPC26-133 Request Date: 9/8/2026
P0172435 Change Order # 2
Council Date 10/7/2026 Funding State or Local Federal
$ Change
Vendor:

Project:

Initial contract working days:

Change in working days:

Submitted by: Contractor Reviewed by: Division Manager
Kevin Martin, Principal Jamie Teske, Division Manager Date [email protected] [email protected]
Reviewed by: Project Manager Approved by:

Megan Gideon Amanda Berlin, Assistant City Manager Date [email protected]
City Budget Approval:

Approved via Email 9/8/2026
Pamela Scruggs, Senior Finance Analyst Date
Approved as to form: Attest:

Jeff Mitchell, City Attorney Jennifer Cusmir, City Clerk Date Contracts initially approved by Council also require City Attorney and City Clerk Signatures CONTRACTOR agrees that the amount of increase or decrease in the contract sum specified in this change order shall constitute full compensation for the work required by this change order, including but not limited to all compensation for the additional and/or revised work specified herein, and shall fully compensate CONTRACTOR for any and all direct and indirect costs that may be incurred by CONTRACTOR in connection with such additional and/or revised work, including any changes, disruptions or delays in work schedules or in the performance of other work by CONTRACTOR.

Except as herein above expressly provided, CONTRACTOR further agrees that the performance of the work specified in this Change Order or the rescheduling of other project work made necessary by this Change Order, shall not constitute a delay which will extend the time limit for completion of the work as said term is used in the Contract between CITY and CONTRACTOR for the project.

ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE.

By electronically signing this document in electronic form, Parties agree that this Agreement may be transmitted and signed electronically by all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California law and regulations, including but not limited to Civil Code Section 1633.7 New contract sum including all Change Orders: $3,215,861.63 125
0 New contract total working days: 125
Net change by previous Change Orders: $405,361.63
The contract sum prior to this Change Order was: $3,170,879.63 The contract sum will be updated by this Change Order: $44,982.00 The original contract sum was: $2,765,518.00

CHANGE ORDER
Contract # Cost Center #
Purchase Order # 400-9900-5530 / 400-62131-5866
$44,982.00
KP Martin General Engineering, Inc
Bees Lakes Habitat Restoration
Upon mutual acceptance of this document the City of West Sacramento, hereinafter referred to as "City"' and your firm, hereinafter referred to a "Contractor", in accordance with the terms and conditions of the original contract documents, you are hereby directed to make the following change or changes for the consideration set forth below:

Description: Lassen Pile subcontractor cost for the telescope casing modification required for the CIDH pile drilling operation. 30 KP Martin General Engineering, Inc.

Project Change Order Request Summary
CHANGE ORDER REQUEST - CO #09
Telescope casing for CIDH pile drilling
Project Bees Lake Habitat Restoration Project
Owner City of West Sacramento
City Work Order No. 62131
Contractor KP Martin General Engineering, Inc. / KP Martin Inc.

Change Orders Included CO #09
Date August 27, 2026
Prepared By Justin Swanson - KP Martin
Change Order Summary
CO Bid Item / Description Original Qty. New Qty. Unit Price Revised Total CO #09 Telescope Casing for CIDH N/A 1 LS $44,982.00 / LS $44,982.00 Requested Contract Adjustment
Original value of affected bid items $0.00
Revised value of affected bid items $44,982.00
Net requested increase $44,982.00
Change Order Basis
CO #09 - Telescope Casing for CIDH Piles
Lassen Pile submitted a subcontractor price of $42,000.00 for the telescope casing modification required for the CIDH pile drilling operation.

Adding KP Martin's 2% bond cost ($840.00) results in a subtotal of $42,840.00. Applying KP Martin's 5% markup ($2,142.00) yields a total requested change order amount of $44,982.00.

Request: KP Martin requests incorporation of CO #09 into the Contract and a corresponding increase of $44,982.00, subject to Owner/Engineer review and approval.

Contractor Review Reviewed by: ______________________ Date: __________ Owner / Engineer Approved by: ______________________ Date: __________ Bees Lake Habitat Restoration Project • City Work Order No. 62131 31 KP MARTIN

CHANGE ORDER REQUEST
PROJECT Bees Lakes Habitat Restoration Project CHANGE
ORDER # 09
OWNER City of West Sacramento DATE OF
REQUEST 08/27/2026
SUBJECT Telescope Casing for CIDH Piles JOB # 2621

DESCRIPTION OF CHANGE
Provide the additional telescope / double-slip casing system required for the CIDH pile drilling operation due to the deeper pile tip elevations and unstable saturated sandy conditions encountered below the original design depth. The casing modification is intended to maintain hole stability and support safe drilling and concrete placement at the revised depths.

COST / MARKUP ITEM BASIS AMOUNT
Lassen Pile - Telescope Casing for CIDH Subcontractor price $42,000.00 Bond cost 2% x $42,000.00 $840.00
Subtotal after bond Lassen cost + 2% bond $42,840.00
KP Martin markup 5% x $42,840.00 $2,142.00
TOTAL CHANGE ORDER REQUEST $44,982.00
Calculation: $42,000.00 Lassen Pile cost + $840.00 (2% bond) = $42,840.00; KP Martin 5% markup on $42,840.00 = $2,142.00; total = $44,982.00.

Backup: Lassen Pile Change Order / Additional Scope dated 08/27/2026 for $42,000.00 is attached as supporting cost backup.

KP MARTIN REPRESENTATIVE OWNER / AGENCY APPROVAL DATE
32 Lassen Pile
P.O. Box234
Proberta, CA 96078
530-366-1913
LIC#1064353
DIR#1000735871
www.lassenpile.com

Change Order/Additional Scope
Company: K.P MARTIN Project ID:

Contact Name: CO#2
Email: Date: 08/27/2026
Phone: Job: Bees Lake
Bees Lake - Additional Scope / Change Order #2 $42,000.00 Detailed Change Order/Additional Scope:
• Bees Lake added scope based on revised drilling requirements and field conditions.

PLEASE RETURN SIGNED COPY.

Company:

Signature:

Name:

Date:

Lassen Pile
Signature:

Donnavan Kelley CEO/President
Date:
33 34
Vantor, Sources: Esri, TomTom, Garmin,
FAO, NOAA, USGS, (c) OpenStreetMap
contributors, and the GIS User Community
Summerfield Dr
s Rd
Linden Rd
Gregory Ave
Lake
Washington
Village
Linden Rd
Pkwy
Lake Washington Blvd
Arlington Rd
River Rd
Thorp Rd
Levee Access Rd
W
ay
Jefferson
Blvd
Upper Land
Park
5 Partridge Ave
Davis Rd
Davis Rd
Raider
Ln
Antioch Ave
Higgins Rd
Village Pkwy
Village
Pkwy
S River Rd
S
River
Rd
S tonegate
Dr
French Ave
Chicory Loop
Par ell
a
Ct
Ka
rbet Way
Euclid Ave
Captains Table Rd
Ramp Way
Jef ferson Blvd
43rd Ave
Cooledge Park
Sacremento
River Parkway
Northeast
Village
Southeast
Village
Little Pocket
South Land
Park
Riverside Blvd
S Land Park Dr
Parklin Ave
Lake Park Dr
47th Ave
Riverside Blvd
2nd A
Muir Way
Riverside
Blvd
14th S t
4th Ave
7th Ave
5th S
Land Park
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St
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iv
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Blvd
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Land Park Dr
Wentworth Ave
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Land
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35th Ave
14th S t
Sutterville Rd
Freeport
Blvd
Freeport Blvd
William Land
Golf Course
Freeport Manor Park Village S t
Sacram
Execu
Airpo
0 1
Miles
¯
Project Limits
Prepared on
4/28/2026 by
manuelr
Parks & Recreation
Department
City of West Sacramento
Bees Lakes Habitat Restoration Plan and Public
Access Improvements
Attachment
35 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 8
SUBJECT:

CONSIDERATION OF CONTRACT CHANGE ORDER 2 WITH EVT BUILDERS LLC., FOR

THE COMMUNITY CENTER - NORTH AND SOUTH ENTRANCE ENCLOSURE DESIGN AND CONSTRUCTION PROJECT (CIP 60000)
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:

Mubusi Muhapi, Project Manager II
Capital Projects Department

[ ] Council [X] Staff
[ ] Other
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The objective of this report is to provide the City Council with sufficient information to approve change order 2 to the construction contract with EVT Builders LLC, for the widening of the double egress gates and framework for the Community Center - North and South Entrance Enclosure Design and Construction Project (CIP 60000) and approve additional contract contingency.

RECOMMENDED ACTION
Staff respectfully recommend that the City Council:
1) Approve and authorize the City Manager, or his designee, to execute change order 2 to the Construction Contract with EVT Builders LLC. for the widening of the double egress gates and framework of the south entrances for the Community Center - North and South Entrance Enclosure Design and Construction Project in the amount of $10,000.00;
2) Authorize the City Manager, or his designee, to execute amendments or change orders up to 30% ($3,000) of the contract change order value;
3) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to the construction contract, with approval from the City Attorney; and 4) Authorize the City Manager, or his designee, to execute amendments to extend the term of the contract, if necessary.

BACKGROUND
The West Sacramento Community Center, located at 1075 West Capitol Ave., is host to a multitude of community events, classes, and productions. The facility is also available to rent for special events. The building features a black box theater, a state-of-the-art flexible space that includes full theatrical lighting, a sound system and an 11-station dressing room. The Historical Gallery features high-quality displays and artifacts which describe the community’s rich and diverse history. The use of video screens and an interactive video station allow visitors to navigate their way through West Sacramento’s past. It is a local landmark, enhancing the area’s distinctly urban character.

The north and south entrances of the Community Center experience ongoing after-hours activity that creates maintenance, safety, and operational challenges for staff and visitors. These issues include unauthorized overnight presence, improper use of the entry alcoves, accumulation of debris, and recurring damage to City property. Enclosing these areas will help reduce these impacts, improve the cleanliness and condition of the facility, and support a welcoming and safe environment for program participants, community members, and employees.

On November 20, 2024, the City Council awarded a services contract to Advance Design Consultants, Inc., to develop a design for the Community Center fence, which was completed in March 2026. With design now complete, the City has advanced the construction phase of the project to install a perimeter fence at the north and south entrances of the Community Center.

ANALYSIS
Upon laying out the design of the entrances, staff determined that updating the width of the double egress and framework would provide a more accessible, and welcoming entrance and enhance the overall appearance of the center.
36 Community Center North and South Fence Project (CIP 60000) October 7, 2026

On August 7, 2026, EVT Builders submitted a proposal for the widening of the double egress and framework in the amount of $10,000. Based on the current assessment of the fence and available project budget, staff recommend amending the construction contract with EVT Builders LLC.

Environmental Considerations
This project is exempt from CEQA according to Section 15301(c), Class 1, Existing Facilities, which allows for operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, or mechanical equipment involving negligible or no expansion of existing or former use.

Both the install of the fence and widening of the double egress and framework qualify under this exemption as it constitutes a minor exterior alteration to an existing public facility. A notice of exemption (NOE) was approved by council on June 3, 2026 for this project.

Commission Recommendation
Not applicable.

Strategic Plan Integration
This project is consistent with the City of West Sacramento’s Strategic Plan Mission to provide Quality Municipal Services, Quality City Infrastructure and Facilities and to Inspire Community Improvements that add value to the lives of our residents
Alternatives
The City Council may decide to:
1) Approve the recommended actions as stated above;
2) Alter the recommended actions; or
3) Deny the recommended action or cancel the project.

Staff recommend Alternative 1. Widening the double egress and framework to provide a more accessible and welcoming entrance, enhances safety and the overall appearance of the community center. A wider egress and framework ensures ease in passage and accommodates ADA (Americans with Disability Act) accessibility standards expected for a community center.

Coordination and Review
This report was prepared by the Capital Projects Department, in coordination with and reviewed by the Parks and Recreation Department and the Finance Department.

Budget/Cost Impact
The contract is fully funded through the Community Center - North and South Entrance Enclosure Design and Construction (CIP 60000). The project appropriation is $1,002,160.00, funded from the General Facilities Fund (Fund 208) and One-Time General Fund (Fund 107). No additional funding is required.

Table 2. Community Center Entrance Enclosure Project Cost Summary Funding Sources Amount
Total Project Appropriation -Gen Facil Fund & OT Gen Fund $1,002,160.00 Construction Contract with EVT Builders LLC (as of 6.3.2026) ($104,990.00) Change Order 1 Irrigation Relocation ($18,500.00)
Project Balance Before Change Order 2 $878,670.00
Change Order 2
Widening Double Egress and Framework $10,000.00
30% Contingency $3,000.00
Cost of Change Order 2 $13,000.00
Updated Balance After Change Order 2
Project Balance Before Change Order 2 $878,670.00
Change Order 2 + Contingency ($13,000.00)
REMAINING PROJECT BALANCE $865,670.00
37 Community Center North and South Fence Project (CIP 60000) October 7, 2026

ATTACHMENTS

1. Vicinity Map

2. CPC26-146 EVT Builders Contract Change Order 2
38  
CPC26-146 Request Date: 8/17/2026
P0172502 Change Order # 2
Council Date N/A Funding State or Local Federal
$ Change
Vendor:

Project:

Initial contract working days:

Change in working days:

Submitted by: Contractor Reviewed by: Division Manager/Department Head Vadim Trachuk, President Jaipal Chahal, Director - Capital Projects Date [email protected]
Reviewed by: Project Manager Approved by:

Mubusi Muhapi, Project Manager II Amanda Berlin, Assistant City Manager Date City Budget Approval:

Pamela Scruggs, Senior Financial Analyst Date
Approved as to form: Attest:

Jeff Mitchell, City Attorney Jennifer Cusmir, City Clerk Date The original contract sum was: $104,990.00

CHANGE ORDER
Contract # Cost Center #
Purchase Order # 400-9900-5530/400-60000-5866
$10,000.00
EVT Builders Inc.

Community Center North & South Fence Project
Upon mutual acceptance of this document the City of West Sacramento, hereinafter referred to as "City"' and your firm, hereinafter referred to a "Contractor", in accordance with the terms and conditions of the original contract documents, you are hereby directed to make the following change or changes for the consideration set forth below:

Description: Expand gate opening and install wider 48" Double Egress Gates & Framework** 180
Net change by previous Change Orders: $18,500.00
The contract sum prior to this Change Order was: $123,490.00 The contract sum will be increased by this Change Order: $10,000.00 Contracts initially approved by Council also require City Attorney and City Clerk Signatures CONTRACTOR agrees that the amount of increase in the contract sum specified in this change order shall constitute full compensation for the work required by this change order, including but not limited to all compensation for the additional and/or revised work specified herein, and shall fully compensate CONTRACTOR for any and all direct and indirect costs that may be incurred by CONTRACTOR in connection with such additional and/or revised work, including any changes, disruptions or delays in work schedules or in the performance of other work by CONTRACTOR.

Except as herein above expressly provided, CONTRACTOR further agrees that the performance of the work specified in this Change Order or the rescheduling of other project work made necessary by this Change Order, shall not constitute a delay which will extend the time limit for completion of the work as said term is used in the Contract between CITY and CONTRACTOR for the project.

ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE.

By electronically signing this document in electronic form, Parties agree that this Agreement may be transmitted and signed electronically by all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California law and regulations, including but not limited to Civil Code Section 1633.7 New contract sum including all Change Orders: $133,490.00 180
0 New contract total working days:
-- Approved via email on 8/20/2026 --
39 ESTIMATE
EVT Builders
7555 Pleasant Grove Rd
Elverta, CA 95626-9302
[email protected]
+1 (916) 389-5566
CSLB#11363797 Dir#2000010569
City Of West Sacramento:West Sac Community Fence
Bill to
City Of West Sacramento
Ship to
City Of West Sacramento
Estimate details
Estimate no.: 1059
Estimate date: 08/07/2026
# Product or service Description Qty Rate Amount

1. Change Order PCO #2 – Revised 48" Double Egress
Gates & Framework**
Provide additional shop fabrication required
to revise the previously approved 36" gate
configuration to two new 48" gate leaves
and wider structural/signage framework.

Cost Breakdown
- Structural steel, gate materials, revised
framework & expanded mesh: $3,000
- Shop fabrication labor: $4,350
- Revised shop drawings, CAD & plasma
files: $850
- Two additional cane bolts: $250
- Welding/fabrication consumables: $450
- Bond premium adjustment: $360
- Contractor O&P: $740
TOTAL CHANGE ORDER: $10,000.00
Once the revised gates and materials are
ready, EVT will need to remobilize back to
the south-side work area and temporarily
close/secure that area again while the
revised gate work is completed.

Original 36" gates and framework that have
already been fabricated will be turned over
to the City with no deductive credit.

Installation, field layout, powder coating and
panic hardware remain covered under the
original Contract and are not being charged
again.
1 $10,000.00 $10,000.00
40 Total $10,000.00
Accepted date Accepted by
to k e n =
41 N
A
0 FEET
540

COMMUNITY CENTER NORTH ANDSOUTH

FENCE PROJECT
Located on the Southwest corner of
the intersection of W
Capitol Ave and Merkley Ave.

Prepared on
4/29/2025 by
Cierras
Public Works
Department
City of West
42 Sacramento

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 9
SUBJECT:

CONSIDERATION OF AWARD OF CONTRACT TO ALPHA CM, INC. FOR

CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES OF THE BRYTE PARK MASTER PLAN IMPLEMENTATION PROJECT (CIP 62138)
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Megan Gideon, Project Manager II
Capital Projects Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The purpose of this report is to provide the City Council with sufficient information to award a professional services contract to Alpha CM, Inc. for Construction Management and Inspection services of the Bryte Park Master Plan (BPMP) Implementation Project (CIP 62138).

RECOMMENDED ACTION
Staff respectfully recommends that the City Council:
1) Award a professional services contract with Alpha CM, Inc. in the amount not to exceed $2,811,622 for the Bryte Park Master Plan (BPMP) Implementation Project (CIP 62138); 2) Authorize the City Manager, or his designee, to execute a contract with Alpha CM, Inc. in the amount of $2,811,622;
3) Authorize the City Manager, or his designee, to make contract amendments up to 15% ($421,743) of the total contract value;
4) Authorize the City Manager, or his designee, to execute non-substantive changes or modifications to the contract, with approval from the City Attorney; and
5) Authorize the City Manager, or his designee, to execute amendments to extend the term of the contract, if necessary.

BACKGROUND
Bryte Park is located in the northern portion of West Sacramento and is one of the City’s most heavily used and programmed parks. The property was recently purchased from the Washington Unified School District (WUSD) and for many years had been improved and maintained by the City through a Joint Use Facilities Agreement.

The Bryte Park Master Plan (BPMP) was adopted by the City Council on January 9, 2013, and establishes the long-term vision for improvements to the park.

On June 28, 2023, the City Council awarded a professional services contract to Verde Design, Inc. to provide landscape architectural and design services for the Bryte Park Master Plan Implementation Project (Project).

The City subsequently secured funding from a combination of local, state, federal, and tribal sources to support implementation of the Project.

In 2025, the City issued Request for Proposals (RFP) No. 25-098-RFP for construction management and inspection services for the Project. Five proposals were received and evaluated based on the criteria established in the RFP. Following evaluation of the written proposals, the three highest-ranked firms were invited to participate in interviews conducted by representatives from the Capital Projects and Parks & Recreation Departments and the Project design team.

On February 18, 2026, the City Council awarded a professional services contract to Swinerton Management and Consulting, LLC for construction management and inspection services for the Project. The Project has since entered the construction phase.

The City and Swinerton Management and Consulting, LLC have mutually agreed to terminate the professional services contract. As a result, the City initiated a process to select a new construction management and inspection consultant to provide services for the remainder of construction.

Consistent with competitive procurement protocol, the City contacted the two remaining firms from the original competitive RFP shortlist. Both confirmed continued interest, provided updated proposals reflecting the current schedule and remaining scope, and participated in a second interview. Following this process, staff identified 43 BPMP Implementation Project CM Contract Award
October 7, 2026

Alpha CM, Inc. as the firm best qualified to provide construction management and inspection services for the remainder of the Project.

ANALYSIS
Staff evaluated the updated proposals and interview responses in detail, focusing on each firm’s technical approach, communication practices, proposed staffing structure, relevant experience, and overall ability to support the Project through completion. While both firms demonstrated the necessary qualifications, Alpha CM, Inc. offered the strongest overall approach. Their team provides a robust combination of construction management and inspection expertise, and by including inspection services within the base scope, Alpha ensures comprehensive coverage without additional service cost. This combination of qualifications and value led staff to recommend Alpha CM, Inc. for award of the contract.

Table 1. Updated Proposal Costs for Construction Management and Inspection Services Consultant Firm Updated Proposal Costs
Alpha CM, Inc. $2,811,622
Griffin Structures,
Inc. $3,891,000
While cost was not the determining factor in the selection, Alpha CM, Inc.’s proposed fee is approximately $1.08 million lower than Griffin Structures, Inc.’s proposal and further supports staff's determination that Alpha CM, Inc. provides the best overall value to the City.

Based on the evaluation of proposals and interviews, staff finds that Alpha CM, Inc. is the most qualified firm to provide Construction Management and Inspection Services for the Bryte Park Master Plan Implementation Project and recommends awarding a professional services contract accordingly.

Environmental Considerations
On October 5, 2016, the City Council approved the Bryte Park Master Plan Improvements Mitigated Negative Declaration (MND) and associated Mitigation Monitoring and Reporting Program (MMRP). A CEQA Addendum to the MND was filed with the State Clearinghouse on March 5, 2026, updating the prior environmental analysis and confirming no new significant impacts. NEPA compliance associated with HUD grant funding has been completed, and NEPA review for ORLP funding is underway and will be finalized upon completion of the required Section 106 tribal consultation.

Commission Recommendation
The Parks, Recreation & Intergenerational Services (PRIS) commission is supportive of the project and has encouraged staff to seek partnership opportunities and funding strategies to help fill the funding gap needed to fully implement the plan.

Strategic Plan Integration
The BPMP Implementation Project aligns with the City’s 2025 Strategic Plan Management Agenda High Priority item: “Parks and Open Space – Provide diverse outdoor options for recreation and community with nature at any age”. It also aligns with the City’s 2025 Strategic Plan Action Agenda: Policy Agenda - Bryte Park Master Plan Implementation.

Alternatives
As alternatives to the recommended action, the Council could:
1) Approve the recommended actions as described above in this report. 2) Reject the recommended actions, or direct staff to alter the project. 3) Defer or cancel the project.

Alternatives 2 and 3 are not recommended, as the Project is currently under construction and requires continued construction management and inspection services. Delaying the award of a replacement contract could result in 44 BPMP Implementation Project CM Contract Award
October 7, 2026

gaps in construction oversight and inspection services, potentially affecting the Project schedule, quality control, regulatory compliance, and grant requirements.

Cancellation of the procurement is also not recommended, as construction management and inspection services are necessary to support the successful completion of the Project. Approval of the recommended action will provide continuity of these services through the remainder of construction and project closeout.

Coordination and Review
This report was completed in coordination with the Capital Projects, Parks & Recreation, and Finance Departments.

Budget/Cost Impact
The cost for Construction Management and Inspection Services is included within the existing, approved Bryte Park Master Plan Implementation Project Capital Improvement Program (CIP No. 62138), which has a current total project budget of $61,129,178. Sufficient funds are available to support the recommended contract award.

No additional budget adjustments are required at this time.

ATTACHMENTS

1. CPC26-342 Alpha CM, Inc. Contract

2. Vicinity Map
45 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation - CM Services Expires on 12/31/2028
1 CONTRACT FOR SERVICES
THIS CONTRACT is made on October 7, 2026, by and between the CITY OF WEST SACRAMENTO (“City”), and ALPHA CM, INC. (“Consultant”).

WITNESSETH:

WHEREAS, the City desires Construction Management and Inspection Services to be provided through the construction phases of the Bryte Park Master Plan Implementation project; and
WHEREAS, the Consultant has presented a proposal for such services to the City, dated September 4, 2026, (attached hereto as Exhibit “A”) and is duly licensed, qualified and experienced to perform those services; and
NOW, THEREFORE, the parties hereto mutually agree as follows:

1. SCOPE OF SERVICES:

A. Consultant shall do all work, attend all meetings, produce all reports and carry out all activities necessary to completion of the services described in Exhibit “A”. This Contract and its exhibits shall be known as the “Contract Documents.” Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. In the event of conflict between terms contained in these Contract Documents, the more specific term shall control. If any portion of the Contract Documents shall be in conflict with any other portion, provisions contained in the Contract shall govern over conflicting provisions contained in the exhibits to the Contract.

B. Consultant enters into this Contract as an independent contractor and not as an employee of the City. The Consultant shall have no power or authority by this Contract to bind the City in any respect. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Consultant are employees, agents, contractors or subcontractors of the Consultant and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Consultant by any such employees, agents, contractors or subcontractors, or any other person resulting from performance of this Contract. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, To the greatest extent permitted by law, Consultant and its employees, agents, and subcontractors shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.
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2 C. The Consultant agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

2. TERM OF CONTRACT
A. The services of Consultant are to commence upon execution of this Contract by the City, and shall be undertaken and completed in accordance with the Schedule of Performance attached hereto and incorporated herein by this reference as Exhibit “B” and terminate on June 30, 2028.

B. Consultant’s failure to complete work in accordance with the Schedule of Performance may result in delayed compensation as described in Section 3.

C. The City Manager or his or her designee may, by written instrument signed by the Parties, extend the duration of this Contract for two (2) additional one-year extensions in the manner provided in Section 5, provided that the extension does not require the payment of compensation in excess of the Council approved budget.

3. COMPENSATION:

A. The Consultant shall be paid monthly for the actual fees, costs and expenses for all time and materials required and expended, but in no event shall total compensation exceed two million, eight hundred eleven thousand, six hundred twenty-two dollars and zero cents ($2,811,622.00), without City’s prior written approval. Consultant's fees shall be as specified in the Schedule of Fees, which is attached hereto an incorporated herein as Exhibit "A".

B. Said amount shall be paid upon submittal of a monthly billing showing completion of the tasks that month. Consultant shall furnish City with invoices for all expenses as well as for all materials authorized by this Contract. The invoices shall be submitted with the monthly billings.

If Consultant’s performance is not in conformity with the Schedule of Performance, payments may be delayed or denied, unless the Consultant’s failure to perform in conformity with the Schedule of Performance is a documented result of the City’s failure to conform with the Schedule of Performance, or if the Schedule of Performance is extended pursuant to Section 5.

C. If the work is halted at the request of the City, compensation shall be based upon the proportion that the work performed bears to the total work required by this Contract, subject to Section 4.

4. TERMINATION:

A. This Contract may be terminated by either party, provided that the other party is given not less than 30 calendar days’ written notice (delivered by certified mail, return receipt requested) of intent to terminate.

B. The City may temporarily suspend this Contract, at no additional cost to City, provided that the Consultant is given written notice (delivered by certified mail, return receipt requested) of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Contract. 47 Alpha CM, Inc.

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3 C. Notwithstanding any provisions of this Contract, Consultant shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of this Contract by Consultant, and the City may withhold any payments due to Consultant until such time as the exact amount of damages, if any, due the City from Consultant is determined.

D. In the event of termination, the Consultant shall be compensated as provided for in this Contract, except as provided in Section 4C. Upon termination, the City shall be entitled to all work, including but not limited to, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date in accordance with Section 7 hereof.

5. AMENDMENTS, CHANGES OR MODIFICATIONS:

Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written agreement between the parties hereto and shall be signed by the persons authorized to bind the parties hereto.

6. EXTENSIONS OF TIME:

Consultant may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by the City in writing and shall be incorporated in written amendments to this Contract or the attached Work Program in the manner provided in Section 5.

7. PROPERTY OF CITY:

A. It is mutually agreed that all materials prepared by the Consultant under this Contract shall become the property of the City, and the Consultant shall have no property right therein whatsoever. Immediately upon termination, the City shall be entitled to, and the Consultant shall deliver to the City, all data, drawings, specifications, reports, estimates, summaries and other such materials as may have been prepared or accumulated to date by the Consultant in performing this Contract which is not Consultant’s privileged information, as defined by law, or Consultant’s personnel information, along with all other property belonging exclusively to the City which is in the Consultant’s possession.

B. Additionally, it is agreed that the parties intend this to be a contract for services and each considers the products and results of the services to be rendered by Consultant hereunder (the “Work”) to be a work made for hire. Consultant acknowledges and agrees that the Work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of the City.

8. COMPLIANCE WITH ALL LAWS:

A. Consultant shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract.

B. Consultant warrants to the City that it is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that it has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable it to perform this Contract. 48 Alpha CM, Inc.

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4 C. The work contemplated under this Contract is a public work for the purposes of Labor Code section 1720, and is subject to the payment of prevailing wages. Accordingly, Consultant shall comply with the provisions of Exhibit "C".

9. WARRANTIES AND RESPONSIBILITIES - CONSULTANT:

A. Consultant agrees and represents that it is qualified to properly provide the services set forth in Exhibit “A” in a manner which is consistent with the generally accepted standards of Consultant’s profession.

B. Consultant agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law in accordance with Section 17A hereof.

C. Consultant shall designate a project manager who at all times shall represent the Consultant before the City on all matters relating to this Contract. The project manager shall continue in such capacity unless and until he or she is removed at the request of the City, is no longer employed by Consultant, or is replaced with the written approval of the City, which approval shall not be unreasonably withheld.

D. Consultant shall provide corrective services without charge to the City for services which fail to meet the above professional and legal standards and which are reported to Consultant in writing within sixty (60) days of discovery. Should Consultant fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and the Consultant shall be liable for any expenses thereby incurred.

10. SUBCONTRACTING:

None of the services covered by this Contract shall be subcontracted without the prior written consent of the City, which will not be unreasonably withheld. Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Consultant.

11. ASSIGNABILITY:

Consultant shall not assign or transfer any interest in this Contract whether by assignment or novation, without the prior written consent of the City which will not be unreasonably withheld.

However, claims for money due or to become due Consultant from the City under this Contract may be assigned to a financial institution, or to a trustee in bankruptcy, without such approval.

Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the City.

12. INTEREST IN CONTRACT:

Consultant covenants that neither it, nor any of its employees, agents, contractors, subcontractors has any interest, nor shall they acquire any interest, direct or indirect, in the subject of the Contract, nor any other interest which would conflict in any manner or degree with the performance of its services hereunder. Consultant shall make all disclosures required by the City’s conflict of interest code in accordance with the category designated by the City, unless the City Manager determines in writing that Consultant’s duties are more limited in scope than is 49 Alpha CM, Inc.

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5 warranted by the category designated by the City code and that a narrower disclosure category should apply. Consultant also agrees to make disclosure in compliance with the City conflict of interest code if, at any time after the execution of this Contract, City determines and notifies Consultant in writing that Consultant’s duties under this Contract warrant greater disclosure by Consultant than was originally contemplated. Consultant shall make disclosures in the time, place and manner set forth in the conflict of interest code and as directed by the City.

13. MATERIALS CONFIDENTIAL:

All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order.

14. LIABILITY OF CONSULTANT-NEGLIGENCE:

Consultant shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of the Consultant’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Consultant or its employees, agents, contractors or subcontractors.

15. INDEMNITY AND LITIGATION COSTS:

Consultant shall indemnify, defend, and hold harmless the City, its officers, officials, agents, and employees against all claims, damages, demands, liability, costs, losses and expenses, including without limitation court costs and reasonable attorneys’ fees, arising from Consultant's negligent acts or negligent failure to act, errors, omissions or willful misconduct incident to the performance of this Contract except such loss or damage caused by the active negligence, sole negligence, or willful misconduct of the City. The provisions of this paragraph shall survive termination or suspension of this Contract.

16. CONSULTANT TO PROVIDE INSURANCE:

A. Consultant shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this Contract, the policies of insurance specified in this Section. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A VII (an NR rating is acceptable for Worker’s Compensation insurance written with the State Compensation Insurance Fund of California).

B. Prior to execution of this Contract and prior to commencement of any work, the Consultant shall furnish the City with certificates of insurance and copies of endorsements providing evidence of coverage for all policies required by the Contract. The Consultant and its contractors and subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by Consultant and its contractors and subcontractors of the following coverage and limits of insurance is a material element of this Contract. The failure of Consultant or of any of its contractors or subcontractors to maintain or renew coverage or to provide evidence 50 Alpha CM, Inc.

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6 of renewal may be treated by the City as a material breach of this Contract. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant.

1. Worker’s Compensation and Employer’s Liability Insurance a. Worker’s Compensation - Insurance to protect the Consultant, its contractors and subcontractors from all claims under Worker’s Compensation and Employer’s Liability Acts, including Longshoremen’s and Harbor Worker’s Act (“Acts”), if applicable. Such coverage shall be maintained, in type and amount, in strict compliance with all applicable state and Federal statutes and regulations.

The Consultant shall execute a certificate in compliance with Labor Code Section 1861, on the form provided in the Contract Documents.
b. Consultant shall provide a Waiver of Subrogation endorsement in favor of the City, its officers, officials, employees, agents and volunteers for losses arising from work performed by the Consultant.

2. Commercial General Liability Insurance
a. The insurance shall be provided on form CG0001, or it’s equivalent, and shall include coverage for claims for bodily injury or property damage arising out of premises/operations, products/completed operations, contractual liability, and subconsultant’s work and personal and advertising injury resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than $1,000,000 per occurrence and $2,000,000 general and products/completed operations aggregates. b. The commercial general liability insurance shall also include the following:
i. Endorsement equivalent to CG 2010 0714 naming the City, its officers, officials, employees, agents, and volunteers as additional insureds. The endorsement shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers.
ii. Endorsement stating insurance provided to the City shall be primary as respects the City, its officers, officials, employees and any insurance or self insurance maintained by the City, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it, to the payment or satisfaction of any defense expenses, loss, or judgment.
iii. Provision or endorsement stating that the Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

3. Commercial Automobile Insurance
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7 a. The insurance shall include, but shall not be limited to, coverage for claims for bodily injury or property damage for owned, non-owned, and hired automobiles resulting from actions, failures to act, or operations of the insured, or by its employees or agents, or by anyone directly or indirectly employed by the insured. The amount of insurance coverage shall not be less than $1,000,000 per accident.
b. The commercial automobile insurance shall include the same endorsements required for the commercial general liability policy (see Section

16.B.2.b).

4. Professional Liability. The Consultant and its contractors and subcontractors shall secure and maintain in full force, during the term of this Contract and for five years thereafter, professional liability insurance policies appropriate to the respective professions and the work to be performed as specified in this Contract. The limits of such professional liability insurance coverage shall not be less than $1,000,000 per claim.

C. In addition to any other remedy the City may have, if Consultant fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as is required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due Consultant under this Contract.

D. No policy required by this Contract shall be suspended, cancelled, terminated by either party, or reduced in coverage or in limits unless Consultant has provided thirty (30) days prior written notice by certified mail, return receipt requested, to the City.

E. Any deductibles or self-insured retentions in excess of $10,000 must be declared to, and approved by, the City.

F. The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.

17. MISCELLANEOUS PROVISIONS:

A. Consultant shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work.

B. Consultant shall not engage in unlawful employment discrimination. Such unlawful employment discrimination includes, but is not limited to, employment discrimination based upon a person’s race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, citizenship, or sexual orientation.

C. Consultant shall maintain and make available for inspection by the City and its auditors accurate records of all of its costs, disbursements and receipts with respect to any work 52 Alpha CM, Inc.

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8 under this Contract. Such inspections may be made during regular office hours at any time until six (6) months after the final payments under this Contract are made to the Consultant.

D. This Contract constitutes the entire agreement between the parties relative to the services specified herein and no modification hereof shall be effective unless and until such modification is evidenced by a writing signed by both parties to this Contract. There are no understandings, agreements, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in the writing.

E. All notices that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:

City: City of West Sacramento
Attn to: Joshua Bailey
1110 West Capitol Ave
West Sacramento, CA 95691
Email: [email protected]
Consultant:

Alpha CM, Inc.

Attn to: Brian Danley
2200 E. Bidwell Street, STE 105
Sacramento, CA 95630
Email: [email protected]
H. This Contract shall be interpreted and governed by the laws of the State of California.

I. Any action arising out of this Contract shall be brought and maintained in Yolo County California, regardless of where else venue may lie.

J. In any action brought by either party to enforce the terms of this Contract, each party shall be bear responsibility for its attorney’s fees and all costs regardless of whether one party is determined to be the prevailing party.

K. ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. By electronically signing this document in electronic form, Parties agree that this Agreement may be transmitted and signed electronically by all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California law and regulations, including but not limited to Civil Code Section 1633.7
[Signatures on following page]
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9 CITY OF WEST SACRAMENTO:

By: __________________________
Amanda Berlin, Assistant City Manager
ATTEST:

By: _______________________
Jennifer Cusmir, City Clerk
APPROVED AS TO FORM:

By: _______________________
Jeffrey Mitchell, City Attorney
ALPHA CM, INC.:

By: _________________________
Brian Danley, Vice President
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EXHIBIT A
Consultant Proposal/Scope of Work/Schedule of Fees
55 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

ALPHA CM COST PROPOSAL
September 4th, 2026
Task 1: Transition Phase
Project Principal $ 225 8 $ 1,800
Construction Manager $ 208 40 $ 8,320
Inspector 1 (Civil) (As-Needed) $ 200 20 $ 4,000
Scheduler $ 200 22 $ 4,400
90 $ 18,520
Task 2: Construction Phase
Project Principal $ 225 126 $ 28,350
Project Principal $ 225 4 $ 900
Construction Manager $ 208 18 $ 3,744
Construction Manager $ 208 1370 $ 284,960
Construction Manager $ 208 416 $ 86,528
Construction Manager $ 208 1485 $ 308,880
Construction Manager $ 208 486 $ 101,088
Construction Manager $ 208 243 $ 50,544
Inspector 1 (Civil) (As-Needed) $ 200 4149 $ 829,800
Inspector 2 (As-Needed) $ 198 2015 $ 398,970
Inspector 1 (Civil) (As-Needed) $ 200 36 $ 7,200
Inspector 2 (As-Needed) $ 198 18 $ 3,564
Construction Manager $ 208 72 $ 14,976
Construction Manager $ 208 29 $ 6,032
Construction Manager $ 208 63 $ 13,104
Scheduler $ 200 290 $ 58,000
Construction Manager $ 208 81 $ 16,848
Project Principal $ 225 8 $ 1,800
Construction Manager $ 208 18 $ 3,744
Construction Manager $ 208 8 $ 1,664
Inspector 1 (Civil) (As-Needed) $ 200 27 $ 5,400
Inspector 2 (As-Needed) $ 198 14 $ 2,772
Subconsultant (Raney Geotechnical) allowance w/markup $ 246,378 Task & Staffing Total Hours
Task 2.17: Materials Testing
Task 2.10: Monthly Construction Progress Reports
Task 2.8: Quality Assurance Inspection
Task 2.9: Maintain Photographic and Video Records of Construction Progress Task 2.15: Claims Review and Analysis
Total Price
Task 2.11: Quarterly Status Reports
Task 2.5: Document Management
Task 2.6: Submittal Management and Review
Billing Rate
Task 2.3: Communication and Correspondence
Task 2.4: Progress/Coordination Meetings
Task 2.7: Request for Information (RFI) Management
Bryte Park Master Plan Implementation Construction Management and Inspection Services Cost Proposal
Task 2.1: Quality Assurance and Quality Control (QA/QC) Task 2.2: Construction Management Project Work Plan
Subtotal
Task 2.12: Payment Recommendations
Task 2.13: Schedule Monitoring
Task 2.14: Construction Change Order (CCO) Management
Task 2.16: Permit Compliance Coordination
56 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

Construction Manager $ 208 14 $ 2,912
Inspector 1 (Civil) (As-Needed) $ 200 27 $ 5,400
Inspector 2 (As-Needed) $ 198 14 $ 2,772
Construction Manager $ 208 9 $ 1,872
Inspector 1 (Civil) (As-Needed) $ 200 53 $ 10,600
Inspector 2 (As-Needed) $ 198 26 $ 5,148
Subconsultant (CASI) allowance w/markup $ 232,716
Subconsultant (Acces Compliance Consulting) allowance w/markup $ 24,200 11119 $ 2,760,866
Task 3: Post Construction Services
Construction Manager $ 208 16 $ 3,328
Inspector 1 (Civil) (As-Needed) $ 200 16 $ 3,200
Inspector 2 (As-Needed) $ 198 8 $ 1,584
Construction Manager $ 208 20 $ 4,160
Construction Manager $ 208 16 $ 3,328
Inspector 1 (Civil) (As-Needed) $ 200 16 $ 3,200
Inspector 2 (As-Needed) $ 198 8 $ 1,584
Construction Manager $ 208 4 $ 832
Project Principal $ 225 4 $ 900
Construction Manager $ 208 8 $ 1,664
Project Principal $ 225 8 $ 1,800
Construction Manager $ 208 32 $ 6,656
156 $ 32,236
$ 2,811,622
158 $ 35,550
4448 $ 925,184
4344 $ 868,800
2103 $ 416,394
312 $ 62,400
Subtotal
Task 2.18: Safety
Task 2.19: Review and Maintain Record Drawings
Task 2.21: CASp Inspection
Grand Total
Scheduler
Hours & Cost Breakdown by Staff Total Hours Total Price Project Principal
Construction Manager
Inspector 1 (Civil) (As-Needed)
Inspector 2 (As-Needed)
Subtotal
Task 3.5: Final Project Report
Task 3.1: Final Inspection and Punch List
Task 3.2: Closeout Documents by Contractor
Task 3.3: Project Record Drawings
Task 3.4: Final Payment
Task 3.6: Contract Close-out
Task 2.20: Labor Compliance
Assumptions

1. CM/Inspection start date of October 8, 2026

2. Construction contract substantial completion date of December 8, 2028. Proposal duration is based on the Caltrans 5 working day calendar from 10/8/2026 to 12/8/2028 (539 working days).

3. Work conducted M-F standard working hours. No Overtime, weekends or holiday hours calculated into level of effort.

4. Level of effort is an estimate only.

5. Each individual cost item is a guide only; total CM cost shall take precedent.

6. Rates are fully burdened rates.

7. Level of Effort based on RFP documentation, discussions and correspondence provided by the City of West Sacramento

8. Proposal includes all costs associated to Project Management/document control software needed for CM/Inspection.

9. Alpha CM reserves the right to move budget between tasks and staff

10. Provided proposal is confidential and proprietary information provided for City of West Sacramento use only.
57 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

RANEY GEOTECHNICAL COST PROPOSAL
3140 BEACON BLVD ● WEST SACRAMENTO, CA 95691 ● TELEPHONE 916/371-0434 ● FAX 916/371-1809 September 3, 2026
Mr. Brian Danley, PE, QSD/P, LEED AP
Vice President / Senior Project Manager
Alpha CM
2180 Jefferson Street, Suite 212
Napa, California 94559
[email protected]
Cost Proposal – Special Inspection and Testing Services

BRYTE PARK
425 Todhunter Avenue
West Sacramento, California
As requested, we are pleased to submit this proposal to provide geotechnical and materials special inspection and testing services for the improvements to Bryte Park in West Sacramento, California. We understand the project will include: lighted softball fields, all-weather and natural turf soccer fields, storage building, below-ground pool and pool building, group shelter, amphitheater, water play area, pickleball courts, basketball court, concession and restroom building, and tennis courts. We anticipate the proposed buildings (pool, storage, restroom and concession) will be single-story, slab-on-grade structures.

We understand our scope of work would include inspection and testing of earthwork, reinforced concrete, masonry, structural steel, masonry, Musco poles, shotcrete, post-installed concrete anchors as required by the approved project documents, including the Geotechnical Engineering Report (RGI No. 5812-001; dated December 12, 2023) prepared for the site, as well as preparation of the required documentation.

Based on our review of construction plans, our limited knowledge of the work completed to date, and experience with similar projects, we estimate that our fee for this project would be approximately $223,980. Attached is our cost estimate; however, we will bill only for work actually performed on your project in accordance with the attached Schedule of Charges.

Please be aware that the construction schedule may affect the number of site visits - and the cost - required for our services. A construction schedule was not available for review at the time this proposal was prepared. If a construction schedule becomes available, we would be pleased to adjust our estimate accordingly.
58 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

Cost Proposal – Special Inspection and Testing Services Page 2

BRYTE PARK
September 3, 2026
Note that due to the proximity of the site to our office, mileage charges will be waived and we will not apply minimum charges to the project.

In order to provide the most efficient and responsive service, scheduling for inspections must be made at least 24 hours in advance of the work. In addition, it is considered essential that the contractor be notified well in advance of your intention to have special inspection and testing performed, so that they are prepared for the required inspections. Please notify us immediately if the inspection is canceled so that you do not incur a trip charge.

To assure that all parties fully understand the limitations of our role in your project, we emphasize that our representatives will not act as supervisor of construction, nor will they direct construction operations. The various sub-contractors should be informed that neither the presence of our representatives nor the testing by our firm shall excuse them from defects discovered in their work. Job and site safety of the contractor's personnel will be the sole responsibility of the contractor.

If this proposal is acceptable, please sign and the attached agreement, or prepare appropriate contract documentation for our review, as our authorization to proceed.

Please contact me if you have any questions or require further information.

RANEY GEOTECHNICAL, INC.

Matthew Moyneur
Senior Engineer
Attachments: Cost Estimate
Professional Service Agreement
2026 Schedule of Charges
59 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

COST ESTIMATE

CONSTRUCTION OBSERVATION AND TESTING

DAYS HOURS/DAY RATE/HR COST
Building Pad Construction/Site Grading Testing and Obs. 10 6.0 $145.00 $8,700.00 Utility Trench Backfill Testing and Observation 45 6.0 $145.00 $39,150.00 Chemically Treated Subgrade Testing 10 8.0 $145.00 $11,600.00 Pavement and Sidewalk AB Testing 20 4.0 $145.00 $11,600.00 AC Paving Observation & Testing 4 8.0 $145.00 $4,640.00 Foundation Excavation Observation 10 4.0 $145.00 $5,800.00 Driled Piers 10 6.0 $145.00 $0.00
Laboratory Testing:

Compaction Curve 10 $300.00 $3,000.00
Subtotal: $84,490.00

DAYS HOURS/DAY RATE/HR COST
Reinforcing Steel Sample & Tag 20 4.0 $145.00 $11,600.00 Concrete Placement Observation and Sampling
Footings 10 4.0 $145.00 $5,800.00
Slab on Grade 20 4.0 $145.00 $11,600.00
Drilled Piers 10 4.0 $145.00 $5,800.00
Miscellaneous 10 4.0 $145.00 $5,800.00
Concrete Sample Pick-up 50 1.0 $145.00 $7,250.00
Laboratory Testing: UNITS RATE/EA
Compression Test - Concrete Cylinder 250 $32.00 $8,000.00 Subtotal: $55,850.00

DAYS HOURS/DAY RATE/HR COST
Reinforcing Steel Observation 10 4.0 $145.00 $5,800.00
Grouting Observation and Sampling 10 4.0 $145.00 $5,800.00 Masonry Sample Pick-up 10 1.0 $145.00 $1,450.00
Laboratory Testing: RATE/EA
Compression Test - Grout Sample 40 $70.00 $2,800.00
Subtotal: $15,850.00

DAYS HOURS/DAY RATE/HR COST
Reinforcing Steel Sample & Tag 4 4.0 $145.00 $2,320.00
Precon Test Panel Observation 2 8.0 $145.00 $2,320.00
Shotcrete Coring 4 6.0 $145.00 $3,480.00
Nozzleman Qualification 2 2.0 $185.00 $740.00
Pool Shotcrete Observation 4 8.0 $145.00 $4,640.00
Shotcrete Sample Pick-up 4 1.5 $145.00 $870.00
Laboratory Testing: UNITS RATE/EA
Compression Test - Shotcrete (preconstruction ) 12 $115.00 $1,380.00 Compression Test - Shotcrete (pool construction) 16 $115.00 $1,840.00 Subtotal: $17,590.00

DAYS HOURS/DAY RATE/HR COST
Material Identification 10 4.0 $135.00 $5,400.00
Shop Welding Observation 10 4.0 $135.00 $5,400.00
Field Welding Observation 10 4.0 $160.00 $6,400.00
High Strength Bolting Observation 10 4.0 $160.00 $6,400.00 Laboratory Testing: UNITS RATE/EA
High Strength Bolt Testing 10 4 $600.00 $6,000.00
September 3, 2026
EARTHWORK CONSTRUCTION:

CONCRETE CONSTRUCTION:

STRUCTURAL STEEL CONSTRUCTION:

BRYTE PARK
MASONRY CONSTRUCTION:

UNITS
SHOTCRETE CONSTRUCTION:
60 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

COST ESTIMATE

CONSTRUCTION OBSERVATION AND TESTING
Subtotal: $29,600.00

DAYS HOURS/DAY RATE/HR COST
Expansion Anchor Observation and Testing 5 4.0 $145.00 $2,900.00 Subtotal: $2,900.00
COST
Musco Lighting (Bases & Light Poles) - Byerly $10,000.00 Subtotal: $10,000.00

VISITS MILES RATE/MILE COST
Mileage 314 6 $1.00 --

HOURS RATE/HR COST
Supervisory Technician 20.0 $125.00 $2,500.00
Staff Engineer 10.0 $150.00 $1,500.00
Senior Engineer 20.0 $185.00 $3,700.00
Subtotal: $7,700.00
TOTAL ESTIMATED COST: $223,980.00
OTHER:

TECHNICIAN SCHEDULING, MANAGEMENT, AND REPORT PREPARATION IN-PLANT CONSTRUCTION:
61 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

2026 SCHEDULE OF CHARGES

PROFESSIONAL SERVICES
Principal Engineer $220.00/hour
Senior Engineer $185.00/hour
Project Engineer $165.00/hour
Staff Engineer $150.00/hour
Technician Supervisor $125.00/hour
Draftsperson $125.00/hour

FIELD SERVICES
Earthwork Technician/Inspector $120.00/hour
Batch Plant Technician/Inspector $120.00/hour
Concrete Technician/Inspector $120.00/hour
Shotcrete Technician/Inspector $120.00/hour
Masonry Technician/Inspector $120.00/hour
Reinforcing /Post-Tensioned Technician/Inspector $120.00/hour Shotcrete Technician/Inspector $120.00/hour
Structural Steel Technician/Inspector – Shop or Field $135.00/hour Structural Steel Non-Destructive Technician/Inspector $135.00/hour High Strength Bolt Technician/Inspector $135.00/hour
Post-Installed Anchor Technician/Inspector $120.00/hour Masonry Shear Testing Technician & Equipment $135.00/hour Shear Nailing / Timber Framing Inspection $120.00/hour
Fireproofing Inspector $120.00/hour
Floor Flatness Testing & Equipment $135.00/hour
Glulam / Truss Special Inspector $155.00/hour
Concrete Rebound Number Testing & Equipment $135.00/hour Rebar Scanning / Utility Locating $135.00/hour
Coring Technician & Equipment $135.00/hour

PREVAILING WAGE
Projects subject to prevailing wage will be subject to an additional $25 per hour for Field Services and Staff Engineer rates noted above, except for offsite shop welding and glulam inspections.

EXPENSES
Mileage $1.00/mile
Subsistence / Per Diem $110.00/day
Lodging / Flights / Car Rentals / Travel Expenses Cost plus 20% Services by Associate Firms & Other Outside Services (i.e., Drilling) Cost plus 20% Equipment Rental and Materials Cost plus 20%

62 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

2026 SCHEDULE OF CHARGES

PREMIUM CHARGES
Overtime and Saturdays Hourly rate plus 50%
Sunday and Holidays, and over 8 hours on Saturday Hourly rate plus 100%

SHIFT DIFFERENTIAL
A 50 percent shift differential surcharge will be added to the hourly rate of personnel involved in scheduled testing and inspection services between the hours of 6 P.M. and 5 A.M., as well as a four hour minimum.

MINIMUM CHARGES
No minimum charge will apply for field services with the following exceptions:
a) Sample pickup and delivery services, where a one hour minimum will apply. b) As stated in the Cost Proposal Letter.

LABORATORY TESTS
SOILS
Atterberg Limits (LL/PI) – Wet Method ASTM D4318 $200.00/each Expansion Index ASTM D4829 $250.00/each
Moisture Content and Density ASTM D2216 $40.00/each
Organic Content ASTM D2974 $125.00/each
Particle-Size Distribution - Hydrometer ASTM D421/D422 $220.00/each Particle-Size Distribution - Sieve Analysis (Coarse or Fine) ASTM C136 $150.00/each Resistance "R" Value - Laboratory Lime-Treated ASTM D2844, CTM 301 $325.00/each Resistance "R" Value - Untreated ASTM D2844, CTM 301 $300.00/each Sieve Analysis - Passing No. 200 only ASTM D1140 $125.00/each Specific Gravity of Soils ASTM D854 $150.00/each
Unconfined Compression Test ASTM D2166 $125.00/each

AGGREGATES
Aggregate Unit Weight ASTM C29 $65.00/each
Durability Index (Coarse or Fine) CTM 229 $200.00/each
Resistance "R" Value - Aggregate CTM 301 $335.00/each
Sand Equivalent, 1 point CTM 217, AASHTO T176 $125.00/each Sand Equivalent, 3 points CTM 217, AASHTO T176 $160.00/each Sieve Analysis - Coarse or Fine ASTM C136, CTM 202 $150.00/each Sieve Analysis - Passing No. 200 only ASTM C117 $105.00/each Specific Gravity and Absorption (Coarse or Fine) ASTM C127/C128 $135.00/each

COMPACTION CHARACTERISTICS
Compaction Characteristics - Standard Proctor ASTM D698 $300.00/each Compaction Characteristics - Modified Proctor ASTM D1557 $300.00/each Compaction Characteristics CTM 216 $300.00/each
Correction of Unit Weight & Water Content for Oversize
Particles ASTM D4718 $130.00/each

63 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

2026 SCHEDULE OF CHARGES

CONCRETE
Compression Test, Concrete Cylinder (Break/Hold) ASTM C39 $32.00/each Compression Test, Concrete Core ASTM C42/C39 $85.00/each Compression Test, Shotcrete Core ASTM C42/C39 $125.00/each Compression Test, High Strength Grout ASTM C1107/C109 $50.00/each Flexural Strength Test, Concrete Beam ASTM C78 $150.00/each Splitting Tensile Test, Concrete Cylinder ASTM C496 $100.00/each Calcium Chloride Slab Moisture Emission Test Kit $60.00/each

MASONRY
Concrete Masonry Unit (CMU) Compression Test ASTM C140 $100.00/each CMU Absorption and Moisture Content ASTM C140 $100.00/each CMU Lineal Shrinkage ASTM C426 $250.00/each
Compression Test, Composite Masonry Prism ASTM C1314 $160.00/each Compression Test, Masonry Grout ASTM C1019 $70.00/each
Compression Test, Mortar ASTM C780/C109 $60.00/each
Core Shear Test CBC Section 2105A $125.00/each

FIREPROOFING
Fireproofing Density Test ASTM E605 $125.00/each

REINFORCING STEEL
Tensile and Bend Testing ASTM A615/A706/A370 Quote

STRUCTURAL STEEL
Anchor Bolt Tensile Test ASTM F606 Quote
High Strength Bolt Assembly Laboratory Testing ASTM F606/E18 Quote

64 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

CASI COST PROPOSAL
Project Duration: 600 Working Days CASI Billable Hourly Rate:
# Subcontractors (Estimate): TBD Labor Compliance Mgr. $181 Construction Cost: $62M Labor Compliance Spc. $146
Labor Compliance Asst. $104
Pre-Con Preparation and Meeting: HOURS HOURLY RATE
0 $181
0 $146
Total Pre-Construction Cost Estimate =

HOURS PER
MONTH

TOTAL HOURS ON

PROJECT
HOURLY RATE SUBTOTAL (x 30 MOS.)
TOTAL
0 0 $181 $0 $0
8 240 $146 $1,168 $35,040
16 480 $104 $1,664 $49,920
0 0 $181 $0 $0
0 0 $146 $0 $0
16 480 $104 $1,664 $49,920
4 120 $181 $724 $21,720
4 120 $146 $584 $17,520
8 240 $104 $832 $24,960
0 0 $181 $0 $0
0 0 $146 $0 $0
4 120 $104 $416 $12,480
0 0 $181 $0 $0
0 0 $146 $0 $0
0 0 $104 $0 $0
Manager 120
Specialist 360
Assistant 1320
TOTAL PROJECT COST ESTIMATE (LABOR COMPLIANCE*) = $211,560 $211,560

PRE-CONSTRUCTION
Manager
Specialist

BRYTE PARK MASTER PLAN IMPLEMENTATION - CM & INSPECTION SERVICES (City of West Sacramento)
Specialist
Assistant

SUBTOTAL

CONSTRUCTION

LABOR COMPLIANCE TASK

1. CERTIFIED PAYROLL REVIEW
Manager
$0
$0
$0

3. CORRESPONDENCE
Manager
Specialist

2. CROSS-REF. CPR HRS. & INSPECTOR LOGS
TOTAL PROJECT COST ESTIMATE =
Manager
Manager
Total Hours on Project
Assistant
Assistant

5. ONSITE EEO INTERVIEWS
Specialist

4. DOCUMENT CONTROL / CM SOFTWARE
Specialist
Assistant
Assistant
Contract Administrative Services, Inc (CASI)
10969 Trade Center Drive, Suite 108, Rancho Cordova, CA 95670 conadservices.com
(916) 822-9300
Certified DBE #43831
65 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

ACCESS COST PROPOSAL
Susan R. Moe, Architect + CASp + APA-BE
Access Compliance Consulting | 2700 D Street, Sacramento, CA 95816 | 916-833-6479 | [email protected] | 1 September 3, 2026
Brian Danley. PE, QSD/P, LEED AP
Vice President/Senior Project Manager
Alpha CM
2180 Jefferson St, Suite 212
Napa, CA 94559
Sent Via Email Only:

Ref: Bryte Park Improvements Project
425 Todhunter Avenue, West Sacramento, California 95605 Dear Brian:

At your request, I am pleased to provide you with the following proposal for Certified Access Specialist services for the project referenced above.

Project Description
The major renovation of Bryte Park includes artificial turf sports fields, an aquatic center, a dog park, a playground, an amphitheater, and parking.

Funding sources for the renovation include a $15 million grant from the National Park Service, $750,000 from the U.S. Department of Housing and Urban Development, a $1.5 million grant from the California Natural Resources Agency, $ 2.49 million from the American Rescue Plan Act, and $185,000 from the Buena Vista Rancheria Community Fund.

Project Review Based on the Following Regulations for Access Compliance:

Provide consulting services and site surveys to comply with the following accessibility standards as they relate to the built environment:
• 2025 California Building Code – Chapter 11B
• 2010 ADA Standards for Accessible Design (ADAS)
• 2015 Federal Architectural Barriers Act (ABA) Standards Scope of Services:

Part 1. Inspection Services
 Provide an inspection of all site-wide exterior elements, including paths of travel, ramps, walkways, slopes, accessible parking, connections between program areas, and exterior building approaches.  Following the site visit, a report is provided documenting noncompliant items. The report includes photos and diagrams as needed to illustrate areas of noncompliance.

Part 2. Inspection Services
 Provide an inspection of the Aquatics Building, Changing Areas, restrooms, picnic area, and means of entering the swimming pool.
 Following the site visit, a report is provided documenting noncompliant items. The report includes photos and diagrams as needed to illustrate areas of noncompliance. 66 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

Susan R. Moe, Architect + CASp + APA-BE
Access Compliance Consulting | 2700 D Street, Sacramento, CA 95816 | 916-833-6479 | [email protected] | 2 Part 3. Coordination, Inspections and Final Certified Report  Provide CASp progress inspections as appropriate
 Provide CASp coordination, documentation, and final certified report Project Timeline:

The project start date is October 8, 2026, and the completion date is December 8, 2028.

Communication:

Regular communication will occur with the designated Alpha CM contact person throughout the project.

Summary of Fees
Part 1. Inspection Services
All site-wide exterior elements. Based on three eight-hour days, $ 6,000.00 Part 1. Inspection Services
Report preparation following site visit. Based on two eight-hour days. $ 4,000.00 Part 2. Inspection Services
Provide an inspection of the Aquatics Building, Changing Areas, restrooms, picnic area, and means of entering the swimming pool.

Based on two eight-hour days.
$ 4,000.00
Part 2. Inspection Services
Report preparation following site visit. Based on two eight-hour days. $ 4,000.00 Part 3. Coordination, Inspections and Final Certified Report Inspections as appropriate. Billed on an hourly basis of $ 250.00 per hour.

Fee includes site visit and report based on one eight-hour day. $ 2,000.00
Part 3. Coordination, Inspections and Final Certified Report Final certified report. Based on one eight-hour day. $ 2,000.00 Total $ 22,000.00
Any additional services not included in the Scope of Services will be charged at an hourly rate of $250.00.

The CASp will not perform additional services without prior written or verbal consent.

If this project is canceled or abandoned before completion of services, compensation will be based on the work completed at the time of cancellation or abandonment, at an hourly rate.

Payment for CASp services is due upon completion of each part of the Scope of Services or every 30 days, whichever comes first.

Cancellation or abandonment of the project requires compensation for services performed at the time of cancellation or abandonment.
67 CITY OF WEST SACRAMENTO
9/4/2026
Bryte Park Master Plan Implementation Construction Management and Inspection Services

Susan R. Moe, Architect + CASp + APA-BE
Access Compliance Consulting | 2700 D Street, Sacramento, CA 95816 | 916-833-6479 | [email protected] | 3 The CASp and the Client respectfully bind themselves, their partners, successors, assignees, and legal representatives to the other party with respect to all parts.

The CASp or the Client may not assign, sublet, or transfer any interest in this Agreement without written permission from the other party.

Concerning services performed by the CASp according to this Agreement, the CASp shall only be liable for any damages incurred by the Client up to the amount of the fee paid to Access Compliance Consulting by the Client.

Payments due to the CASp and unpaid after 30 days shall bear interest from the due date at the rate of 1.5% per month. The Consultant will have two additional days to complete services for every day that invoices are unpaid for more than 30 days.

Agreement and Authorization to Proceed:

When both parties sign this proposal, it shall serve as the Agreement between Brian Danley, Vice President/Senior Project Manager, Alpha CM, (Client), and Susan R. Moe, Architect, CASp, APAC-BE.

Sincerely,
Susan R. Moe, Architect, CASp, APAC-BE
Access Compliance Consulting
Accepted by: ______________________________Date:_____________________________ Name:___________________________________Company:__________________________ 68 2180 Jefferson St, Suite 212
Napa, CA 94558
707.819.9335
www.alphacminc.com
69 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation
Expires on 12/31/2028

EXHIBIT B
Schedule of Performance
Contract Start Date October 8, 2026
Contract End Date December 31, 2028
70 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation
Expires on 12/31/2028

EXHIBIT C
CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700
[Labor Code § 1861]
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

ALPHA CM, INC.

By:

Brian Danley, Vice President
71 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation
Expires on 12/31/2028

EXHIBIT D

LABOR COMPLIANCE

1. PREVAILING WAGE
A. The Work contemplated herein constitutes a public work within the meaning of Labor Code sections 1720 and 1771. It shall be mandatory upon the Consultant and upon any Subcontractor, to pay not less than the said specified prevailing rates of wages to all workers employed by them under the Contract in accordance with Labor Code section 1774. The Director of the Department of Industrial Relations ("DIR") of the State of California has determined the general prevailing rate of wages of per diem wages in the locality in which the work is to be performed for each craft or type of worker needed to execute the Contract. The Consultant acknowledges that it has examined the prevailing rate of per diem wages as established by the DIR. Copies of the current schedules for prevailing wages are on file at City Hall, and the contents of those schedules are incorporated herein as if set forth in full. The Consultant shall post a copy of the applicable prevailing wage determinations at each job site, along with any other work place posters required by law.

B. The City will not recognize any claims for additional compensation because of the payment of prevailing wages. The possibility of wage increases is one of the elements to be considered by the Consultant in determining its proposal, and will not under any circumstances be considered as the basis of a claim against the City.

C. By executing this Contract Consultant warrants that it has registered with the Department of Industrial Relations in accordance with Labor Code section 1725.5.

2. PREVAILING WAGE RECORDS
A. The Consultant and each subcontractor shall keep an accurate payroll record which shows the name, address, social security number, correct work classification (in accordance with the wage decision), both straight and overtime worked each day and week, and hourly rate of pay, gross wages earned, deductions made and net wages paid to each journeyman, apprentice, worker or other employee paid by the Consultant /subcontractor in connection with the Work. These payroll records shall be certified and shall be made available at Consultant's principal office. These records shall be maintained during the course of the Work.

The Consultant and all subcontractors shall make the certified payroll records available for inspection by City representatives upon request and shall permit such representatives to interview employees during the work hours on the job site.

B. The City shall notify the Consultant in writing of any discrepancies or violations that are discovered during such inspections. Written notification pursuant to this Section shall include the actions that will be necessary to resolve the discrepancies and/or violations. The Consultant shall be held entirely responsible for the prompt resolution of all non-compliances with the prevailing wage laws, including those pertaining to all subcontractors and any lower-tier subcontractors. The Consultant shall forfeit as penalty to the City the amount specified by law for each calendar day or portion thereof for each worker (whether employed by the Consultant or any subcontractor) paid less than the stipulated prevailing rates for any work done under the Contract in violation of the provisions of the Labor Code and in particular, Section 1775. 72 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation
Expires on 12/31/2028
C. To the extent applicable, Consultant and subcontractors shall maintain and furnish to the Department of Industrial Relations ("DIR"), a certified copy of each weekly payroll (but no less often than monthly), with a statement of compliance signed under penalty of perjury. Such certified payroll reports shall be transmitted electronically to the DIR.

D. The City will not recognize any claims for additional compensation because of the payment of the prevailing wages. The possibility of wage increases is one of the elements to be considered by the Consultant in entering into the Contract, and will not under any circumstances, other than delays caused by the City, or the City’s agents, be considered as the basis of a claim against the City.

3. Labor Discrimination
Attention is directed to Section 1735 of the Labor Code, which reads as follows:
“No discrimination shall be made in the employment of persons upon public works because of their race, color, national origin or ancestry, physical handicap, mental condition, marital status, or sex of such person, except as provided in Section 12940 of the Government Code, and every General Contractor for public works violating this section is subject to all the penalties imposed for a violation of this chapter.”
4 Eight-Hour Day Limitation
(a) In accordance with the provisions of the Labor Code, and in particular, Sections 1810 to 1815 thereof, inclusive, incorporated herein by reference, eight hours labor shall constitute a day's work, and no worker in the employ of Consultant, or any Subcontractor, doing or contracting to do any part of the work contemplated by the Contract, shall be required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of those provisions; provided that subject to Labor Code Section 1815, a worker may perform work in excess of either eight (8) hours per day or forty (40) hours during any one week upon compensation for all hours worked in excess of eight (8) hours per day or forty (40) hours during any one week at not less than one and one-half times the basic rate of pay.
(b) The Consultant and each Subcontractor shall also keep an accurate record showing the names and actual hours worked of all workers employed by them in connection with the Contract. This record shall be open at all reasonable hours to the inspection of the City. It is hereby further agreed that, except as provided in (a) above, the Consultant shall forfeit as a penalty to the City the sum of twenty-five dollars ($25) for each worker employed in the performance of the Contract by the Consultant or by any of its Subcontractors for each calendar day during which such worker is required or permitted to labor more than eight (8) hours in and one calendar day and forty (40) hours in any one calendar week in violation of Sections 1810 through 1815.

5. Compliance with State Requirements for Employment of Apprentices (a) The Consultant's attention is directed to Section 1777.5 of the Labor Code.

Provisions of said Section pertaining to employment of registered apprentices are hereby incorporated by reference into this Contract. As applicable, the Consultant or any Subcontractor 73 Alpha CM, Inc.

CPC26-342 - Bryte Park Master Plan Implementation
Expires on 12/31/2028
employed by the Consultant in the performance of this Contract shall take such actions as necessary to comply with the provisions of Section 1777.5. 74 Sources: Esri, TomTom, Garmin, FAO, NOAA,
USGS, (c) OpenStreetMap contributors, and
the GIS User Community, Yolo County,
Microsoft, Vantor
Riverbank Rd
Jasmine
Ave
Myrtle Ave
rie St
Jasmine
Ave
Riverbank Rd
Todh
unter
Ave
Bryte Park
Golden State
Middle - School
Todhunter Ave
Carrie St
Jasmine
Ave
Holland Dr
Alyce Norman
Playfields
Bryte
Elementary
School
Riverbank
Holland
Dr
0 0.09
MILES
¯
Project Limits
Prepared on
1/30/2026 by
manuelr
Parks & Recreation
Department
City of West
Sacramento

BRYTE PARK

MASTER PLAN IMPLEMENTATION
Attachment 1
75 CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM #10
SUBJECT:

CONSIDERATION OF SECOND READING AND ADOPTION OF ORDINANCE 26-5, AS AMENDED AND RE-INTRODUCED ON SEPTEMBER 9, 2026, FOR PROPOSED THIRD

AMENDMENT TO THE RIVER PARK DEVELOPMENT AGREEMENT TO EXTEND THE

TERM OF THE AGREEMENT
INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [ ] Staff
[ X ] Other
Seamus Laffey, Senior Planner
Community Development Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
The purpose of this item is to facilitate the City Council’s second reading and adoption of Ordinance 26-5, approving an amendment to extend the term of the existing Development Agreement (DA) between Sun M Capital, LLC and the City of West Sacramento (City) for the River Park project to October 7, 2027, with an automatic further extension to December 31, 2027 if three performance measures are met. The City Council conducted the public hearing on this item and introduced Ordinance 26-5 on August 19, 2026. On September 9, 2026, the City Council modified the term of the extension and re-introduced Ordinance 26-5 as amended.

RECOMMENDED ACTION
Staff respectfully recommends that the City Council:

1. Find that the Third Amendment to the River Park Development Agreement, as modified by the City Council on September 9, 2026, is consistent with the General Plan, and that the action is within the scope of the certified 2008 River Park EIR (SCH #2005062027) and no subsequent or supplemental environmental review is required pursuant to CEQA Guidelines Section 15162; and

2. Waive second reading and adopt Ordinance 26-5 (Attachment 1) by title and number only, an Ordinance of the City Council of the City of West Sacramento Approving the Third Amendment to the River Park Development Agreement by and between the City of West Sacramento and Sun M Capital, LLC, extending the term of the Development Agreement to October 7, 2027, with an additional extension to December 31, 2027 if the City Manager determines that the following three performance milestones have been met by October 7, 2027: (1) release of the Final EIR, (2) completion of the fiscal analysis, and (3) completion of the master plan.

BACKGROUND
On June 18, 2008, the City Council approved the River Park master plan project consisting of up to 2,284 residential units, parks, open space, and a small commercial site in the Southeast Village of Southport (see Attachment 2, River Park Location Map). As part of the project approvals, a Development Agreement (“DA”) was entered into with the primary landowner that at the time controlled 452 acres. In addition to the DA, project approvals included a General Plan Amendment, rezoning, design guidelines, a finding of consistency with Resolution 06-63, and an Environmental Impact Report (EIR). The original DA had a 15-year term that became effective on July 18, 2008 (see Attachment 3, River Park Development Agreement). The City Council approved a one-year extension to the DA on June 7, 2023, extending it to July 18, 2024, and a subsequent extension on July 17, 2024, extending it to July 18, 2026.

The DA approved in 2008 was with the prior property owner, SCL West Sac Holdings LLC. Sun M Capital, LLC acquired the River Park project properties on April 25, 2011; the DA was assigned and assumed by Sun M with approval from the West Sacramento City Manager and City Attorney. Sun M assumed the obligations in the DA as they were originally approved.

Since Council’s approval of the project in 2008, the West Sacramento Area Flood Control Agency (WSAFCA) constructed the Southport Levee Improvement Project along the Sacramento River. The levee project expanded the Sacramento River channel with the construction of a new setback levee and removal of the prior levee. This required acquisition of a considerable portion of the approved River Park project area. Once the extent of WSAFCA’s land acquisition needs was known and executed, Sun M Capital, LLC applied for project modifications to reflect the updated project levee footprint. 76 Second Reading of Ordinance 26-5 Regarding Amendment to the River Park Development Agreement October 7, 2026

The River Park project area is currently planned for residential development of varying densities, neighborhood commercial, open space, parkland uses and land for possible dedication to the school district for a new school site. A residential village has been planned in the southeast corner of Southport since the 1990’s era Southport Framework Plan and this project has been incorporated into the City’s General Plan.

City staff are currently processing modifications requested by the applicant that will be heard by the Planning Commission and City Council at a future date after public outreach, workshops, and updated environmental analysis is complete, including enhanced requirements for Large Development Projects as required by Title 17, the Zoning Code. The DA will also require renegotiation to accommodate the project’s modifications and extended term. Below is a brief summary of recent project milestones:

October 4, 2023 Memo provided to applicant on outstanding items, including the need to update the Design Guidelines to reflect state legislation regarding objective design guidelines (SB 330).

March 31, 2025 The applicant submitted revised River Park Development and Design Standards incorporating objective design guidelines consistent with California statutory requirements.

November 14, 2025 City staff provided formal comments on the updated submittal along with comments from the Washington Unified School District that would necessitate land use changes for a larger school site.

February 23, 2026 City enters into contract with NCE to complete the Environmental Impact Report for the proposed modified project.

May 15, 2026 The applicant submitted revised River Park Development and Design Standards with an updated land use plan to address City’s and WUSD comments provided on November 14, 2025.

July 10, 2026 The City received an updated admin draft Environmental Impact Report from NCE that reflects the modified project submitted by the applicant in response to the City’s comments provided on November 14, 2025.

Prior to any development commencing, the applicant will need to submit a tentative subdivision map application to subdivide the large properties. The tentative subdivision map will be subject to review by the City’s Planning Commission. The City Council ministerially approves Final maps after all conditions of each tentative map have been met. As there are numerous steps to successfully complete prior to commencing project construction, staff anticipate that development is at least a few years away, especially if Sun M sells the entitled project to another developer or homebuilder.

Projected Schedule for the Proposed Project Amendments
The extension is intended to provide sufficient time to complete the environmental review, master plan review, fiscal analysis, and DA negotiation necessary to bring a comprehensive package of proposed project amendments forward for Planning Commission and City Council consideration. The tentative schedule provided as Attachment 4 (Project Modifications Tentative Project Schedule) reflects staff’s current projection of those workstreams. Under this projection, City review of the revised screen check Draft EIR is completed in fall 2026 and the Draft EIR circulates for a 45-day public comment period this winter. The Final EIR and responses to comments are completed by mid-2027.

Master plan review, the fiscal impact analysis, DA negotiation and drafting, and a community workshop proceed concurrently, with Planning Commission and City Council public hearings on the proposed project amendments anticipated to begin in the second half of 2027. All dates shown are best-guess windows, not fixed commitments.

The schedule is dependent on multiple variables outside the City’s sole control, including the timing of the applicant’s revised Master Plan resubmittal and the progress of Development Agreement negotiations. Staff anticipate the windows will shift as these items resolve.

Development Agreements
DAs are contracts negotiated between project applicants and the City. They are not required but are common for larger development projects. DAs often provide a vested right to the applicant so they can proceed ahead 77 Second Reading of Ordinance 26-5 Regarding Amendment to the River Park Development Agreement October 7, 2026

with the development as approved by the City Council at the time the project is approved in accordance with the existing policies, rules, and regulations at the time. This guarantee is attractive for developers required to make large up-front investments in infrastructure for large projects that take many years to complete. Similarly, a DA can include a developer’s commitment to project amenities, specific phasing and timing of improvements and other terms that provide the community with a level of certainty.

General Plan
The City’s General Plan guides the future development of the City and the last comprehensive update that included land use changes was approved by the City Council in 2016. The properties that make up the River Park project include a variety of land uses including Rural Residential, Low Density Residential, Medium Density Residential, High Density Residential, Commercial, Recreation and Parks, Open Space and Public/ QuasiPublic. The General Plan land uses provide for approximately 4,050 residential dwelling units within the project site if developed at the maximum density. However, DA Section 19.4 limits the number of residential dwelling units to 2,284.

Government Code Section 65867.5 and West Sacramento Municipal Code Section 17.43.070 require the City Council to find that a development agreement is consistent with the General Plan. The Third Amendment extends the term of the existing DA to October 7, 2027, and provides for an automatic further extension to December 31, 2027, if three performance measures (release of the Draft EIR, completion of the fiscal analysis, and completion of the master plan) are met. It makes no other change to the DA. It does not amend the General Plan, change any land use designation, alter the permitted uses or the density or intensity of development, or modify any obligation of the landowner. The project site retains the General Plan designations described above, and the DA’s limit of 2,284 residential units remains. Extending the term preserves the landowner obligations negotiated in 2008 while the City processes the requested modifications and renegotiates the DA. On June 4, 2026, the Planning Commission found the proposed two-year extension consistent with the goals, policies, and implementation programs of the General Plan (Resolution 26-5PC). The term as modified by the City Council on September 9, 2026, is shorter than the term the Planning Commission considered and adds a conditional extension; it does not change the land use analysis on which the Commission’s finding was based. Staff recommend the City Council make the same finding.

ANALYSIS
On August 19, 2026, the City Council conducted a duly noticed public hearing on the proposed DA Amendment and introduced Ordinance 26-5. The Ordinance was incorrectly numbered as 26-57 and was corrected to 26-5.

On September 9, 2026, the item returned to the City Council for a second reading, but the City Council did not adopt the Ordinance as introduced. Instead, the City Council moved a different term: a one-year extension measured from October 7, 2026 (to October 7, 2027), with a further extension to December 31, 2027, if three performance milestones are met by October 7, 2027. The City Manager and City Attorney read the revised term language into the record, the City Council treated the September 9, 2026 action as a new first reading of Ordinance 26-5 as amended. Ordinance 26-5 and the Third Amendment (Attachment 1) have been revised to reflect the term stated on the record.

The item now returns to the City Council on October 7, 2026, for second reading and adoption of Ordinance 26- 5 as amended. The action before the City Council is limited to a term extension. No project modifications are being approved, considered, or recommended through this action. The proposed DA Amendment would extend the existing DA’s term from July 18, 2026 to October 7, 2027, with aa further extension to December 31, 2027 if the following three performance milestones are met by October 7, 2027: (1) release of the Final EIR, (2) completion of the fiscal analysis, and (3) completion of the master plan. This extension will preserve the status quo and allow staff and the current landowner to renegotiate the DA to reflect current policy objectives while processing the requested entitlements. This way, a comprehensive package can be brought before the Planning Commission and City Council for consideration.

Extending the DA preserves the obligations required of the developer that could not otherwise be attained through typical entitlements such as conditional use permits and subdivision maps. It is important to note that even if the DA were to expire, the project could still proceed based on existing zoning. Highlights of these DA obligations are provided below:

6.2 Vesting Tentative Maps
Any vesting tentative map filed in connection with the project will not vest the project landowner in any rights with respect to any matter that is identified in the DA. This DA does not provide the project landowner with any fee vesting.
78 Second Reading of Ordinance 26-5 Regarding Amendment to the River Park Development Agreement October 7, 2026

10.1 Master Affordable Housing Agreement
Prior to the approval of the first residential small lot tentative subdivision map, or the first use permit, zoning administrator permit, design review approval, or building permit for a land use not requiring a small lot tentative map, the parties shall enter into a Master Affordable Housing Agreement to the City's satisfaction in accordance with the provisions of Chapter 15.40 (the "Inclusionary Housing Ordinance"), in general, and Section 15.40.110, in particular, of the West Sacramento Municipal Code.

Traffic Improvements (Exhibit H)
• Landowner required to Install a traffic signal at the Jefferson Boulevard/Davis Road intersection. • Landowner required to reconstruct Davis Road to latest Rural Road Standards, both within the Project and to the west of Project to Jefferson Blvd., including traffic calming measures. • Landowner required to redesign and reconstruct Davis Road/Gregory Avenue/Jefferson Blvd.

Intersection.

12.6.2 South River Road (Mike McGowan) Bridge Project
Landowner is required to pay their fair share cost for the design and construction of the South River Road bridge (McGowan Bridge). Because this bridge has already been constructed these funds could be redirected to the design of the Enterprise Crossing.

15.1 Public Safety
In order to pay the start-up costs for one public safety officer for all three shifts for the first five years, Landowner shall pay $330,000 per year for five years, payable over five annual installments. The first installment shall be paid prior to issuance of the first building permit for the third phase of the Project (as described in Exhibit C), and the subsequent four installments shall be paid no later than each annual anniversary date thereafter. Landowner acknowledges that the City may adjust the $330,000 amount to account for inflation based upon the Consumer Price Index for the region. If the parties mutually agree, a CFD (or other financing mechanism acceptable to the City) may be established to finance said public safety officer position.

15.2 School Dedication
Landowner shall enter into a mitigation agreement with the Washington Unified School District ("the WUSD"), to the satisfaction of the WUSD, for the phasing and development of school facilities to serve the Project. Prior to issuance of a building permit for the Project, Landowner shall provide the City with evidence of the fully executed mitigation agreement.

15.4 Enhanced Transit System
Prior to the approval of the first small lot final map for the Project, Landowner shall participate in a phased funding mechanism to finance capital costs for an enhanced transit system, which Landowner's contribution is initially estimated at one million seven hundred thousand dollars ($1,700,000), and participate in a phased financing mechanism for annual operating costs, initially estimated at six hundred thousand dollars ($600,000). Adjusted for inflation this is approximately $2,413,000 and $851,000 annually. The assessment district shall include the Project and any other projects as bound between Jefferson Boulevard, the Sacramento River, and the barge canal, for an enhanced Southport-wide transit system upon City adoption. The Comprehensive Land Use Phasing Plan (Exhibit C) shall address the timing and/or phasing of such mechanism. Landowner acknowledges that the City may adjust the amounts to account for inflation based upon the Consumer Price Index for the region, and further acknowledges that the City may request during the term of this Agreement that the Comprehensive Land Use Phasing Plan (Exhibit C) be amended to account for Landowner's fair share of transit costs. 16 Rural Residential Setback
A thirty (30) foot minimum building setback shall apply for parcels within the Project that are immediately adjacent to the existing rural residential lands on the south side of Davis Road.

19.4 Limitation on Number of Units
Landowner acknowledges and agrees that the development of this Project shall not exceed 2,284 residential units. Landowner expressly waives its rights under the Development Agreement Law to request an amendment to this Agreement or the Project Approvals for the purpose of increasing the number of units for this Project to more than 2,284 residential units.

With the Governor’s signing of the Housing Crisis Act of 2019 (SB 330), local government’s review authority over qualifying housing projects has been significantly reduced. Since the project site is already zoned for single 79 Second Reading of Ordinance 26-5 Regarding Amendment to the River Park Development Agreement October 7, 2026

family and multifamily residential uses, there is less incentive for a project applicant going forward to request a DA that includes providing negotiated fees and exactions, such as what is in the River Park DA and identified above. SB 330 provides that a qualifying housing development project is only subject to the ordinances, policies, and standards adopted and in effect when a “preliminary application” is submitted, which occurs at the outset of the entitlement process. Development impact fees, charges, or other monetary exactions are also vested at that same time for the life of the project. Additionally, SB 330 provides that no more than five public hearings, including continued hearings and appeals, may be held on a project after an application for a qualified housing development project is deemed complete. Parcels of land where housing is an allowable use may also not be downzoned, and general or specific plan land use designations may not be changed to a less intensive use unless there is an upzoning elsewhere in the City that would allow the equivalent number of dwelling units. Staff supports an extension of the existing DA in part because of this reduced review authority over housing projects under SB 330.

Environmental Considerations
As part of the project’s approval in 2008, an EIR (State Clearinghouse #2005062027) was prepared and certified to satisfy requirements of the California Environmental Quality Act (CEQA). Because the proposed action extends only the term of the existing Development Agreement (including the conditional extension to December 31, 2027) and does not authorize any new development, modify the project description, or change the physical environment evaluated in the certified 2008 EIR, none of the conditions in CEQA Guidelines § 15162 requiring subsequent or supplemental environmental review are triggered, and the action is within the scope of the previously approved EIR.

A Subsequent EIR is being prepared for the proposed project amendments and that updated environmental document will require public review and certification by the Planning Commission and City Council when the project amendments are heard by the City Council at a future date. The release of the Subsequent EIR for the proposed project amendments is anticipated later this year.

Commission Recommendation
The Planning Commission approved Resolution 26-5PC on June 4, 2026, that recommends the City Council adopt Ordinance 26-5 (See Attachment 5, Resolution 26-5PC). Originally staff proposed a one-year extension but the Commission revised the Resolution as part of their motion to recommend a two-year extension, which staff supported. On September 9, 2026, the City Council modified the term to a one-year extension to October 7, 2027, with an additional extension to December 31, 2027 if the City Manager determines the three performance milestones described above are met, and re-introduced Ordinance 26-5 as amended. The Planning Commission’s recommendation was for a two-year extension; the Commission did not consider the modified term now before the City Council.

Strategic Plan Integration
Extension of the DA furthers the Council’s 2026 Strategic Plan Principle of Core Services and Infrastructure because it preserves the fiscal sustainability and infrastructure requirements for the River Park development project.

Alternatives
The Council’s primary alternative to the recommended action is to vote not to adopt Ordinance 26-5 regarding a proposed DA Amendment with Sun M Capital, LLC relating to future development known as the River Park project. Although staff do not recommend this alternative, staff is prepared to effectuate this alternative. The Council could also ask for additional information and have the item appear on a subsequent agenda.

Coordination and Review
This report was written and reviewed in coordination with the City Attorney’s office.

Budget/Cost Impact
Costs associated with review of the project are paid by the applicant via a reimbursement agreement.

ATTACHMENTS

1. Ordinance 26-5

2. River Park Location Map

3. River Park Development Agreement

4. Project Modifications Tentative Project Schedule

5. Resolution 26-5 PC
80 Second Reading of Ordinance 26-5 Regarding Amendment to the River Park Development Agreement October 7, 2026

81 Attachment 1
ORDINANCE 26-5

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF WEST SACRAMENTO

APPROVING THE THIRD AMENDMENT TO DEVELOPMENT AGREEMENT BY AND

BETWEEN THE CITY OF WEST SACRAMENTO AND SUN M CAPITAL, LLC, A

CALIFORNIA LIMITED LIABILITY COMPANY
The City Council of the City of West Sacramento does ordain as follows:

Section 1. Purpose And Authority. The purpose of this Ordinance is to amend that certain Development Agreement by and between the City of West Sacramento and Sun M Capital, A California Limited Liability Company, as successor to SCL West Sac Holdings LLC, dated June 18, 2008 (“Development Agreement”).

Section 2. Amendments. The City Council hereby approves an amendment to the Development Agreement according to the terms and provisions of the Third Amendment, attached hereto as Attachment A.

Section 3. Severability. If any provision of this Ordinance, or the application of any such provision to any person or circumstance shall be held invalid, the remainder of this Ordinance, 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 7th day of October 2026, by the following votes:

AYES:

NOES:

ABSENT:

ABSTAIN:
__________________________________
Martha Guerrero, Mayor
ATTEST: APPROVED AS TO FORM:
__________________________________ __________________________________ Jennifer Cusmir, City Clerk Jeffrey Mitchell, City Attorney CODIFY ___ UNCODIFY __
82 Attachment A

THIRD AMENDMENT TO

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF WEST SACRAMENTO

AND SUN M CAPITAL, A CALIFORNIA LIMITED LIABILITY COMPANY This THIRD AMENDMENT to the DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF WEST SACRAMENTO AND SUN M CAPITAL, LLC dated June 18, 2008, is entered into by and between SUN M CAPITAL, LLC (“Developer”) and the City of West Sacramento, a municipal corporation (“City”) is entered pursuant to the authority of Government Code Sections 65864 through 65869.5 and shall be deemed to have an Effective Date of November 6, 2026.

RECITALS
This Third Amendment is predicated upon the following facts and findings:

A. The City and Developer entered into a Development Agreement on June 18, 2008 (“Development Agreement”) relative to the River Park project (the “Project”) as approved on that date by City Ordinance 08-06, a memorandum of which was recorded by the Yolo County Recorder on July 1, 2008 (Instrument #2008-0020526-0) and subsequently extended by an additional year on June 7, 2023 and an additional two years on July 17, 2024.

B. As approved in 2008, the Project encompassed approximately 452 acres. The Project is located in the southeast village of Southport and generally bound by the Clarksburg Branch Line Trail to the west, Davis Road to the north and the Sacramento River to the east and south. The project will support a balanced mix of land uses including approximately 2,284 residential uses in varying densities and a small commercial component.

C. The Property is now owned solely by one party, Sun M Capital, LLC, A California Limited Liability Company.

D. Section 19 of the Development Agreement provides for amendments to such Agreement pursuant to state law and the West Sacramento Municipal Code.

E. Over the course of the last several years, the real estate market has suffered, and the Project has been delayed for a variety of reasons.

F. As a result of these delays, Developer and the City wish to amend the Development Agreement for an extension to enable the Parties to evaluate the Project’s status, determine if any substantive changes to the Project are necessary to best serve the respective needs of the Parties, and to consider the timeline of the Project going forward.

G. To accommodate these evaluations, the Parties wish to extend the term of the Development Agreement from July 18, 2026 to October 7, 2027, with an automatic further extension to December 31, 2027 if the performance measures set forth in Section 4.2.2 are met.

H. On June 4, 2026, the Planning Commission conducted a public hearing on this Third Amendment and recommended that the City Council approve a two-year extension of the term, to July 18, 2028.
83 I. On August 19, 2026, the City Council conducted a public hearing on this Third Amendment and introduced Ordinance 26-5 (incorrectly numbered as 26-57). On September 9, 2026, the City Council considered the second reading of Ordinance 26-5, did not adopt the Ordinance as introduced, and instead modified the term of the extension to the term set forth in this Third Amendment and re-introduced Ordinance 26-5 as amended. On October 7, 2026, the City Council conducted the second reading and adopted Ordinance 26-5, as amended, approving this Third Amendment.

J. The Developer and the City both desire to amend Section 4.2 the Development Agreement to extend the Development Agreement, based on the conditions contained in this Third Amendment.

NOW THEREFORE, the parties agree to amend the Development Agreement as follows:

1. Amendment of Section 4.2. Section 4.2 of the Development Agreement shall be amended to read as follows:
“4.2 Term. The term of this Agreement shall commence on the Effective Date and shall end on October 7, 2027, unless said term is terminated, modified, or extended by circumstances set forth in this Agreement, including Section 4.2.2.

4.2.1 Tolling. The term of this Agreement shall be tolled if and for as long as City determines development within the Southport area is infeasible due to State, Federal, or local health and safety requirements; provided, however, that under this circumstance the term of this Agreement shall not be tolled for longer than five (5) years.

4.2.2 Conditional Extension. The term of this Agreement shall be automatically extended to December 31, 2027 if the City Manager determines that each of the following performance milestones have been met on or before October 7, 2027:
(a) release of the Final Environmental Impact Report for the proposed Project amendments; (b) completion of the fiscal analysis for the proposed Project amendments; and (c) completion by Developer of the final master plan for the proposed Project to the satisfaction of City staff.

Following the expiration of the Term, this Agreement shall be deemed terminated and of no further force and effect, except as described in Section 23.”

2. Remainder of Provisions of Development Agreement. Except as expressly provided herein, nothing in this Third Amendment shall be deemed to waive or modify any of the other provisions of the Development Agreement.

3. Interpretation of Conflicts. In the event that any provisions of this Third Amendment conflict with the provisions of the Development Agreement, the terms of this Third Amendment shall prevail.

4. Memorandum of Third Amendment. Contemporaneously herewith, the City and Developer shall execute a notarized Memorandum of Third Amendment in the form attached hereto as Exhibit A, which Memorandum shall be recorded with the Yolo County Recorder. 84 IN WITNESS WHEREOF, this Third Amendment has been executed by the parties on the day and year first written above.

CITY OF WEST SACRAMENTO Sun M Capital
A municipal corporation A California Limited Liability Company By: ______________________ By: _________________________ Martha Guerrero, Mayor
Print Name: __________________
ATTEST:

By: ______________________
Jennifer Cusmir, City Clerk
APPROVED AS TO FORM:

KRONICK, MOSKOVITZ, TIEDMAN & GIRARD
A professional corporation
By: _______________________
Jeffrey Mitchell, City Attorney
85 EXHIBIT A
Memorandum of Agreement
86 RECORDING REQUESTED BY AND WHEN
RECORDED RETURN TO:

City of West Sacramento
1110 West Capitol Avenue
West Sacramento, CA 95691
NO RECORDING FEE REQUIRED PURSUANT TO GOVT CODE § 27383 SPACE ABOVE LINE FOR RECORDER’S USE ONLY

MEMORANDUM OF THIRD AMENDMENT TO

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF WEST SACRAMENTO

AND SUN M CAPITAL, A CALIFORNIA LIMITED LIABILITY COMPANY THIS MEMORANDUM OF THIRD AMENDMENT TO DEVELOPMENT AGREEMENT is made this ___ day of ______, 2026, by and between the CITY OF WEST SACRAMENTO ("City") and SUN M CAPITAL ("Developer").

City and Developer are parties to that certain "RIVER PARK DEVELOPMENT

AGREEMENT BY AND BETWEEN THE CITY OF WEST SACRAMENTO AND SCL WEST SAC HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY," dated June 18, 2008, a memorandum of which was recorded July 1, 2008 (Instrument #2008-0020526-0) (the "Development Agreement"), which was assigned to and assumed by Developer effective April 25, 2011. The City and Developer are also parties to that certain “THIRD AMENDMENT TO

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF WEST SACRAMENTO AND SUN M CAPITAL, A CALIFORNIA LIMITED LIABILITY COMPANY,” (“Third Amendment”) dated ________, 2026. The terms and conditions of the Third Amendment are incorporated herein by this reference. The Development Agreement as amended by the Third Amendment controls the development of the certain real property, including improvements thereto, situated in the County of Yolo, State of California, and described as follows:

SEE EXHIBIT “1”
Dated: ________________________

THE CITY OF WEST SACRAMENTO
By: ___________________________
Martha Guerrero, Mayor
Attest: ________________________
Jennifer Cusmir, City Clerk
Dated: ____________________________
Sun M Capital, LLC
By: _______________________________

Print name: ________________________
Title: _____________________________
87 Exhibit 1
Legal Description
88 River Park offers convenient access to West Sacramento neighborhoods and downtown Sacramento, north and northeast of the project area, respectively (see location map above). Directly east, across the Sacramento River, are the Sacramento neighborhoods of Land Park, Greenhaven, and the Pocket area; to the southeast are Elk Grove and the community of Florin. Unimproved agricultural and single-family residential areas are west and south of the project area.

The original Southport Framework Plan designated four quadrants, or “villages”: the Northeast, Northwest, Southeast, and Southwest Villages (see map above). River Park occupies most of the Southeast Village, the smallest of the four villages. Each village in Southport is being designed as a separate, internally cohesive community; all eventually will be connected by Village Parkway, which will circumnavigate Southport. As shown in the map, Village Parkway will be extended south past Lake Washington Boulevard into River Park, where it will turn west and connect to the existing Village Parkway at Jefferson Boulevard. Stonegate Drive will be extended from Linden Road south to the proposed Village Parkway extension, connecting River Park to Southport’s Northeast Village. South River Road, which borders River Park along the riverfront, connects River Park with Southport’s other three villages.

2.0 Location and Context

REGIONAL CONTEXT SOUTHPORT CONTEXT
Sacramento Int’l AirportPort of SacramentoSOUTHPORT FRAMEWORKPLAN AREARIVER PARKSacramento RiverProposed Village ParkwayYolo “Rails-to-Trails” ParkwayCity of West Sacramento Boundaryand the SOUTHEAST VILLAGE Northwest VillageNortheast VillageSouthwest VillageSOUTHEAST VILLAGE Location Map: City of West Sacramento
Southport Framework Plan Area
Village Boundary
Southport Framework Plan Area BoundaryProposed Major Roadways Existing Major Roadways
River Park Project Area Boundary
pg 10
Location and Context Design Guidelines
RIVER PARK Master Planned Village
Sacramento River
Yolo “Rails-to-Trails” Parkway
Jefferson Blvd.

Village Parkway
Deep Water Channel City of Sacramento
Stonegate Dr.

Bevan Rd.

Davis Rd.

Lk. Washington Blvd.

South River Rd.

Linden Rd.

REGIONAL CONTEX

T SOUTHPORT CONTEX
T
Downtown Sacramento
Attachment 2
89 ORDINANCE 08-5

AN ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF WEST SACRAMENTO AMENDING THE WEST SACRAMENTO ZONING MAP

IN THE SOUTHEAST VILLAGE OF SOUTHPORT
WHEREAS, on May 1, 2008, the City of West Sacramento Planning Commission conducted a public hearing and adopted Resolution 08-04PC, recommending among other things, the City Council approve the Amendment to the Zoning Map.

The City Council of the City of West Sacramento does ordain as follows:

Section 1. Purpose and Authority. The purpose of this Ordinance is to amend the West Sacramento Zoning Map from 39.9 acres RE (Rural Estates), 10.4 acres RRA (Rural Residential Agricultural), 255.8 acres R1-B (Residential One-family), 13.7 acres R-2 (Residential One-family or Multi-family), 20 acres R-3 (Residential Multi-Family), 6.3 acres C-1 (Neighborhood Commercial), 0.1 acre C-W (Commercial - Water Related), 4.3 acres POP (Public/Quasi-public), 85.6 acres R-P (Recreation and Parks), 16.4 acres POS (Public Open Space), to 40.3 acres RRA (Rural Residential Agricultural), 103.5 acres R1-B (Residential One-family), 128.9 acres R-2 (Residential One-family or Multi-family), 33.3 acres R-3 (Residential Multiple Family), 6.0 acres C-1 (Neighborhood Commercial), 2.4 acres C-W (Commercial - Water Related), 8.0 acres POP (Public/Quasipublic), 44.1 acres RP (Recreation-Parks), 72.8 acres POS (Public Open Space), and 13.2 acres of planned roadways as depicted on attached Exhibit A for property located on a 452-acre site east of Yolo Shortline railroad corridor, south of Davis Road, and west and north of the Sacramento River levee (APNs 46-230-52; 46-250-01, -16; 46-260-01, -03, -05, -06, -14, -15; 46-270-29, -35). This Ordinance is authorized pursuant to Government Code Section 65853 through 65857 of the City of West Sacramento.

Section 2. Severability. If any provision or section of this Ordinance is determined to be unenforceable, invalid or unlawful, such determination shall not affect the enforceability of the remaining provisions of the Ordinance.

Section 3. Effective Date and Publication. This Ordinance shall take effect thirty (30) days after its adoption, and pursuant to Resolution 99-46, shall be published in summary format prior to adoption and a summary shall be published within fifteen (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 18th day of June, 2008, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

Beers, Johannessen, Villegas, Cabaldon
None
Kristoff
None
Kryssankin, �� City Clerk
AUG 2 9 2008
Attachment 3
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PROPOSED

ZONING DESIGNATIONS

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EXISTING

ZONING DESIGNATIONS
� RIVER PARK
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18.4 91
ORDINANCE 08-6

AN ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF WEST SACRAMENTO APPROVING

THE DEVELOPMENT AGREEMENT BETWEEN THE CITY AND

RICHLAND PLANNED COMMUNITIES
WHEREAS, on May 1, 2008, the City of West Sacramento Planning Commission conducted a public hearing and adopted Resolution 08-04PC, recommending among other things, the City Council approve the Development Agreement.

The City Council of the City of West Sacramento does ordain as follows:

Section 1. Purpose and Authority. The purpose of this Ordinance is to approve the Development Agreement between the City and Richland Planned Communities (Attachment 1 ).

This Ordinance is authorized pursuant to Government Code Section 65864 through 65869.5 and Resolution No. 88-111 of the City of West Sacramento.

Section 2 Findings. In adopting this Ordinance, the City Council makes the following findings:
(a) The proposed Development Agreement is consistent with the objectives, policies, general land uses, and programs specified in the General Plan and applicable specific plan; and
(b) The proposed Development Agreement will not be detrimental to the health, safety, and general welfare of persons residing in the immediate area or detrimental to the general welfare of the residents of the City as a whole; and
(c) The proposed Development Agreement will not adversely affect the orderly development of property or preservation of property values; and
(d) The proposed Development Agreement is consistent with the provisions of Government Code Sections 65864 through 65869.5 and Resolution 88-111, as amended by Resolution 96-62; and
(e) The Planning Commission recommends approval of the Development Agreement; and Section 3. Severability. If any provision or section of this Ordinance is determined to be unenforceable, invalid, or unlawful, such determination shall not affect the enforceability of the remaining provisions of the Ordinance.

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

PASSED AND ADOPTED by the City Council of the City of West Sacramento this 18th day of June, 2008 by the following votes:

AYES:

NOES:

ABSENT:
'JUL O 8 2008
Beers, Johannessen, Villegas, Gabaldon
None
Kristoff
92 Ordinance 08-6
Page2
ABSTAIN: None
ATTEST: AS TO FORM:

Kryssankin, City Clerk ��- !JI!)
CODIFY L UNCODIFY_
I, Kryss Rankin, City Clerk of the City of West Sacramento, do hereby certify that the foregoing ordinance was introduced at a meeting of the City Council held on May 21, 2008 and was adopted at a meeting held on June 18, 2008, by the vote noted below.

This ordinance has been published in accordance with the Government Code requirement.

AYES: Beers, Johannessen, Villegas, Gabaldon.

NOES: None.

ABSENT: Kristoff.

ABSTAIN: None .. ryssr{kin, City Clerk
93 OFFICIAL CITY BUSINESS
No recording fee
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of West Sacramento
1110 West Capitol Avenue
West Sacramento, CA 95691
Attn: City Clerk
(SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE)
889284.10
·JUL O 8 2008

RIVER PARK DEVELOPMENT AGREEMENT

BETWEEN THE

CITY OF WEST SACRAMENTO
AND

SCL WEST SAC HOLDINGS, LLC
94 TABLE OF CONTENTS
Page
RECITALS ................................................................................................................................... 1

1. AUTHORIZATION ............................................................................................................ 1

2. PUBLIC HEARING ........................................................................................................... 1

3. ENVIRONMENTAL REVIEW ........................................................................................... 1

4. NEED FOR SERVICES AND FACILITIES ....................................................................... 1

5. CONTRIBUTION TO COSTS OF FACILITIES AND SERVICES ..................................... 1

6. PUBLIC BENEFITS .......................................................................................................... 2

7. Landowner Assurances .................................................................................................... 2

8. Consistency With General Plan And Southport Framework Plan .................................... 2 DEFINITIONS .............................................................................................................................. 2

1. Definitions ........................................................................................................................ 2

1.1. Adopting Ordinance ......................................................................................................... 2

1.2. Agreement ........................................................................................................................ 2

1.3. CEQA ............................................................................................................................. 2

1.4. CFO ............................................................................................................................. 3

1.5. 1.6.

1.7. 1.8.

1.9. City ............................................................................................................................. 3 City Manager .................................................................................................................... 3 Collective Standards ........................................................................................................ 3 Development Agreement Law .......................................................................................... 3 Effective Date ................................................................................................................... 3

1.10. EIR ............................................................................................................................. 3

1.11. Existing Land Use Regulations ........................................................................................ 3

1.12. Existing Plus Approved .................................................................................................... 4

1.13. Fee ............................................................................................................................. 4

1.14. General Plan .................................................................................................................... 4

1.15. Improvement .................................................................................................................... 4

1.16. Infrastructure .................................................................................................................... 4

1.17. Landowner ....................................................................................................................... 4

1.18. Law ............................................................................................................................. 4

1.19. Mitigation Measures ......................................................................................................... 4

1.20. Mitigation Monitoring and Reporting Program .................................................................. 4

1.21. Non-Project Specific ......................................................................................................... 4

1.22. Planning Commission ...................................................................................................... 4 889284.10
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Page

1.23. Project ............................................................................................................................. 4

1.24. Project Approvals ............. ............................................................................................... 5

1.25. Property ............................................................................................................................ 5

1.26. Public Works and Community Development Director or Director ..................................... 5

1.27. Reserved Powers ............................................................................................................. 5

1.28. Southport area ................................................................................................................. 5

1.29. Southport Framework Plan .............................................................................................. 5

1.30. Successor or Successor in Interest.. ................................................................................ 5

1.31. Vested Right. .................................................................................................................... 5 TERMS AND CONDITIONS ........................................................................................................ 6

1. Incorporation of Recitals .................................................................................................. 6

2. Relationship of City and Landowner ................................................................................ 6

3. Representations, Warranties and Acknowledgments ...................................................... 6

3.1 Title to Property .................................................................................................... 6

3.2 Authority ............................................................................................................... 6

3.3 Brokers ................................................................................................................. 6

3.4 Procedures and Requirements ............................................................................. 6

4. Effective Date and Term .................................................................................................. 6 4 .1 Effective Date ....................................................................................................... 6

4.2 Term ..................................................................................................................... 6

4.2.1. Tolling ........................................................................................................ 6

4.2.2. Extension .................................................................................................. 7

4.2.3. Expiration .................................................................................................. 7

4.3 Automatic Termination upon Completion and Sale of Individual Lots .................. 7

4.4 Termination by Mutual Consent.. .......................................................................... 7

4.5 Effect of Termination ............................................................................................ 7

5. Project Approvals and Vested Rights ............................................................................... 8

5.1 Project Approvals ................................................................................................. 8

5.2 Reserved Powers Relating to Project Entitlements and Approvals ...................... 8

5.3 Meet and Confer ................................................................................................... 9

5.4 Further Reviews ................................................................................................... 9

5.5 Referendum .......................................................................................................... 9

6. Subdivision Maps ............................................................................................................. 9

6.1 Term of Tentative Subdivision Maps .................................................................... 9 889284.10 ii
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6.2 Vesting Tentative Maps ...................................................................................... 10

7. Applicable Rules, Regulations, Fees and Official Policies ............................................. 10 7 .1 Rules Regarding Design and Construction ........................................................ 10

7.2 Building Codes Applicable .................................................................................. 10

7.3 Fees, Dedications, Assessments and Taxes ..................................................... 10 7 .3.1. Waiver of Fee Establishment Procedures .............................................. 10 7 .3.2. Processing Fees and Charges ............................................................... 10 7 .3.3. Fees for Library Facilities and Civic Center Additions ............................ 10

7.3.4. Development Impact Fees, Exactions and Dedications ......................... 11 7 .3.5. Exhibits Not Exclusive ............................................................................ 11

7.3.6. Mitigation of EIR lmpacts ........................................................................ 11 7 .3. 7. Other Public Agencies ............................................................................ 11 7 .3.8. Public Works and Community Development Director ............................. 11 7 .3.9. Dedications Free of Liens ....................................................................... 11 7 .3.10. Acquisition of Land for Improvements .................................................... 11

8. Securing Project Improvements ..................................................................................... 12

8.1 Payment and Performance Bonds ...................................................................... 12

9. Use of Property .............................................................................................................. 12

9.1 Right to Develop ................................................................................................. 12

9.2 Permitted Uses ................................................................................................... 12

9.3 Design Guidelines .............................................................................................. 12

9.3.1. Additional Components ........................................................................... 12

9.3.2. Amendments and Modifications .............................................................. 13

10. Affordable Housing Obligations ...................................................................................... 13

10.1 River Park Master Affordable Housing Agreement. ............................................ 13

10.2 Parcel-Specific Affordable Housing Agreements ............................................... 13

10.3 Alternative lnclusionary Housing Strategies ....................................................... 13

10.4 Dedication of High Density Residential Sites ..................................................... 13

10.5 Minimum R-3 Densities ...................................................................................... 14

11. Comprehensive Plans .................................................................................................... 14

11.1 Comprehensive Land Use Phasing Plan ............................................................ 14

11.2 Comprehensive Backbone Infrastructure Phasing Plan ..................................... 15

11.3 Comprehensive Backbone Infrastructure Finance Plan ..................................... 15

11.4 The Comprehensive Recreational Phasing and Finance Plan ........................... 16 889284.10 111
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97 TABLE OF CONTENTS
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Page

12. Master Plan Updates and Impact Fee Studies ............................................................... 16 889284.10
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12.1 Parks Master Plan Update ................................................................................. 16

12.1.1. Funding of the Updated Parks Master Plan and Park Impact Fee Study16

12.1.2. Update to the Master Plan and Fee Study .............................................. 16

12.1.3 Purpose of the Update to the Parks Master Plan and Park Impact Fee Study ............................................................................................... 17

12.1.4. Building Permits ...................................................................................... 17

12.1.5. Alternative Timing for Update to the Master Plan and Fee Study ........... 17

12.2 Drainage Master Plan and Drainage Impact Fee Study ............................... 17

12.2.1. Funding of the Updated Drainage Master Plan & Drainage Fee Study .. 17

12.2.2. Update of the Master Plan and Fee Study .............................................. 18

12.2.3. Eligibility for Reimbursement .................................................................. 18

12.2.4. Construction and Financing of Improvements ........................................ 18

12.2.5. Building Permits ...................................................................................... 18

12.2.6. Alternative Timing for Update to the Master Plan and Fee Study ........... 18

12.3 Water Master Plan .............................................................................................. 19

12.3.1. Funding of the Updated Water Master Plan and Water Fee Study ........ 19

12.3.2. Update of the Master Plan and Fee Study .............................................. 19

12.3.3. Water Supply, Treatment Extensions and Storage ................................. 19

12.3.4. Eligibility for Reimbursement .................................................................. 19

12.3.5. Construction and Financing of Improvements ........................................ 19

12.3.6. Building Permits ...................................................................................... 19

12.3. 7. Alternative Timing for Update to the Master Plan and Fee Study ........... 19

12.4 Sewer Master Plan ............................................................................................. 20

12.4.1. Funding of the Updated Sewer Master Plan and Sewer Fee Study ....... 20

12.4.2. Update of the Sewer Master Plan and Fee Study .................................. 20

12.4.3. Wastewater Treatment ........................................................................... 20

12.4.4. Construction and Financing of Improvements ........................................ 20

12.4.5. Eligibility for Reimbursement .................................................................. 20

12.4.6. Building Permits ...................................................................................... 20

12.4.7. Alternative Timing for Update to the Sewer Master Plan and Fee Study21

12.5 Traffic ................................................................................................................. 21

12.5.1. Funding of the Updated Traffic Master Plan and Traffic Fee Study ........ 21

12.5.2. Update of the Master Plan and Fee Study .............................................. 21

12.5.3. Eligibility for Reimbursement .................................................................. 21

12.5.4. Building Permits ...................................................................................... 21 lV
98 TABLE OF CONTENTS
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Page

12.5.5. Alternative Timing for Update to the Master Plan and Fee Study ........... 22

12.6 South River Road Bridge Project. ....................................................................... 22

12.6.1. Construction of the South River Road Bridge ......................................... 22

12.6.2. Funding of the South River Road Bridge ................................................ 22

12.6.3. Reimbursement ...................................................................................... 22

12.7 South River Road ............................................................................................... 22

12.8 Additional Traffic lmprovements ......................................................................... 22

13. Infrastructure and Improvements Reimbursement.. ....................................................... 22

14. Levee lmprovements ...................................................................................................... 23

14.1 Necessary Levee Improvements ........................................................................ 23

14.2 Value of Land ..................................................................................................... 23

14.3 FEMA Designation ............................................................................................. 23

14.4 Construction Easements .................................................................................... 24

15. Additional Obligations .................................................................................................... 24

15.1 Public Safety ...................................................................................................... 24

15.2 School Dedication .............................................................................................. 24

15.3 Evacuation and Emergency Management Plan ................................................. 24

15.4 Enhanced Transit System .................................................................................. 24

15.5 Traffic Reduction Plan ........................................................................................ 24

15.6 Accessible Design .............................................................................................. 25

16. Rural Residential Setback .............................................................................................. 25

16.1 Financing ............................................................................................................ 25

16.2 Costs .................................................................................................................. 25

17. Service District for Maintenance .................................................................................... 25 17 .1 Formation ........................................................................................................... 25

18. Home Owners Association ............................................................................................. 26

19. Amendment or Cancellation ........................................................................................... 26

20. 21.
889284.10
JUL O 8 2008

19.1 Amendment by Mutual Consent ......................................................................... 26

19.2 Insubstantial Amendments ................................................................................. 26

19.3 Amendment of Project Approvals ....................................................................... 26

19.4 Amendment of Limitation on Number of Units .................................................... 26 Rights and Duties of Mortgage Lenders in Possession of Property ............................... 26 Annual Review of Agreement. ........................................................................................ 27

21.1 Review Date ....................................................................................................... 27

21.2 Procedures ......................................................................................................... 27 V
99 TABLE OF CONTENTS
(CONT)
Page

21.3 Fee for Annual Review ....................................................................................... 27

22. Default

22.1 Default ................................................................................................................ 27

22.2 Notice ................................................................................................................. 27

22.3 Cure .................................................................................................................... 27

22.4 Remedies ........................................................................................................... 27

22.5 Additional Procedures and Remedies ................................................................ 28

22.6 Building Permits ................................................................................................. 28

22. 7 Waiver of Damages ............................................................................................ 28

22.8 Rescission .......................................................................................................... 28

23. Indemnification, Defense and Hold Harmless ................................................................ 28

24. Insurance ....................................................................................................................... 29

24.1 Public Liability and Property Damage lnsurance ................................................ 29

24.2 Workers' Compensation Insurance .................................................................... 29

24.3 Evidence of lnsurance ........................................................................................ 29

25. Binding Effect on Successors ........................................................................................ 29

25.1 Assignment. ........................................................................................................ 29

25.2 Subsequent Assignments ................................................................................... 30

25.3 Runs with the Land ............................................................................................. 30

26. Further Assurances, Consent, Cooperation and Implementation .................................. 30

26.1 Further Executions ............................................................................................. 30

26.2 Subsequent Approvals ....................................................................................... 30

27. Miscellaneous ................................................................................................................ 31 889284.10
!JUL O 8 200�1,

27.1 Prevailing Wages ............................................................................................... 31 27 .2 Estoppel Certificate ............................................................................................ 31

27.3 Recordation ........................................................................................................ 31 27 .4 Notices ............................................................................................................... 31 27 .5 References to Municipal Code ........................................................................... 32 27 .6 Third Party Beneficiaries .................................................................................... 32

27. 7 Force Majeure .................................................................................................... 32

27.8 Bankruptcy ......................................................................................................... 32

27.9 Attorney's Fees and Costs in Legal Actions by Parties to the Agreement ......... 32

27.10 Attorney's Fees and Costs in Legal Actions by Third Parties to the Agreement ......................................................................................................... 32 27 .11 Liability of City Officials ...................................................................................... 32 vi
100
889284.10

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Page
27 .12 Delegation .......................................................................................................... 32 27 .13 Severability ......................................................................................................... 32

27.14 Integration .......................................................................................................... 33

27.15 Counterparts ....................................................................................................... 33

27.16 Interpretation ...................................................................................................... 33 27 .17 Inconsistency ...................................................................................................... 33

27.18 Incorporation ...................................................................................................... 33

27.19 Compliance with Laws ........................................................................................ 33 27 .20 Applicable Law and Venue ................................................................................. 33

27.21 Time of the Essence ........................................................................................... 34 Vll
101

RIVER PARK DEVELOPMENT AGREEMENT
This River Park Development Agreement (this "Agreement") is entered between the City of West Sacramento, a municipal corporation ("City") and SCL West Sac Holdings, LLC, a Delaware limited liability company ("Landowner"). City and Landowner are hereinafter collectively referred to as the "Parties" and singularly as "Party."

RECITALS

1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Government Code section 65864 et seq. (the "Development Agreement Statute"), which authorizes the City and any person having a legal or equitable interest in the real property to enter into a development agreement, establishing certain development rights in the Property which is the subject of the development project application.

2. Public Hearing. The Planning Commission of the City of West Sacramento, serving as the City's planning agency for purposes of development agreement review pursuant to Government Code section 65867, considered this Agreement and recommended approval of this Agreement to the City Council.

3. Environmental Review. The City Council certified as adequate and complete, the Environmental Impact Report ("EIR") for the Project in Resolution 08-32. Mitigation measures were identified in the EIR. The City Council has adopted Mitigation Measures, as reflected in the CEQA findings of fact adopted by the Council, and in the City's Mitigation Monitoring and Reporting Program. The Mitigation Measures adopted by the City are incorporated into the Project and, in part, into the terms and conditions of this Agreement, as reflected by the CEQA findings of fact adopted by the City Council concurrently with this Agreement.

4. Need for Services and Facilities. Development of the Property will result in a need for municipal services and facilities, some of which services and facilities will be provided by the City to the Project, subject to the performance of Landowner's obligations hereunder.

5. Contribution to Costs of Facilities and Services. Landowner agrees to contribute to the costs of public facilities and services as required herein to mitigate impacts on the community of the development of the Property, and City agrees to provide such public facilities and services as required herein to assure that Landowner may proceed with and complete development of the Property in accordance with the terms of this Agreement. City and Landowner recognize and agree that, but for Landowner's contributions to mitigate the impacts arising as a result of development entitlements granted pursuant to this Agreement, City would not and could not approve the development of the Property as provided by this Agreement and that, but for City's covenant to provide certain facilities and services for development of the Property, Landowner would not and could not commit to provide the mitigation as provided by this Agreement. City's vesting of the right to develop the Property, as provided herein, is in reliance upon and in consideration of Landowner's agreement to make contributions towards the cost of public improvements as herein provided to mitigate the impacts of development of the Property as development occurs and as consistent with this Agreement.

6. 889284.10
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Public Benefits. Development of the Project will result in significant public 102
benefits, as more fully described hereinafter, including, without limitation:

6.1. Implementation of the development goals set forth in the Southport Framework Plan;

6.2. The provIsIon of additional recreational opportunities and the enhancement of the appearance of the Southport area;

6.3. The provision of services within walking distance to development, as well as opportunities for employment;
adjacent uses;
housing plan.

6.4. The provision of a mixed-use development that is a logical extension of

6.5. The furtherance of the goals and objectives of the City's affordable

7. Landowner Assurances. In exchange for the benefits to the City in the preceding Recitals, together with the other public benefits that will result from the development of the Property, Landowner will receive by this Agreement assurance that it may proceed with the Project in accordance with the Project Approvals, and therefore, desires to enter into this Agreement.

8. Consistency with General Plan and Southport Framework Plan. Having duly examined and considered this Agreement and having held properly noticed public hearings hereon, in City Ordinance No.08-06, the City found that this Agreement satisfies the Government Code section 65867.5 requirement of general plan consistency. The City has also found that this Agreement satisfies the project specific Southport Framework Plan, a planned development overlay, as more particularly described in City Ordinance No. 08-07.

NOW, THEREFORE, in consideration of the above Recitals and mutual promises, conditions and covenants of the Parties contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
889284.10
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DEFINITIONS
2 103
1 Definitions. In this Agreement, unless the context otherwise requires, terms have the following meaning. Capitalized terms within the Exhibits not defined below have the meaning set out in the Exhibits.

1.1 "Adopting Ordinance" means Ordinance Number 08-06, adopted by the City Council on June 18, 2008, which approves this Development Agreement as required by the Development Agreement Law.

1.2 "Agreement" means this Development Agreement, inclusive of all Exhibits attached hereto.

1.3 "CEQA" means the California Environmental Quality Act, as set forth at California Public Resources Code, Division 13, commencing at Section 21000 and the CEQA Guidelines as set forth in Title 14 of the California Code of Regulations commencing at Section 15000.

1.4 "CFO" means a Community Facilities District formed pursuant to the Mello Roos Community Facilities Act of 1982 (Government Code§ 53311 et seq.).

1.5 "City" means the City of West Sacramento, including its agents, officers, employees, representatives and elected and appointed officials.

1.6 "City Manager" means the City Manager of the City of West Sacramento, or his or her designee.

1. 7 "Collective Standards" means: (i) the provisions of this Development Agreement: (ii) the Project Approvals; (iii) land use entitlements and approvals to the Project and the Property that may be granted following the Effective Date: and (iv) Existing Land Use Regulations, except to the extent that they are collectively or individually subject to Reserved Powers.

1.8 "Development Agreement Law" means Government Code section 65864 et seq. and the procedures and requirements for the consideration of development agreements contained in City Resolution No. 88-111, as amended by City Council Resolution No. 96-

62. In the event of a conflict, the requirements of Government Code section 65864 et seq. shall control.

1.9 "Effective Date" means that day on which the Adopting Ordinance shall be effective. The Adopting Ordinance shall be effective thirty (30) days after its adoption by the City Council, unless the Adopting Ordinance becomes subject to a qualified referendum, in which case, the Effective Date shall be the day after the referendum election, if the Adopting Ordinance is approved by a majority of the voters. Litigation filed to challenge the Adopting Ordinance or this Agreement shall not affect the Effective Date, absent a court order or judgment overturning or setting aside the Adopting Ordinance, or staying the Effective Date, or remanding the Adopting Ordinance to the City. Notwithstanding the foregoing, this Agreement shall not become effective until fully executed.

1.10 "EIR" means the Draft and Final Environmental Impact Report for the "River Park General Plan Amendment and Rezoning Project," including the Mitigation Measures and 889284.10
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3 104
Mitigation Monitoring and Reporting Plan (State Clearinghouse No. 2005062027).

1.11 "Existing Land Use Regulations" means the ordinances, resolutions and regulations applicable to the Project, to the extent they govern the permitted uses of land, and the density and intensity of land use, as set forth in the following plans and ordinances as they exist on the Effective Date:
• The West Sacramento General Plan;
• The Southport Framework Plan; and,
• The West Sacramento Zoning Code.

1.12 Existing Plus Approved" means residential development identified in the City's traffic model base updated in January 2008 and includes existing residential units and residential tentative maps which were approved as of December 31, 2007. A copy of the updated traffic model base is on file with the City.

1.13 "Fee" means all charges, expenses, costs, monetary exactions and any other monetary obligations imposed on Landowner by the City, other than assessments or regular or special taxes, and shall not be limited to fees paid pursuant to this Agreement. (The term "fee" need not be capitalized in this Agreement.}

1.14 "General Plan" means the General Plan of the City including the text and maps, as approved by the City in 2004, plus any other General Plan amendments approved by the City on or before the Effective Date.

1.15 "Improvement" means any on-site or off-site conveyance, grant or dedication of property or property rights, non-monetary exaction, construction and/or installation of a work of public improvement, street, facility, utility, park or recreational amenity which is to be transferred to the City, or any other contribution of property (other than fees}, imposed on Landowner by the City.

1.16 "Infrastructure" means the basic facilities, services, and installations needed for the functioning of the Improvements and parks. (The term "infrastructure" need not be capitalized in this Agreement.}

1.17 "Landowner" means SCL West Sac Holdings, LLC, a Delaware limited liability company, together with any successors in interest approved by the City pursuant to this Agreement.

1.18 "Law" means the case law, ordinances, statutes, rules, regulations, or any order, decree or directive of any court or any local, regional, state or federal government agency, unless the context suggests a different meaning.

1.19 "Mitigation Measures" means the mitigation measures recommended in the EIR as modified or adopted by the City Council.

1.20 "Mitigation Monitoring and Reporting Program" means the plan for implementation of the Mitigation Measures, identified in the EIR, and adopted by the City 889284.10 4
JUL O 8 2008
105
Council.

1.21 "Non-Project Specific" means rules, regulations, or laws adopted by the City that, while not applicable City-wide, apply uniformly to all properties that are similarly situated, whether by geographic location or other distinguishing circumstances.

1.22 "Planning Commission" means the City of West Sacramento Planning Commission.

1.23 "Project" means the physical development of the Property as described in the project description in the EIR, and as supplemented by the provisions of this Agreement.

The Project consists of the development of a four hundred and fifty two (452) acre mixed use project containing two thousand two hundred and eight four (2,284) residential units, to be located on the Property.

1.24 "Project Approvals" means the entitlements that are the subject of this Agreement, consisting of the following land use approvals:
i. This Development Agreement, as adopted by the Adopting Ordinance. ii. The River Park General Plan Amendment.
iii. Southport Framework Plan Amendment, as approved by City Ordinance No. 08-

07. iv. Amendments to the Zoning Ordinance and Map ("Rezone"), as approved by City Ordinance No. 08-5.
v. Additions to the Traffic Impact Fee Study, reflected in Exhibit H-1 and adopted by City Council Resolution 08-41.
vi. The River Park Design Guidelines, as approved by City Council Ordinance No. 08-07. (The Design Guidelines are part of the Southport Framework Plan Amendment and are incorporated into the Southport Framework Plan Design Guidelines.)

1.25 "Property" means that certain real property consisting of approximately four hundred and fifty two (452) acres in the City of West Sacramento, County of Yolo, as more particularly described and depicted in Exhibit A, attached hereto.

1.26 "Public Works and Community Development Director'' or "Director" means the Public Works and Community Development Director of the City of West Sacramento, or his or her designee.

1.27 "Reserved Powers" means those powers explicitly reserved to the City by this Agreement pursuant to Section 5.2 of this Agreement.

1.28 "Southport area" means that area of land located in the southern portion of the City and generally bound by the Deep Water Ship Channel on the north and west, the Sacramento River on the east and current City limits on the south.

1.29 "Southport Framework Plan" means that certain document adopted by the City in May 1995, together with any amendments thereto as approved by the City on or before the 889284.10 5
JUL O 8 2008
106
Effective Date of this Agreement. The Southport Framework Plan is the development master plan for the Southport area. The Southport Framework Plan is intended to be a refinement of the City's General Plan and is intended to establish the foundation for a village-oriented, mixed use development.

1.30 "Successor'' or "Successor in Interest" means any subsequent owner that acquires all or any portion of the Property. This term shall not include private parties that acquire recorded residential lots that have been developed with residential dwellings within the Property. This term shall also mean any assignee under the form of assignment attached hereto as Exhibit I (i.e., any recognized successor in interest under this Agreement), and any subsequent assignee.

1.31 "Vested Right" means the right to proceed with the development of the Project in accordance with the terms of the Collective Standards, which Collective Standards may not be amended, modified or changed by the City except as provided by this Agreement. (The term "vested right" need not be capitalized in this Agreement.)

TERMS AND CONDITIONS

1. Incorporation of Recitals. The Preamble, the Recitals and all defined terms set forth in both are hereby incorporated into this Agreement as if set forth herein in full.

2. Relationship of City and Landowner. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. The City and Landowner hereby renounce the existence of any form of joint venture or partnership between them, and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making the City and Landowner joint venturers or partners.

3. Representations. Warranties and Acknowledgments.

3.1 Title to Property. Landowner represents and warrants that as of the Effective Date, Landowner holds legal and/or equitable interest in and to the Property and that all persons holding legal or equitable interest in the Property shall be bound by the Agreement.

3.2 Authority. The Parties represent and warrant that the persons signing this Agreement are duly authorized to enter into and execute this Agreement on behalf of their respective principals.

3.3 Brokers. The Parties represent and warrant that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Agreement, and that they know of no other real estate broker or agent who is entitled to a commission in connection with this Agreement. In the event any real estate broker or agent shall come forward and claim the right to a commission or other form of compensation in connection with this Agreement, Landowner shall indemnify, defend and hold harmless the City in accordance with Section 23.

3.4 Procedures and Requirements. The Parties acknowledge that this Agreement is subject to the procedures for approval, amendment and administration set forth in the Development Agreement Law.

4. Effective Date and Term.
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4.1 Effective Date. The effective date of this Agreement means the date defined at Section 1.9 of this Agreement.

4.2 Term. The term of this Agreement shall commence on the Effective Date and extend for a period of fifteen (15) years thereafter, unless said term is terminated, modified or extended by circumstances set forth in this Agreement.

4.2.1. Tolling. The term of this Agreement shall be tolled if and for as long as City determines development within the Southport area is infeasible due to State, Federal or local health and safety requirements; provided, however, that under no circumstances shall the term of this Agreement be tolled for longer than five (5) years.

4.2.2. Extension. The term of this Agreement may be extended for a maximum period of five (5) years if development of at least fifty percent (50%) of residential units in the Project has occurred and all of the Improvements and infrastructure associated with those units are constructed and accepted by the City, as appropriate.

4.2.3. Expiration. Following the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect.

4.3 Automatic Termination upon Completion and Sale of Individual Lots.

Except as provided herein, this Agreement shall automatically be terminated, without any further action by either party or need to execute or record any additional document, with respect to any improved commercial or residential lot within a parcel designated by the Project Approvals for such use, upon issuance by the City of a final certificate of occupancy or its equivalent for a commercial structure or dwelling unit upon such lot and conveyance of such lot by Landowner to a bona-fide, good-faith individual purchaser. In connection with its issuance of a final inspection for any residential lot, the City shall confirm that all Improvements which are required to serve the lot have been dedicated to and accepted by the City, and all applicable fees have been paid by Landowner. Termination of this Agreement as to any such residential lot shall not in any way be construed to terminate or modify any applicable assessment district, special tax lien, fee credit, or right of reimbursement with respect to such lot. Termination of this Agreement as to any such lot shall extend solely to that lot and shall not extend to other parcels or property encompassed by this Agreement.

4.4 Termination by Mutual Consent. This Agreement may be terminated in whole or in part by the mutual written consent of all the Parties. Any fees paid or Improvements dedicated to the City prior to the date of termination shall be retained by the City.

4.5 Effect of Termination. This Agreement was entered into by the Parties for the limited purpose of setting forth certain terms and conditions concerning the proposed development of Project in a manner that is consistent with the Collective Standards.

Accordingly, nothing contained herein is intended or shall be construed to grant to Landowner any rights in connection with the future development of the Property, except for those rights set forth in the Collective Standards and in this Agreement.

4.5.1. The Parties recognize and agree that this Agreement imposes certain continuing obligations and responsibilities on the City and Landowner. Termination of this Agreement, whether by default as provided in Section 22 or by expiration of its own accord, shall not: ( 1) affect any pre-existing liability under this Agreement owed by one Party to the other, which remains unsatisfied as of the date of termination; (2) affect those provisions of this 889284.10 7
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Agreement which provide that they shall survive the termination of this Agreement, including, but not limited to Landowner's obligations to comply with the River Park Design Guidelines or Mitigation Measures; (3) be construed to terminate or modify an applicable covenant, condition, servitude or restriction that runs with the land and binds Successors; (4) affect the validity of any structure on the Property or Improvement which is completed as of the date of termination and is in compliance with all necessary permits; or (5) prevent Landowner from completing any structure on the Property or Improvement under construction at the time of termination, provided that any such structure or Improvement is completed in accordance with all necessary permits.

5. Project Approvals and Vested Rights.

5.1 Project Approvals. Upon the Effective Date, Landowner shall acquire a vested right to the Project Approvals. If Landowner applies to the City Council to amend the Project Approvals, and the City Council approves the requested amendments, then Landowner shall acquire a vested right to such amendments to the Project Approvals as of the date of approval of the amendments by the City Council; provided, however, that Landowner shall not, by virtue of this Agreement, acquire a vested right to any amended Project Approval approved after the expiration of the term of this Agreement.

5.2 Reserved Powers Relating to Project Entitlements and Approvals.

Notwithstanding any other provision of this Development Agreement to the contrary, the City retains the following reserved powers and retains the authority to take the following actions:

5.2.1. Grant or deny applications for land use entitlements and approvals for the Project and the Property, consistent with this Agreement;

5.2.2. Approve, disapprove or revise subdivision maps, parcel maps or lot line adjustments for the Project and the Property, consistent with this Agreement;

5.2.3. Apply, or adopt and apply, design and construction requirements for specific public improvements to serve the Project on the Property, except to the extent that such requirements are a part of the Collective Standards or expressly set forth in this Development Agreement;

5.2.4. Adopt and apply City-wide or Non-Project Specific property transfer and/or excise taxes;

5.2.5. Adopt and apply City-wide or Non-Project Specific utility charges;

5.2.6. Adopt and apply City-wide or Non-Project Specific permit processing fees;

5.2.7. Adopt and apply regulations to protect the City and its citizens from immediate risks to health and safety. The Landowner hereby agrees that any regulation with respect to flood protection adopted in response to Federal or State guidelines, regulations, or directives shall be deemed necessary to protect the public health and safety; 889284.10 8
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5.2.8. Adopt or increase fees, charges, assessments or special taxes otherwise authorized by and in compliance with State law (e.g. Gov. Code section 66000 et seq.), except to the extent prohibited by this Development Agreement;

5.2.9. Adopt and apply City-wide or Non-Project Specific regulations relating to the temporary use of land, the control of traffic, the regulation of sewers, water, and similar subjects, and the abatement of public nuisances;

5.2.10. Adopt and apply engineering design standards and construction specifications;

5.2.11. Adopt and apply City-wide or Non-Project Specific building and fire construction standards;

5.2.12. Adopt or undertake enforcement of land use regulation ordinances, policies, programs, or resolutions in order to comply with Federal or State laws, provided that in the event that such Federal or State laws, plans, programs or regulations prevent or preclude compliance with one or more provisions of this Agreement, such provision or provisions shall be modified or suspended solely as may be necessary to comply with such Federal or State laws or regulations;

5.2.13. Adopt land use regulations, ordinances, policies, programs or resolutions that are not in conflict with, or that are less restrictive than, the terms and conditions for development of the Project on the Property established by this Development Agreement or otherwise applicable Collective Standards and which do not impose additional burdens on such development other than those that are merely procedural in nature;

5.2.14. Adopt land use regulations, ordinances, policies, programs, resolutions or fees that are in conflict with the Collective Standards, but which are either expressly made not applicable to the Property or are consented to in writing by the Landowner either through amendment of this Development Agreement or by separate document.

The foregoing Reserved Powers may be exercised by the City acting through its elected or appointed officials or its employees (subject to any appeal rights set forth in the Municipal Code), or directly by the electors through the initiative process.

5.3 Meet and Confer. If Landowner believes that the City is taking action to impair a vested right conferred by this Agreement, other than as allowed in this Agreement, Landowner shall provide to City written notice, describing the basis for Landowner's position.

The Parties shall meet and confer within thirty (30) days thereafter in an attempt to arrive at a mutually acceptable solution.

5.4 Further Reviews. Landowner acknowledges that the Collective Standards contemplate further reviews of elements of portions of the Project by the City. These reviews include, but are not limited to, monitoring and implementation of environmental mitigation measures. Nothing in this Agreement shall be deemed to limit or expand the legal authority of City with respect to such reviews, as provided for by, and which are otherwise consistent with, this Agreement.

5.5 Referendum. Landowner acknowledges that the Adopting Ordinance, the Southport Framework Plan Amendment, the General Plan Amendment, and the Rezone, as legislative land use approvals, are potentially subject to referendum. Notwithstanding anything in this Agreement to the contrary, Lc;mdowner shall not acquire a vested right to any legislative 889284.10 9
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land use approval ( or to any amendment thereto): ( 1) while such approval or amendment is still potentially subject to referendum or (2) in the event that such approval or amendment is reversed by referendum.

6. Subdivision Maps.

6.1 Term of Tentative Subdivision Maps. Notwithstanding Government Code section 66452.6(a), the term or "life" of any tentative map for the Project shall be determined by reference to the Subdivision Map Act other than Section 66452.6(a), and shall not be automatically extended for the term of this Agreement.

6.2 Vesting Tentative Maps. Landowner reserves the right to file a "vesting tentative map" as that term is defined in Government Code section 66498.1. Landowner agrees, however, that any such vesting tentative map filed in connection with the Project will not vest the Landowner in any rights with respect to any matter that is identified in any Exhibit to this Agreement and that this Agreement (including its Exhibits) shall govern the financing and construction of infrastructure for the Project.

7. Applicable Rules, Regulations, Fees and Official Policies.

7.1 Rules Regarding Design and Construction. Unless otherwise expressly provided in this Agreement, all other ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to the Project and to public improvements to be constructed by the Landowner shall be those in force and effect at the time the applicable permit approval is granted. 7 .2 Building Codes Applicable. Unless otherwise expressly provided in this Agreement, the Project shall be constructed in accordance with the California Building Standards Codes, Title 24 of the California Code of Regulations, as adopted and amended by the City, as the same shall be in effect as of the time of approval of the permit in question. The Project shall also be constructed in accordance with the provisions of the California Mechanical, Plumbing, Electrical and Fire Codes and City standard construction specifications in effect at the time of approval of the appropriate building, grading, encroachment or other construction permits for the Project. If no permit is required for a given infrastructure improvement or other improvement, such improvement will be constructed in accordance with said Codes in effect in the City as of the commencement of construction of such improvement.

7.3 Fees, Dedications, Assessments and Taxes.
7 .3.1. Waiver of Fee Establishment Procedures. Notwithstanding anything in this Agreement to the contrary, Landowner hereby waives the procedures and requirements imposed on cities by the Mitigation Fee Act (Government Code sections 66000 et seq.) for establishing, expending, returning, and reporting on all "fees" as that term is defined in the Mitigation Fee Act, as to the fees established as of the Effective Date of this Agreement.

This waiver shall not apply to any fees adopted after the Effective Date; thus, as to fees adopted or revised after the Effective Date, Landowner shall retain whatever rights it has under Federal and State law.
7 .3.2. Processing Fees and Charges. Landowner shall pay those processing, inspection, and plan check fees and charges required by City under then current regulations for processing applications and requests for permits, approvals and other actions, 889284.10 10
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and monitoring compliance with any permits issued or approvals granted or the performance of any conditions with respect thereto or any performance required of Landowner hereunder.

7.3.3. Fees for Library Facilities and Civic Center Additions. Prior to issuance of building permits for residential structures, landowner shall pay a fee of five hundred dollars ($500) per residential building permit or unit in multi-family structures where one permit is issued for construction of a building containing more than one individual unit. Landowner acknowledges that the City may adjust the $500 amount to account for inflation based upon the Consumer Price Index for the region.
7 .3.4. Development Impact Fees, Exactions and Dedications.

Landowner shall make all dedications of land and pay all development impact fees, connection or mitigation fees, and exactions required by the City to support in the construction of any public facilities and improvements or the provision of public services in relation to development of the Property (together "Exactions") authorized by City after the Effective Date as long as said Exactions otherwise comply with applicable law, and are either (1) required on a City-wide basis, or (2) apply uniformly to all properties within the City that are zoned consistent with the Project Approvals, or (3) are Non-Project Specific. Except as otherwise provided in this Agreement, Exactions required by City to be paid by the Landowner that do not meet one of the preceding criteria, shall be the Exactions authorized as of the Effective Date. Wherever this Agreement obligates Landowner to design, construct or install any improvements, the cost thereof shall be provided by Landowner, or may be provided by a CFD or other such financing mechanism acceptable to the City, subject to and in accordance with the provisions thereof. 7 .3.5. Exhibits Not Exclusive. Landowner acknowledges that the fees and Improvements set forth in the attached Exhibits are not exclusive, but are merely set forth to clarify some of Landowner's obligations under this Agreement.

7.3.6. Mitigation of EIR Impacts. Landowner shall timely satisfy and comply with all Mitigation Measures in accordance with the schedule in the Mitigation Monitoring Plans. The Mitigation Measures are conditions of Project approval but are not the exclusive conditions of Project approval. A failure to timely satisfy any Mitigation Measure or other conditions of Project Approval without prior written City approval shall be a default of this Agreement, subject to the default and cure provisions set forth in Section 22 of this Agreement.

7.3.7. Other Public Agencies. Nothing in this Agreement is intended to govern the authority of other public agencies to impose fees. 7 .3.8. Public Works and Community Development Director. All Improvements and work performed by Landowner in connection with the Project shall be to the satisfaction of the City Public Works Director and Community Development Director.

7.3.9. Dedications Free of Liens. All dedications of property from Landowners to the City shall be free and clear of all liens and encumbrances except as allowed in writing by City.
7 .3.10. Acquisition of Land for Improvements. Landowner acknowledges that some of the public improvements required for the Project will be constructed on land that is not under the control of the Landowner or the City. Developer agrees that nothing in Government Code section 66452.5 or any other provision of State law will require the City to waive any conditions set forth in the Project approvals related to construction of the Project, 889284.10 II
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including limitations set forth herein on the timing of construction of residential or commercial structures. If City acquires such land, Landowner shall be responsible for all of City's costs associated with such acquisition (including legal counsel and appraisal fees), subject to possible reimbursement as provided in Section 13.

8. Securing Project Improvements.

8.1 Payment and Performance Bonds. Landowner has an affirmative obligation to secure its obligations to construct Project improvements, as required in this Agreement. Landowner shall secure all infrastructure Improvements by delivering payment and performance bonds to City, in a manner consistent with City ordinances and in accordance with this Section.

8.1.1. Prior to the commencement of construction of any infrastructure improvement, Landowner or Landowner's general contractor shall furnish City with payment and performance bonds ("Bonds"), issued by a corporate surety company that is an admitted insurer in the State of California and licensed to do business in California, in an amount approved by City, but not less than the full amount of the construction contract, and shall name City as obligee. The Bonds shall remain in effect until the later of (1) the date that the entire cost of developing the improvement shall have been paid in full, (2) the date that the improvement shall have been completed in accordance with this Agreement, and/or (3) the date on which the City accepted the improvement.

8.1.2. The Bonds shall be in the form prescribed by Government Code sections 66499.1 and 66499.2 for performance and payment bonds and be reasonably satisfactory to City.

9. Use of Property.

9.1 Right to Develop. Landowner shall have the vested right to proceed with development of the Project in accordance with the terms and conditions of this Agreement, the Collective Standards, and any amendments to the Project Approvals as shall, from time to time, be approved pursuant to this Agreement. Landowner's development of the Property shall be subject to the terms set forth in any subsequent approvals needed for development; provided however, that any conditions, terms, restrictions and requirements contained in any subsequent approvals shall not be inconsistent with or otherwise prevent development of the Property for the uses, or reduce the density and intensity of development, or limit the rate or timing of development set forth in this Agreement, as long as Landowner is not in default under this Agreement.

9.2 Permitted Uses. The permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, provisions for reservation or dedication of land for public purposes, location and maintenance of on-site and off-site improvements, location of public utilities and other terms and conditions of development applicable to the Property, shall be those set forth in this Agreement, the Collective Standards and any amendments to this Agreement or the Project Approvals. City acknowledges that the Project Approvals provide for the land uses and approximate acreages for the Property.

9.3 Design Guidelines.

9.3.1. Additional Components. Landowner shall submit additional design guidelines components, identified in Exhibit B, for review by the City's Design Review Administrator. The additional design guidelines shall be approved, based on the timing set forth 889284.10
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in Exhibit B, before the corresponding map or permit is issued to Landowner. The additional design guidelines may be approved by the Design Review Administrator in his or her sole discretion if they meet the standards of Section 19.2. Upon approval, the additional design guidelines shall be deemed incorporated into the Southport Framework Plan Design Guidelines.

9.3.2. Amendments and Modifications. Amendments or modifications to the River Park Design Guidelines shall be made in accordance with the Southport Framework Plan.

10. Affordable Housing Obligations.

10.1 River Park Master Affordable Housing Agreement. Prior to the approval of the first residential small lot tentative subdivision map, or the first use permit, zoning administrator permit, design review approval, or building permit for a land use not requiring a small lot tentative map, the parties shall enter into a Master Affordable Housing Agreement to the City's satisfaction in accordance with the provisions of Chapter 15.40 (the "lnclusionary Housing Ordinance"), in general, and Section 15.40.110, in particular, of the West Sacramento Municipal Code.

10.1.1. The Master Affordable Housing Agreement will contain the general rules that will govern the development of affordable housing units for the Project (the "River Park lnclusionary Housing Program") as required to satisfy the lnclusionary Housing Ordinance. The Master Affordable Housing Agreement will contemplate some affordable singlestory development and will incorporate accessible design elements. No residential small lot tentative subdivision map shall be approved and no use permit, zoning administrator permit, design review approval or building permit shall be granted unless and until a Memorandum of Master Affordable Housing Agreement has been recorded against the River Park Property. This Memorandum shall evidence and memorialize the existence of a fully executed and enforceable Master Affordable Housing Agreement applicable to the Project as a whole.

10.2 Parcel-Specific Affordable Housing Agreements. The details of the River Park lnclusionary Housing Program will be addressed in site-specific Affordable Housing Agreements by and between the Landowner and the City. Such Affordable Housing Agreements shall comply with Section 15.40.110 and shall be consistent with the River Park Master Affordable Housing Agreement. A Memorandum of Affordable Housing Agreement shall be recorded against each River Park large lot parcel that is allocated responsibility by the Master Affordable Housing Agreement for providing one or more affordable units. This Memorandum shall evidence and memorialize the existence of a fully executed and enforceable parcel-specific Affordable Housing Agreement applicable to the parcel against which it is recorded and shall be recorded against each applicable parcel prior to approval of a residential small lot final subdivision map or a building permit for a residential land use not requiring a small lot final map.

10.3 Alternative lnclusionary Housing Strategies. It is Landowner's intent to propose, in accordance with Section 15.40.080.B, as part of its Master Affordable Housing Program, alternative inclusionary housing strategies as a means of satisfying Landowner's affordable housing obligations. Landowner anticipates that these alternative strategies would involve multi-family parcels that are either a part of or situated in close proximity to the village core with its neighborhood-serving commercial center and Oak Tree Preserve Park. Landowner intends to work cooperatively with the City to develop an inclusionary strategy that may include an age restricted affordable tax credit project and/or a family-oriented affordable condominium project. The remaining low and/or moderate income affordable units for which Landowner will be responsible would be dispersed throughout the project on a parcel-specific basis. 889284.10 13
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10.4 Dedication of High Density Residential Sites. At the City's discretion, high-density residential sites may be dedicated to affordable housing developers in partial satisfaction of Landowner's inclusionary housing obligation, with Landowner to receive a credit against Landowner's project-wide allocation of affordable units under the lnclusionary Housing Ordinance for each unit of affordable housing that is constructed on the dedicated site. The parties anticipate that this arrangement may include the following conditions and requirements:

10.4.1. Landowner will be responsible for providing or causing to be provided any gap financing necessary to make the affordable housing available at an affordable purchase price or rent. The City will cooperate with Landowner and/or the affordable housing developer in a good faith, diligent effort to identify, apply for and secure outside sources of funding to address gap financing needs on a project-specific basis but shall in no case be obligated to expend City monies for this purpose.

10.4.2. The City will reserve the right to approve affordable housing developers for land dedication sites, and in the event the City, in its reasonable discretion, determines a competitive selection process is warranted, the City also reserves the right to select the affordable housing developer for a land dedication site through a Request for Proposals or similar competitive process.

10.4.3. Credits for affordable units constructed at a River Park land dedication site will be applicable to offset Landowner's inclusionary obligation to provide affordable units elsewhere within the River Park Project area. Landowner will not be allowed to transfer affordable housing credits from a River Park site to another Southport Village or to another location elsewhere within the City without City Council approval under the City's lnclusionary Housing Ordinance.

10.5 Minimum R-3 Densities. Minimum densities for R-3 zoned lands shall be as required by SACOG to assist the city in meeting its regional obligation to provide affordable housing. Averaging of densities across R-3 zoned lands will be permitted. Densities shall be calculated pursuant to the Southport Framework Plan Design Guidelines Section 3.17.

11. Comprehensive Plans.

11.1 Comprehensive Land Use Phasing Plan. The River Park permitted uses are designed to be developed in three primary phases as further described in the Comprehensive Land Use Phasing Plan (Exhibit C). The Parties expect that further analysis will result in a more efficient and/or cost-effective land use phasing strategy and that therefore, Exhibit C is conceptual in nature, but Landowner shall submit for review revisions to Exhibit C when directed by City to reflect the results of such further analyses. No revisions to Exhibit C shall be approved, however, without such comparable revisions to the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) as may be necessary to ensure that development of each phase of the Project is conditioned upon installation of the backbone utility and roadway improvements required to adequately serve each phase in accordance with the provisions of Section 11.2.

11.1.1. The Comprehensive Land Use Phasing Plan shall include, but not be limited to the phasing of the following:

11.1.2. Project construction activities, which may include but not be limited to limitations on construction traffic levels and trips during peak hours on Jefferson Boulevard, alternative construction routes (i.e., Harbor Boulevard/Southport Parkway), and methods to minimize construction traffic on rural roads; and, 889284.10 14
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11.1.3. Planning and implementation of interim and alternative transit modes and routes, including a mechanism to permit substitution of transportation improvements and/or mitigation measures to achieve equivalent mitigation while protecting the interests of the affected neighborhood.

11.1.4. Landowner may also submit for review a Land Use Sub-Phasing Plan for the purpose of dividing the three primary phases of the Project as further described in Exhibit C into multiple sub-phases. No land use sub-phasing strategy shall be approved, however, without such comparable revisions to the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) as may be necessary to ensure that development of each sub-phase of the Project is conditioned upon installation of the backbone utility and roadway improvements required to adequately serve each sub-phase in accordance with the provision of Section 11.2.

11.1.5. The foregoing revised exhibits and plans may be approved by the City Manager if they meet the standards of Section 19.2.

11.2 Comprehensive Backbone Infrastructure Phasing Plan. The backbone utility and roadway infrastructure required to adequately serve the River Park Project is designed to be constructed in phases as further described in the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E). This Infrastructure Phasing Plan describes in detail the mainline utility (sewer, water, and drainage) improvements and the principal roadway improvements that are required to be installed as a condition of development of each of the three primary phases of the Project as set forth in the Comprehensive Land Use Phasing Plan (Exhibit C). Except as provided by written waiver by the City, no building permit shall be issued within each phase of the Project unless and until all public infrastructure improvements necessary to serve each such phase of the Project, as identified by Exhibit C, have been substantially completed and accepted by the City, or a secured deferred improvement agreement has been entered into by City and Landowner.

11.2.1. The Parties acknowledge that further analysis may result in a more efficient and/or cost-effective backbone infrastructure phasing strategy and that therefore, Exhibit E is conceptual in nature, but Landowner shall submit for review revisions to Exhibit E when directed by City to reflect the results of such further analysis. Moreover, when Landowner submits, pursuant to Section 11.1, revisions either to the Comprehensive Land Use Phasing Plan (Exhibit C) or a Land Use Sub-Phasing Plan, such revisions shall not be approved without adjustments made to the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) as necessary to accommodate the revisions to the phasing plan or the sub-phasing strategy. Such adjustments shall be a condition of approval with respect to the revisions to the phasing plan or the sub-phasing strategy they are designed to accommodate.

11.2.2. The foregoing revised exhibits and plans may be approved by the City Manager if they meet the standards of Section 19.2.

11.3 Comprehensive Backbone Infrastructure Finance Plan. The Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) shall include detailed estimates by phase of: the costs of constructing the backbone infrastructure that is the subject of the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E); CFD bond proceeds that can reasonably be expected to be generated for use in funding the costs of constructing the backbone infrastructure; the fee revenues that will be generated by the River Park Project; the backbone infrastructure costs that are eligible for funding using fee revenues pursuant to the City's Capital Improvement Program; and the fee credits/reimbursements that will result where backbone infrastructure that is eligible for funding using fee revenues is advance funded by Landowner using CFO bond proceeds or other public or private financing mechanisms. The 889284.10 IS
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parties acknowledge that Landowner has submitted a preliminary Exhibit D and that Landowner's ultimate submission shall be in a similar format.

11.3.1. The Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) shall demonstrate the manner in which each phase of the backbone infrastructure described in the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) is to be funded. As a result, whenever Landowner proposes to make changes to Exhibit E pursuant to Section 11.2, the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) shall also need to be revised. Such revisions to Exhibit D may be approved by the City Manager if they meet the standards of Section 19.2 and shall be a condition of approval with respect to the proposed changes to the Infrastructure Phasing Plan they are designed to accommodate.

11.4 The Comprehensive Recreational Phasing and Finance Plan. The parks program for the Project is described in the River Park Design Guidelines and shall be described in further particularity in the Comprehensive Recreational Phasing and Finance Plan (Exhibit F).

Exhibit F shall identify the neighborhood and community parklands to be dedicated to the City; shall identify the parkland improvements to be constructed on the neighborhood and community parklands; and include a Finance Plan:
• that demonstrates the park fee revenues generated by the project will be sufficient to cover the costs of constructing the parkland improvements; • that makes provision for the funding of long term maintenance of the parkland improvements once constructed; and
• that describes the manner in which the parkland improvements will be phased consistent with the Comprehensive Land Use Phasing Plan (Exhibit C).

The parties acknowledge that the dollar amounts in the Finance Plan shall be best estimates only, and shall not preclude the City from revising those estimates upwards when based on a study or inflationary index. The parties acknowledge that Landowner has submitted a preliminary Exhibit F and that Landowner's ultimate submission shall be in a similar format.

For all facilities delivered pursuant to Section 11.4, the City shall have a controlling role in programming, design, and construction of the facilities; however, all costs associated with these facilities shall be borne by Landowner.

12. Master Plan Updates and Impact Fee Studies.

12.1 Parks Master Plan Update.

12.1.1. Funding of the Updated Parks Master Plan and Park Impact Fee Study. Except as otherwise provided in Section 12.1.4, Landowner shall fund its proportionate share of an update to the Parks Master Plan and a Park Impact Fee Study. Proportionate share shall be determined based upon the projects participating in the update and is initially estimated to be twenty five percent (25%) of two hundred thousand dollars ($200,000). Landowner shall deposit funds with City within thirty-five (35) days of the Effective Date, or the date the City determines Landowner's proportionate share, whichever occurs later.

12.1.2. Update to the Master Plan and Fee Study. Except as otherwise provided in Section 12.1.4, the City shall commence the update of the Parks Master Plan and Fee Study not more than thirty (30) days after receipt of funds from all participating projects. 889284.10 16
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Once the update and fee study are commenced, the City shall move forward expeditiously with the development and approval of the update and fee study. Landowner expressly acknowledges and agrees that City shall not commence the update to the Master Plan and Fee Study until and unless it receives fees sufficient to cover the costs of the updates.

12.1.3. Purpose of the Update to the Parks Master Plan and Park Impact Fee Study. The purpose of this update shall be to (1) reflect additional population projections in the Southport area (including the Project), (2) identify park facilities necessary to serve that population, (3) determine the costs associated with developing the identified park facilities, (4) incorporate the parkland dedications and parkland improvements contemplated by the parks program for the Recreational Phasing and Finance Plan (Exhibit F) into the Parks Master Plan, and (5) include a Park Impact Fee Study for the purpose of updating the City's park-related fees. Once the update is commenced, the City shall move forward expeditiously with the development and approval of the fee update.

12.1.4. Building Permits. No building permits shall be issued for the Project until the update of the Parks Master Plan and Park Impact Fee Study is completed and the updated impact fee is approved. All required improvements identified in the updated Master Plan shall be financed and constructed in accordance with the Comprehensive Recreational Phasing and Financing Plan (Exhibit F). Notwithstanding the foregoing, in the event that the update to the Parks Master Plan and Park Impact Fee Study has not been approved within eighteen (18) months after the City commences the update, Landowner may be eligible to pull building permits if Landowner pays the then existing park impact fee and enters into an agreement with the City to pay the updated park impact fee when it is approved. Landowner expressly acknowledges and agrees, however, that no building permits will be issued until and unless City receives fees from Landowner and participating projects, sufficient to cover the cost to commence the update to the Master Plan and Park Impact Fee Study.

12.1.5. Alternative Timing for Update to the Master Plan and Fee Study.

12.1.6. If the City has not obtained all the funds necessary to update the Parks Master Plan and Park Impact Fee Study within ninety (90) days of the Effective Date, then Landowner may request that the City commence the updates to the Master Plan and Impact Fee Study, subject to the written approval of the Director. Upon approval of the Director, Landowner shall deposit with the City one hundred percent (100%) of the cost of the updates.

Landowner acknowledges that, notwithstanding Section 13, Landowner may not be entitled to reimbursement for funding the updates under this Section.

Landowner may request a deferral of the update to the Master Plan and Impact Fee Study for the Project from the Director. Prior to commencement of the deferred update, Landowner shall deposit with the City one hundred percent (100%) of the cost of the update; Landowner acknowledges that, notwithstanding Section 13, Landowner may not be entitled to reimbursement for funding the updates under this Section.

12.2 Drainage Master Plan and Drainage Impact Fee Study.

12.2.1. Funding of the Updated Drainage Master Plan and Drainage Fee Study. Except as otherwise provided in Section 12.2.6, Landowner shall fund its proportionate share of an update to the Drainage Master Plan and a Drainage Impact Fee Study.

Proportionate share shall be determined based upon the projects participating in the update and their respective equivalent dwelling units. Landowner shall deposit funds with City within thirtyfive (35) days of the Effective Date, or the date the City determines Landowner's proportionate share, whichever occurs later.
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12.2.2. Update of the Master Plan and Fee Study. Except as otherwise provided in Section 12.2.6, the City shall commence the update of the Drainage Master Plan and Fee Study not more than thirty (30) days after receipt of funds from all participating projects.

Once the update and fee study are commenced, the City shall move forward expeditiously with the development and approval of the update and fee study. Landowner expressly acknowledges and agrees that City shall not commence the update to the Master Plan and Fee Study until and unless it receives fees sufficient to cover the costs of the updates.

12.2.3. Eligibility for Reimbursement.
reimbursement shall be in accordance with Section 13.

Eligibility of Landowner for

12.2.4. Construction and Financing of Improvements. The Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) shall be revised as necessary to remain consistent with and incorporate any approved changes reflected in the update to the Drainage Master Plan. Such revisions may be approved by the City Manager if they meet the standards of Section 19.2.

12.2.5. Building Permits. No building permits shall be issued for the Project until the update of the Drainage Master Plan and Drainage Impact Fee Study is completed and the updated impact fee is approved. All required improvements identified in the updated Drainage Master Plan, as applicable to the River Park Project, shall be financed and constructed in accordance with the Comprehensive Backbone Infrastructure Phasing Plan and Comprehensive Backbone Infrastructure Finance Plan as revised in accordance with Section 11 above, as applicable to the River Park Project. Notwithstanding the foregoing, in the event that the update to the Drainage Master Plan and Drainage Impact Fee Study has not been approved within eighteen (18) months of the City commencing the update, Landowner may be eligible to pull building permits if Landowner pays the then existing drainage impact fee and enters into an agreement with the City to pay the updated drainage impact fee when it is approved.

Landowner expressly acknowledges and agrees, however, that no building permits will be issued until and unless City receives fees from Landowner and participating projects, sufficient to cover the cost to commence the update to the Master Plan and Fee Study.

12.2.6. Alternative Timing for Update to the Master Plan and Fee Study.

If the City has not obtained all the funds necessary to update the Drainage Master Plan and Drainage Impact Fee Study within ninety (90) days of the Effective Date, then Landowner may request that the City commence the updates to the Master Plan and Impact Fee Study specifically for the Project, subject to the written approval of the Director. Upon approval of the Director, Landowner shall deposit with the City one hundred percent (100%) of the cost of the updates; Landowner acknowledges that, notwithstanding Section 13, Landowner may not be entitled to reimbursement for funding the updates under this section since the update will only include the Project. The City and Landowner acknowledge and agree that the intent of this section is to provide Landowner an opportunity to move forward with the Drainage Master Plan and Drainage Impact Fee Study, in the event that the City is unable to obtain funding from all participating projects.

12.3 Water Master Plan.

12.3.1. Funding of the Updated Water Master Plan and Water Fee Study.

Except as otherwise provided in Section 12.3. 7, Landowner shall fund its proportionate share of an update to the Water Master Plan and a Water Impact Fee Study. Proportionate share shall be determined based upon the projects participating in the update and their respective equivalent dwelling units. Landowner shall deposit funds with the City within thirty-five (35) days 889284.10 18
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of the Effective Date, or the date the City determines Landowner's proportionate share, whichever occurs later.

12.3.2. Update of the Master Plan and Fee Study. Except as otherwise provided in Section 12.3.7, the City shall commence the update of the Water Master Plan and Fee Study not more than thirty (30) days after receipt of funds from all participating projects.

Once the update and fee study are commenced, the City shall move forward expeditiously with the development and approval of the update and fee study. Landowner expressly acknowledges and agrees that City shall not commence the update to the Master Plan and Fee Study until and unless it receives fees sufficient to cover the costs of the updates.

12.3.3. Water Supply, Treatment Extensions and Storage. Landowner shall construct or advance funds for water supply, treatment extensions and/or storage expansion, or other infrastructure necessary to serve the Project, as identified in the updated Water Master Plan. The City shall have a controlling role in the program, design, and construction of such facilities.

12.3.4. Eligibility for Reimbursement.
reimbursement shall be in accordance with Section 13.

Eligibility of Landowner for

12.3.5. Construction and Financing of Improvements. The Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and the Comprehensive Backbone Infrastructure Finance Plan attached as Exhibit D shall be revised as necessary to remain consistent with and incorporate any approved changes reflected in the update to the Water Master Plan. Such revisions may be approved by the City Manager if they meet the standards of Section 19.2.

12.3.6. Building Permits. No building permits shall be issued for the Project until the update to the Water Master Plan is completed and the updated impact fee approved. All required improvements identified in the updated Water Master Plan as applicable to the River Park Project shall be financed and constructed in accordance with the Comprehensive Backbone Infrastructure Phasing Plan and Comprehensive Backbone Infrastructure Finance Plan as revised in accordance with Section 11 above. Notwithstanding the foregoing, in the event that the update to the Water Master Plan and Fee Study has not been approved within eighteen (18) months of the City commencing the update, Landowner may be eligible to pull building permits if Landowner pays the then existing water impact fee and enters into an agreement with the City to pay the updated water impact fee when it is approved.

Landowner expressly acknowledges and agrees, however, that no building permits will be issued until and unless City receives fees from Landowner and participating projects, sufficient to cover the cost to commence the update to the Master Plan and Fee Study.

12.3. 7. Alternative Timing for Update to the Master Plan and Fee Study.

If the City has not obtained all the funds necessary to update the Water Master Plan and Water Impact Fee Study within ninety (90) days of the Effective Date, then Landowner may request that the City commence the updates to the Master Plan and Impact Fee Study specifically for the Project, subject to the written approval of the Director. Upon approval of the Director, Landowner shall deposit with the City one hundred percent (100%) of the cost of the updates; Landowner acknowledges that, notwithstanding Section 13, Landowner shall not be entitled to reimbursement for funding the updates under this section since the update would only include the Project. The City and Landowner acknowledge and agree that the intent of this section is to provide Landowner an opportunity to move forward with the Water Master Plan and Water Impact Fee Study, in the event that the City is unable to obtain funding from all participating projects.
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12.4 Sewer Master Plan.

12.4.1. Funding of the Updated Sewer Master Plan and Sewer Fee Study.

Except as otherwise provided in Section 12.4. 7, Landowner shall fund an update to the Sewer Master Plan and a Sewer Impact Fee Study. Proportionate share shall be determined based upon the projects participating in the update and their respective equivalent dwelling units.

Landowner shall deposit funds with the City within thirty-five (35) days of the Effective Date, or the date the City determines Landowner's proportionate share, whichever occurs later.

12.4.2. Update of the Sewer Master Plan and Fee Study. Except as otherwise provided in Section 12.4.7, the City shall commence the update of the Sewer Master Plan and Fee Study not more than thirty (30) days after receipt of funds from all participating projects. Once the update is commenced, the City shall move forward expeditiously with the development and approval of the update and fee study. Landowner expressly acknowledges and agrees that City shall not commence the update to the Master Plan and Fee Study until and unless it receives fees sufficient to cover the costs of the updates.

12.4.3. Wastewater Treatment. Landowner shall cooperate with Sacramento Regional County Sanitation District ("SRCSD") regarding the capacity of the wastewater treatment and lower northwest inceptor. Landowner shall also construct or advance funds for any required pump station improvements and/or wastewater infrastructure expansion necessary to serve the project. The City and SRCSD shall have a controlling role in the program, design, and construction of such facilities.

12.4.4. Construction and Financing of Improvements. The Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and the Comprehensive Backbone Infrastructure Finance Plan attached as Exhibit D shall be revised as necessary to remain consistent with and incorporate any approved changes reflected in the update to the Sewer Master Plan. Such revisions may be approved by the City Manager if they meet the standards of Section 19.2.

12.4.5. Eligibility for Reimbursement.
reimbursement shall be in accordance with Section 13.

Eligibility of Landowner for

12.4.6. Building Permits. No building permits shall be issued for the Project until the update of the Sewer Master Plan is completed and the updated impact fee approved. All required improvements identified in the updated Sewer Master Plan, as applicable to the River Park Project, shall be financed and constructed in accordance with the Comprehensive Backbone Infrastructure Phasing Plan and Comprehensive Backbone Infrastructure Finance Plan as revised in accordance with Section 11 above. Notwithstanding the foregoing, in the event that the update to the Sewer Master Plan and Fee Study has not been approved within eighteen (18) months of the City commencing the update, Landowner may be eligible to pull building permits if Landowner pays the then existing sewer impact fee and enters into an agreement with the City to pay the updated sewer impact fee when it is approved. Landowner expressly acknowledges and agrees, however, that no building permits will be issued until and unless City receives fees from Landowner and participating projects, sufficient to cover the cost to commence the update to the Master Plan and Fee Study.

12.4.7. Alternative Timing for Update to the Sewer Master Plan and Fee Study. If the City has not obtained all the funds necessary to update the Sewer Master Plan and Sewer Impact Fee Study within ninety (90) days of the Effective Date, then Landowner may request that the City commence the updates to the Master Plan and Impact Fee Study specifically for the Project, subject to the written approval of the Director. Upon approval of the 889284.10 20
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Director, Landowner shall deposit with the City one hundred percent (100%) of the costs of the updates; Landowner acknowledges that, notwithstanding Section 13, Landowner shall not be entitled to reimbursement for funding the updates under this section since the update will only include the Project. The City and Landowner acknowledge and agree that the intent of this section is to provide Landowner an opportunity to move forward with the Sewer Master Plan and Sewer Impact Fee Study, in the event that the City is unable to obtain funding from all participating projects.

12.5 Traffic.

12.5.1. Funding of the Updated Traffic Master Plan and Traffic Fee Study.

Except as otherwise provided in Section 12.5.5, Landowner shall fund an update to the Traffic Master Plan and a Traffic Impact Fee Study in accordance with Exhibit H-1. Proportionate share shall be determined based upon the projects participating in the update and their respective equivalent dwelling units. Landowner shall deposit funds with the City within thirtyfive (35) days of the Effective Date, or the date the City determines Landowner's proportionate share, whichever occurs later.

12.5.2. Update of the Master Plan and Fee Study. Except as otherwise provided in Section 12.5.5, the City shall commence the update of the Traffic Master Plan and Fee Study in accordance with Exhibit H-1 not more than thirty (30) days after receipt of funds from all participating projects. Once the update and fee study are commenced, the City shall move forward expeditiously with the development and approval of the update and fee study.

The updated Traffic Impact Fee study shall encompass the Improvements set forth in Exhibit G.

Landowner also agrees to make the roadway improvements and roadway funding commitments more particularly described in the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and Comprehensive Backbone Infrastructure Finance Plans (Exhibit D). Landowner expressly acknowledges and agrees that City shall not commence the update to the Master Plan and Fee Study until and unless it receives fees sufficient to cover the costs of the updates.

12.5.3. Eligibility for Reimbursement.
reimbursement shall be in accordance with Section 13.

Eligibility of Landowner for

12.5.4. Building Permits. No building permits shall be issued for the Project until the update of the Traffic Master Plan is completed and the updated impact fee approved. All required improvements identified in the updated Traffic Master Plan as applicable to the River Park Project shall be financed and constructed in accordance with the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and Comprehensive Backbone Infrastructure Finance Plans (Exhibit D). Notwithstanding the foregoing, in the event that the update to the Traffic Master Plan and Fee Study has not been approved within eighteen (18) months of the City commencing the update, Landowner may be eligible to pull building permits if Landowner pays the then existing traffic impact fee and enters into an agreement with the City to pay the updated traffic impact fee when it is approved. Landowner expressly acknowledges and agrees, however, that no building permits will be issued until and unless City receives fees from Landowner and participating projects, sufficient to cover the cost to commence the update to the Master Plan and Fee Study.

12.5.5. Alternative Timing for Update to the Master Plan and Fee Study.

If the City has not obtained all the funds necessary to update the Traffic Impact Fee Study within ninety (90) days of the Effective Date, then Landowner may request that the City commence the updates to the Traffic Impact Fee Study specifically for the Project, subject to the written approval of the Director. Upon approval of the Director, Landowner shall deposit with City one hundred percent (100%) of the cost of the updates and Landowner acknowledges that, 889284.10 21
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notwithstanding Section 13, it shall not be entitled to reimbursement for funding the update under this section since the update would only include the Project. The City and Landowner acknowledge and agree that the intent of this section is to provide Landowner an opportunity to move forward with the Traffic Impact Fee Study, in the event that the City is unable to obtain funding from all participating projects.

12.6 South River Road Bridge Project.

12.6.1. Construction of the South River Road Bridge. The South River Road Bridge, as more particularly described in Exhibit G, shall be constructed and completed prior to the issuance of the combined total of two thousand (2,000) residential building permits within the Southport area beyond those identified as Existing Plus Approved. Once the two thousandth (2,000th) threshold is reached, no further building permits shall be issued for the Project until the South River Road Bridge is constructed and open to the public for use and enjoyment.

12.6.2. Funding of the South River Road Bridge. Landowner shall pay or advance all of its fair share fees and costs for the design, development and construction of the South River Road Bridge at least eighteen (18) months before the issuance of the two thousandth (2,000th) building permit in the Southport area, or as more particularly described in the Comprehensive Financing Agreement. The Comprehensive Bridge Financing Agreement shall identify with specificity the timing of Landowner's obligations toward financing the South River Road Bridge and Landowner's proportionate share of costs.

12.6.3. Reimbursement. Landowner shall be eligible for reimbursement pursuant to Section 13. In the City's sole discretion, Landowner may alternatively establish or join a financing mechanism to fund the design, development, and construction of the Bridge.

12.7 South River Road. Prior to the approval of the first final map for the project, Landowner shall dedicate a nonexclusive right of way with respect to South River Road as required by the Public Works and Community Development Director.

12.8 Additional Traffic Improvements. Additional traffic improvements and funding commitments are set forth at Exhibit H.

13. Infrastructure and Improvements Reimbursement. Whenever the size of any improvements set forth in this Agreement are partly attributable to other development projects, or Landowner advances funds in excess of its proportionate share for the update of any master plan or fee study in accordance with this Agreement, Landowner and the City will enter into a reimbursement agreement pursuant to the City's Municipal Code Chapter 16.48. The City acknowledges that the intent of a reimbursement agreement is to provide a mechanism by which Landowner may be eligible to receive reimbursement when the reasonable cost incurred by developer in constructing public improvements exceeds the developer's fair share of the cost of the improvements. Under such circumstances, Landowner may be eligible to receive reimbursement from applicable impact fees paid by the Landowner or other developers.

Landowner acknowledges, however, that a reimbursement agreement does not guarantee reimbursement. The City finances the development of other public improvements in a similar manner, and as a result, some or all of the fees that the City will collect or be entitled to collect from other development may be used to reimburse other developers for eligible public improvements constructed by them. In addition, the City may contract directly for the construction of public improvements using available or anticipated impact fees. Consequently, the City makes no representation or warranty concerning the availability or sufficiency of future fees to provide full reimbursement to Landowner. Furthermore, in some cases Landowner may 889284.10
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be required by the terms of this Agreement to pay more than its fair share of the cost of certain public improvements. In such cases, Landowner may not be eligible for reimbursement or may be eligible for reimbursement, but in an amount less than what Landowner might otherwise be eligible to receive but for this Agreement. Nevertheless, the City and Landowner understand and agree that, within the constraints identified above, the intent of this Agreement is to attempt to provide a mechanism for reimbursing Landowner to the extent that reasonable costs exceed Landowner's "fair share," and although the City cannot guarantee a particular outcome, the City shall use its best efforts to exercise its discretion in a manner consistent with this intent.

14. Levee Improvements.

14.1 Necessary Levee Improvements. Prior to the approval of the first final map for the Project, Landowner shall comply with and implement any levee improvements determined by the City to be necessary for development of the Project. The parties anticipate that the improvements may include one or more of the following:

14.1.1. Conversion of Project's in-lieu fees with a mutually acceptable funding mechanism to City and Landowner,

14.1.2. Dedication of any land, permanent easement or right-of-way required for construction or maintenance of any feasible levee improvement which shall qualify for reimbursements or credits against the Project's in-lieu fees, in accordance with Section 13.

Prior to the approval of the first final map for the project, Landowner shall dedicate land from the landside toe of the Sacramento River levee to the normal high water elevation to the City of West Sacramento.

14.1.3. Compliance with any flood construction standards that may be eventually mandated by the City or state, and/or additional financial advancements.

14.2 Value of Land. The value of any dedicated land, easements, or rights-ofway, shall be determined by the City at the time of the first tentative map approval.

14.3 FEMA Designation. In addition to any of the above improvements, Landowner shall make a financial advancement beyond the payment of in-lieu fees, to achieve a Federal Emergency Management Agency (FEMA) designation to allow the development of the Project; provided, however, that Landowner's requirement to make additional financial contributions is Non-Project Specific and the financial advancement is proportionate to the Project. The Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E) and the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) shall be revised to address the timing and phasing of such improvements and financial contributions. Such revisions may be approved by the City Manager if they meet the standards of Section 19.2.

14.4 Construction Easements. Prior to the approval of the first final map for the Project, Landowner shall grant to the City, without compensation or credits, temporary construction easements along the Sacramento River levee, as required by the Army Corps of Engineers, Reclamation District 900, and/or the West Sacramento Flood Control Agency, for levee improvements within the Property. Landowner agrees that areas designated by those agencies shall be no-build areas until such time that the levee improvements are constructed and completed.

15. Additional Obligations.
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15.1 Public Safety. In order to pay the start-up costs for one public safety officer for all three shifts for the first five years, Landowner shall pay $330,000 per year for five years, payable over five annual installments. The first installment shall be paid prior to issuance of the first building permit for the third phase of the Project (as described in Exhibit C), and the subsequent four installments shall be paid no later than each annual anniversary date thereafter. Landowner acknowledges that the City may adjust the $330,000 amount to account for inflation based upon the Consumer Price Index for the region. If the parties mutually agree, a CFD (or other financing mechanism acceptable to the City) may be established to finance said public safety officer position.

15.2 School Dedication. Landowner shall enter into a mitigation agreement with the Washington Unified School District ("the WUSD"), to the satisfaction of the WUSD, for the phasing and development of school facilities to serve the Project. Prior to issuance of a building permit for the Project, Landowner shall provide the City with evidence of the fully executed mitigation agreement.

15.3 Evacuation and Emergency Management Plan. Landowner shall fund its fair share of an update to the City's Evacuation and Emergency Management Plan to include the Project prior to the approval of the first final map for the Project.

15.4 Enhanced Transit System. Prior to the approval of the first small lot final map for the Project, Landowner shall participate in a phased funding mechanism to finance capital costs for an enhanced transit system, which Landowner's contribution is initially estimated at one million seven hundred thousand dollars ($1,700,000), and participate in a phased financing mechanism for annual operating costs, initially estimated at six hundred thousand dollars ($600,000). The assessment district shall include the Project and any other projects as bound between Jefferson Boulevard, the Sacramento River, and the barge canal, for an enhanced Southport-wide transit system upon City adoption. The Comprehensive Land Use Phasing Plan (Exhibit C) shall address the timing and/or phasing of such mechanism.

Landowner acknowledges that the City may adjust the $1,700,000 and $600,000 amounts to account for inflation based upon the Consumer Price Index for the region, and further acknowledges that the City may request during the term of this Agreement that the Comprehensive Land Use Phasing Plan (Exhibit C) be amended to account for Landowner's fair share of transit costs.

15.5 Traffic Reduction Plan. Prior to approval of the first small lot tentative subdivision map for the Project, Landowner shall provide the City with a traffic reduction plan for the Project to the satisfaction of the Public Works and Community Development Director, which provides measures to reduce traffic, such as:

15.5.1. Parking facilities: preferential parking for carpools and vanpools, perimeter or park-and-ride lots with shuttle service, restricted parking for single-occupancy vehicles;

15.5.2. Bicycle facilities: secured bicycle parking facilities, bicycle lockers, bicycle racks, showers and lockers;

15.5.3. Services: additional transit stops shall be provided in and around the village core to serve the MR and HR land uses; on-site sale of transit passes, shuttle services, carpool/vanpool matching services, informational and promotional programs, guaranteed ride-home program;
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15.5.4. Subsidies: subsidies for transit passes/tickets, parking subsidies, vanpool subsidies;

15.5.5. Special incentives: creative incentive programs, disincentives, schedules (flextime, alternative work shifts), telecommuting; and,

15.5.6. Other: golf cart transportation routes between the Project village core, the Project community park, and the southwest village core, golf cart parking within the Project village core and community park, employee travel allowance, reduced-emission vehicles, and on-site child care facilities.

15.6 Accessible Design. Medium density designated residential units in the Project shall vary in product type and include accessible designs, such as single story units, units with living quarters and bedrooms located on the first floor, and/or units that incorporate architectural elements such as wide hallways that promote use of the unit by senior citizens or people with disabilities.

15. 7 Greenhouse Gas Emissions Reduction Strategy. Landowner shall incorporate into the Project the strategies for reducing greenhouse gas emissions set forth in Exhibit K.

16. Rural Residential Setback. A thirty (30) foot minimum building setback shall apply for parcels within the Project that are immediately adjacent to the existing rural residential lands on the south side of Davis Road.

16.1 Financing. Landowner may request that the City initiate the formation of a Community Facilities District ("CFO") formed pursuant to the Mello Roos Community Facilities Act of 1982 (Government Code section 53311 et seq.) for the purpose of financing the acquisition or construction of the Improvements and the issuing of bonds. The decision of whether to initiate CFO formation procedures shall be within the absolute discretion of the City.

16.2 Costs. Landowner shall be responsible for the costs of establishing any CFDs.

17. Service District for Maintenance.
17 .1 Formation. Landowner waives its rights with respect to the formation of or inclusion in a special assessment district formed in accordance with the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) or the Comprehensive Recreational Phasing and Finance Plan (Exhibit F) for the purposes of operation of Improvements or publicly owned parks and facilities. Landowner acknowledges that the services to be financed by the Assessment Districts will provide a "special benefit" to the Property (as defined in Article XIII D of the California Constitution).

18. Home Owners Association. Landowner shall cause to be established a Home Owners Association or other non-City entity, to the satisfaction of the City, to own and maintain such Improvements within the Project as are designated in accordance with the Comprehensive Backbone Infrastructure Phasing Plan (Exhibit E), Comprehensive Backbone Infrastructure Finance Plan (Exhibit D), and the Comprehensive Recreational Phasing and Finance Plan (Exhibit F). The City shall have the right to approve and enforce all bylaws for all Home Owners Association and all Covenants, Conditions and Restrictions for the Property as they pertain to maintenance and repair of Improvements or any park.
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19. Amendment or Cancellation.

19.1 Amendment by Mutual Consent. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto and in accordance with the procedures of State law and the Municipal Code.

19.2 Insubstantial Amendments. The City Manager is authorized to approve insubstantial amendments to this Agreement on behalf of the City without a hearing before or action by the Planning Commission or City Council. "Insubstantial amendments" means amendments to this Agreement which do not relate to (1) the term of the Agreement; (2) the permitted uses of the Property; (3) the reservation or dedication of land; (4) the location and maintenance of on-site and off-site improvements; (5) the density or intensity of use of the Project; (6) the maximum height or size of proposed buildings or (7) monetary contributions by Landowner required by this Agreement. All other amendments shall require approval by the City Council in accordance with the Development Agreement Law.

19.3 Amendment of Project Approvals. Any amendment of Project Approvals relating to: (1) the permitted use of the Property; (2) provision for reservation or dedication of land; (3) the density or intensity of use of the Project; (4) the maximum height or size of proposed buildings; (5) monetary contributions by the Landowner; (6) the location and maintenance of on-site and off-site improvements; or (7) any other issue or subject not identified as an "insubstantial amendment" in Section19.2 of this Agreement, shall require an amendment of this Agreement. Other amendments of the Project Approval(s) shall not require amendment of this Agreement unless the amendment of the Project Approval(s) relates specifically to some provision of this Agreement.

19.4 Amendment of Limitation on Number of Units. Landowner acknowledges and agrees that the development of this Project shall not exceed 2,284 residential units.

Landowner expressly waives its rights under the Development Agreement Law to request an amendment to this Agreement or the Project Approvals for the purpose of increasing the number of units for this Project to more than 2,284 residential units.

20. Rights and Duties of Mortgage Lenders in Possession of Property. Any Mortgage Lender who comes into possession of the Property, or any portion thereof, pursuant to a foreclosure of a Mortgage, or deed in lieu of such foreclosure ("Mortgage Lender"), shall not be eligible to apply for, receive, or exercise any rights under this Agreement or any of the Project Approvals which were vested in its predecessor in title prior to the time that the Mortgage Lender comes into possession, until the Mortgage Lender contractually assumes all of the obligations of its predecessor in title under this Agreement with respect to such property, including those obligations which accrued prior to the time that the Mortgage Lender came into possession of such property. The Mortgage Lender shall be entitled to the rights of this Agreement upon presentation to the City of a written agreement between the Landowner (or Subsequent Landowner) and the Mortgage Lender clearly indicating the transfer and/or assignment and assumption of the Landowner's obligations under the Agreement.

20.1 Any such assignment and assumption by the Mortgage Lender in possession and title shall be to the satisfaction of and in a form acceptable to the City Attorney, and shall be effective when the Mortgage Lender executes and delivers to the City Clerk an express agreement to contractually assume all of the obligations of its immediate predecessor in title under this Agreement with respect to all of the Property, or portion thereof, to which it has come into possession.

21. Annual Review of Agreement.
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21.1 Review Date. The annual review date of this Agreement (the "Review Date") as required by Development Agreement Law shall be approximately twelve (12) months from the Effective Date and every twelve (12) months thereafter.

21.2 Procedures. The procedures for annual review shall be as set forth in the Development Agreement Law.

21.3 Fee for Annual Review. The cost for the City's annual review of this Agreement shall be paid by Landowner.

22. Default.

22.1 Default. The failure of either party to perform any obligation or duty under this Agreement within the time required by this Agreement shall constitute an event of default. (For purposes of this Agreement, a party asserting that the other party is in default shall be referred to as the "Complaining Party" and the other party shall be referred to as the "Defaulting Party.")

22.2 Notice. The Complaining Party may not place the Defaulting Party in default unless it has first given written notice to the Defaulting Party, specifying the nature of the default and the manner in which the default may be cured, if known to the Complaining Party.

Any failure or delay by the Complaining Party in giving such notice shall not waive such default or waive any of the Complaining Party's remedies.

22.3 Cure. The Defaulting Party shall have thirty (30) days from the receipt of notice to cure the default. If the default cannot be reasonably cured within such time, the default cure shall be deemed cured if: (1) the cure is commenced at the earliest practicable date following receipt of notice; (2) the cure is diligently prosecuted to completion at all times thereafter; (3) at the earliest practicable date (but in no event later than thirty (30) days after receiving the notice of default), the Defaulting Party provides written notice to the Complaining Party that the cure cannot be reasonably completed within such thirty (30) day period; and (4) the default is cured at the earliest practicable date, but in no event later than ninety (90) days after receipt of the first notice of default.

22.4 Remedies. If the Defaulting Party fails to cure a default in accordance with the foregoing, the Complaining Party shall have the right to terminate this Agreement upon notice to the Defaulting Party and, except as provided in Section 22.7 may pursue all remedies available at law or equity, including specific performance and injunctive relief.

22.5 Additional Procedures and Remedies. The parties acknowledge that the foregoing default procedures and remedies are in addition to, and not in lieu of, the procedures and remedies set forth in City Council Resolutions 88-111 and 96-62, and Landowner waives the argument that any default taken against Landowner is not valid for failing to comply with the procedures and remedies set forth in City Council Resolutions 88-111 and 96-62.

22.6 Building Permits. In addition to and not in lieu of its other remedies, in the event that the City gives Landowner a notice of default and opportunity to cure as provided in Section 22.3, the City shall have the right to withhold issuance of any building permits for the Project, provided there is a nexus between the default and the structure for which the permit is being withheld, except where otherwise provided in this Agreement. Such withholding shall cease when the default is cured in accordance with this Agreement. For purposes of this Section, a nexus shall be deemed to exist if the default involves the failure of Landowner to timely pay fees or undertake or complete construction of the Improvements, any park, or any 889284.10 27
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public improvement identified in this Agreement, the Mitigation Monitoring and Reporting Program, any comprehensive plan identified in Section 11, or any subsequent approval by the City related to the Project.

22.7 Waiver of Damages. Notwithstanding anything in this Agreement to the contrary, the parties acknowledge that the City would not have entered into this Agreement had it been exposed to liability for damages from Landowner, and that therefore, Landowner hereby waives all claims for damages against the City for breach of this Agreement. Landowner further acknowledges that under the Development Agreement Law, land use approvals (including development agreements) must be approved by the City Council and that under law, the City Council's discretion to vote in any particular way may not be constrained by contract.

Landowner therefore waives all claims for damages against the City in the event that this Agreement or any Project Approval is: (1) not approved by the City Council or (2) is approved by the City Council, but with new changes, amendments, conditions or deletions to which Landowner is opposed, subject to Landowner's rescission rights under Section 22.8.

Landowner further acknowledges that as an instrument which must be approved by ordinance, a development agreement is subject to referendum; and that under law, the City Council's discretion to avoid a referendum by rescinding its approval of the underlying ordinance may not be constrained by contract, and Landowner waives all claims for damages against the City in this regard.

22.8 Rescission. In the event that Landowner believes that the purposes of this Agreement have been frustrated by the City Council's approval of this Agreement or any Project Approval with new changes, amendments, conditions or deletions to which Landowner is opposed, Landowner shall have ten (10) days after such approval in which to provide notice to the City that this Agreement shall be rescinded, without any further liability of the parties.

23. Indemnification. Defense and Hold Harmless. Landowner shall indemnify, defend, and hold harmless to the fullest extent permitted by law, the City (as defined in this Agreement) from and against any and all claims, liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with the Project, the Project Approvals or the Property (including any challenge to the validity of any provision of this Agreement or the Project Approvals, and including any actions or inactions of Landowner's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project), or Landowner's failure to comply with any of its obligations in this Agreement, or Landowner's failure to comply with any current or prospective Law; provided, however, that Landowner shall have no obligations under this Section for such loss or damage which was caused by the sole negligence or willful misconduct of the City, or with respect to the maintenance, repair or condition of any Improvement after dedication to and acceptance by the City or another public entity (except as provided in an improvement agreement or warranty bond). This indemnification obligation shall survive this Agreement and shall not be limited by any insurance policy, whether required by this Agreement or otherwise.

24. Insurance.

24.1 Public Liability and Property Damage Insurance. At all times that Landowner is constructing any Improvements, Landowner shall maintain in effect a policy of comprehensive general liability insurance with a per-occurrence combined single limit of one million dollars ($1,000,000) and a deductible of not more than fifty thousand dollars ($ 50,000) per claim. The policy so maintained by Landowner shall name the City as an additional insured and shall include either a severability of interest clause or cross-liability endorsement. 889284.10 28
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24.2 Workers' Compensation Insurance. At all times that Landowner is constructing any Improvements, Landowner shall maintain workers' compensation insurance for all persons employed by Landowner for work at the Project site. Landowner shall require each contractor and subcontractor similarly to provide workers' compensation insurance for its respective employees. Landowner agrees to indemnify the City for any damage resulting from Landowner's failure to maintain any such insurance.

24.3 Evidence of Insurance. Prior to commencement of construction of any Improvements, Landowner shall furnish City satisfactory evidence of the insurance required in Sections 24.1 and 24.2 and evidence that the carrier is required to give the City at least fifteen (15) days prior written notice of the cancellation or reduction in coverage of a policy. The insurance shall extend to the City, its elective and appointive boards, commissions, officers, agents, employees and representatives and to Landowner performing work on the Project.

25. Binding Effect on Successors.

25.1 Assignment. Landowner may not assign its interests under this Agreement without the: (1) written consent of the City Manager, which consent shall not be unreasonably withheld; and (2) execution by Landowner and the assignee of the form of assignment attached hereto as Exhibit H. Upon such assignment and assumption, Landowner shall be released from any further liability or obligation hereunder related to that portion of the Property so conveyed, and the Successor shall be deemed to step into the shoes of Landowner for purposes of this Agreement with respect to such conveyed property. For purposes of this Section, it shall not be unreasonable for the City Manager to withhold consent unless and until the proposed assignment demonstrates that it has the financial capability and experience needed to complete development of the Project or respective portions thereof, in the case of a partial assignment, and in accordance with the terms of this Agreement.

25.1.1. Notwithstanding the foregoing, the City Manager's consent to Landowner's assignment of its obligations to install the backbone utility and roadway improvements as referenced in the Comprehensive Backbone Infrastructure Finance Plan (Exhibit D) may be withheld in the City Manager's sole, absolute and unfettered discretion.

25.1.2. Any attempt to assign any rights under this Agreement other than by executing the form of assignment (Exhibit I) shall be void and constitute a default under this Agreement. Notwithstanding the foregoing, private parties who purchase an individual parcel defined by an approved and recorded final subdivision map that has been improved with a dwelling structure shall not be required to execute the form of assignment (Exhibit I), shall not be considered Successors, and this Agreement shall not be binding upon them.

25.2 Subsequent Assignments. Any Successor may assign its rights under this Agreement by complying with the procedures set forth in this Agreement.

25.3 Runs with the Land. Except as otherwise provided in this Agreement, all of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitudes and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1466 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property: (a) is for the benefit of such properties and is a burden upon such properties; (b) runs with such properties; and (c) is 889284.10 29
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binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its property hereunder and each other person succeeding to an interest in such properties.

26. Further Assurances, Consent, Cooperation and Implementation.

26.1 Further Executions. The Parties agree to execute such reasonable additional instruments as are necessary to effectuate the intent of this Agreement; provided, however, that the City Council's discretion to vote in a particular manner cannot be constrained and that the City shall not be required to incur any costs thereby. Whenever the consent or approval of the other party is required under this Agreement, such consent shall not be unreasonably withheld, conditioned or delayed. The Parties shall cooperate in good faith in obtaining any permits, entitlements or approvals required by other government entities for the Project.

26.2 Subsequent Approvals. The Parties recognize and acknowledge that certain other land use approvals, entitlements, and permits other than the Project Approvals are necessary or desirable for the Project (collectively, the "Subsequent Approvals"). In particular, the Parties contemplate that Landowner will seek approvals for subdivision maps, use permits, and building and grading permits. The Subsequent Approvals may also include, without limitation, the following: amendments of the Project Approvals, design review approvals, improvement agreements, use permits, grading permits, building permits, lot line adjustments, sewer and water connection permits, certificates of occupancy, subdivision maps, re-zonings, development agreements, permits, re-subdivisions, and any amendments to, or repealing of, any of the foregoing.

26.2.1. Landowner acknowledges that City cannot process Subsequent Approvals unless and until Landowner submits complete applications on a timely basis.

Landowner shall use its best efforts to (1) provide to City in a timely manner any and all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder; and (2) cause Landowner's planners, engineers, and all other consultants to provide to City in a timely manner all such documents, applications, plans and other necessary required materials as set forth in the applicable City Law.

26.2.2. City may approve an application for such a Subsequent Approval subject to any conditions necessary to bring the Subsequent Approval into compliance with this Agreement or Applicable Law, or as necessary to make this Subsequent Approval consistent with the Project Approvals.

27. Miscellaneous.
27 .1 Prevailing Wages. Landowner shall pay prevailing wages, and shall direct its contractors and other parties with which it has a contractual relationship with respect to the Project, to pay prevailing wages only if the same is required by the Prevailing Wage Law (Labor Code Section 1720 et seq.). Landowner's indemnification, defense and hold harmless obligations under Section 23 shall extend to any failure to pay prevailing wages in connection with the Project, only as required by State law.
27 .2 Estoppal Certificate. Either Party may at any time request the other Party to certify in writing that: (1) this Agreement is in full force and effect; (2) this Agreement has not been amended except as identified by the other Party; and (3) to the best knowledge of the other Party, the requesting Party is not in default, or if in default, the other Party shall describe the nature and any amount of any such default. The other Party shall use its best efforts to 889284.10 30
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execute and return the estoppal certificate to the requesting Party within thirty (30) days of the request. The City Manager shall have authority to execute such certificates on behalf of the City.

27.3 Recordation. This Agreement shall not be operative until recorded with the Yolo County Recorder's office. Landowner shall record this Agreement at its expense with the County Recorder's office within ten (10) days of the Effective Date, and shall cause any amendment to this Agreement or any instrument affecting the term of this Agreement to be recorded within ten (10) days from date on which the same become effective. Any amendment to this Agreement or any instrument affecting the term of this Agreement which affects less than all of the Property shall contain a legal description of the portion thereof that is the subject of such amendment or instrument. Alternatively, Landowner and City may execute the instrument entitled "Memorandum of Development Agreement" attached hereto as Exhibit J, which shall be recorded against the Property, in lieu of recording the entire Agreement. 27 .4 Notices. All notices required by this Agreement or the Development Agreement Law shall be in writing and personally delivered or sent by certified mail, postage prepaid, return receipt requested.

Notice required to be given to the City shall be addressed as follows:

CITY OF WEST SACRAMENTO
Public Works and Community Development Director
1110 West Capitol Avenue
West Sacramento, CA 95691
Notice required to be given to Landowner shall be addressed as follows:

Stephen Thurtle
Senior Vice President
SCL West Sac Holdings, LLC
c/o Richland Planned Communities, Inc.
2220 Douglas Boulevard, Suite 290
Roseville, CA 95661
Either Party may change the address stated herein by giving notice in writing to the other Party, and thereafter notices shall be addressed and transmitted to the new address. All notices shall be deemed received on the earlier of the date that personal delivery is effected or the date shown on the return receipt.
27 .5 References to Municipal Code. This Agreement contains references to articles and sections of the City's Municipal Code. If, after the Effective Date, the City amends or renumbers its Municipal Code, then the references in this Agreement shall be understood to apply to the amended or renumbered Municipal Code.

27.6 Third Party Beneficiaries. This Agreement is entered into for the sole benefit of the Parties and any Successors. No other party shall have any cause of action or the standing to assert any rights under this Agreement.

27.7 Force Majeure. Neither Party shall be liable for, and both Parties shall be excused from, any failure to deliver or perform or for delay in delivery or performance (except any obligation to pay any sum of money) due to any act of God. The foregoing shall not apply to floods that affect the Property. The Party claiming an extension due to Force Majeure shall 889284.10 31
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send written notice to the other Party within thirty (30) days from the commencement of the cause describing the circumstances.

27.8 Bankruptcy. The obligations of this Agreement shall not be dischargeable in bankruptcy.
27 .9 Attorney's Fees and Costs in Legal Actions by Parties to the Agreement.

Should any legal action be brought by either Party for breach of this Agreement or to enforce any provisions herein, the prevailing Party to such action shall be entitled to reasonable attorney's fees, court costs, and such other costs as may he fixed by the Court. 27 .10 Attorney's Fees and Costs in Legal Actions by Third Parties to the Agreement. If any person or entity not a party to this Agreement initiates an action at law or in equity to challenge the validity of any provision of this Agreement or the Project Approvals, the Parties shall cooperate and appear in defending such action. Landowner shall bear its own costs of defense as a real party in interest in any such action, and Landowner shall reimburse City for all reasonable court costs and attorneys' fees expended by City in defense of any such action or other proceeding, provided that City reasonably cooperates with Landowner in the defense of such action.
27 .11 Liability of City Officials. No City official or employee shall be personally liable under this Agreement.
27 .12 Delegation. Any reference to any City body, official or employee in this Agreement shall include the designee of that body, official or employee, except where delegation is prohibited by law.
27 .13 Severability. Should any provision of this Agreement be found invalid or unenforceable by a court of law, the decision shall affect only the provision interpreted, and all remaining provisions shall remain enforceable.
27 .14 Integration. This Agreement constitutes the entire understanding and agreement of the Parties with respect to the subject matter hereof and supersedes any previous oral or written agreement. This Agreement may be modified or amended only by a subsequent written instrument executed by all of the Parties.

27.15 Counterparts. This Agreement may be signed in one (1) or more counterparts, and will be effective when all of the Parties have affixed their signatures to the counterparts, at which time the counterparts together shall be deemed one (1) original document; provided, however, that all executed counterparts are provided to the City Clerk.

27.16 Interpretation. The Parties acknowledge that this Agreement has been negotiated by both Parties and their legal counsel and agree that this Agreement shall be interpreted as if drafted by both Parties.

27.17 Inconsistency. In the event of any conflict or inconsistency between the provisions of this Agreement and the Project Approvals or exhibits, this Agreement shall prevail; provided, however, that this provision shall not be interpreted to prevent an exhibit from being updated when required by this Agreement or when agreed to by the parties. 889284.10 32
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27.18 Incorporation. The following Exhibits attached hereto are incorporated into this Agreement and made a part hereof by this reference.

Exhibit A:

Exhibit B:

Exhibit C:

Exhibit D:

Exhibit E:

Exhibit F:

Exhibit G:

Exhibit H:

Exhibit H-1
Exhibit I:

Exhibit J:

Exhibit K:

Legal Description of the Property
Additional Design Guidelines Components
Comprehensive Land Use Phasing Plan
Comprehensive Backbone Infrastructure Finance Plan
Comprehensive Backbone Infrastructure Phasing Plan
Comprehensive Recreational Phasing and Finance Plan
South River Road Bridge Project
Traffic Improvements and Funding Commitments
Traffic Impact Fee Study Requirements
Form of Assignment
Memorandum of Development Agreement
Greenhouse Gas Emissions Reduction Strategies

27.19 Compliance with Laws. In connection with its performance under this Agreement, Landowner shall comply with all applicable present and prospective laws.

27.20 Applicable Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of California without regard to principles of conflicts of law. In the event of litigation arising under this Agreement, venue shall reside exclusively in the Superior Court of the County of Yolo. 889284.10
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27.21 Time of the Essence. Time is of the essence of this Agreement. 33 134
IN WITNESS WHEREOF, the parties hereto are executing this Agreement on the dates set forth below, to be effective as of the Effective Date. "CITY"

CITY OF WEST SACRAMENTO
Nam
By:�e: Chn:stofhff Iv. C«luik/JVL.,,
Its: fl/l� t2C
Dated: .:fol\./� / � , 2008
ATTEST:

City Clerk
APPROVED AS TO FORM:
889284.10
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"LANDOWNER"

SCL WEST SAC HOLDINGS, LLC
A Delaware Ii • • •
I
Its: �11
or tU
Dated: Jv ne. If. 2008
34 135
Exhibit A
Legal Description of the Property
All that certain real property situated in the County of Yolo, State of California and approximately described as follows:

Beginning at the most northerly corner of Parcel D, as said Parcel is shown on Parcel Map No. 2903, filed for record in Book 4 of Parcel Maps, Page 100, Official Records of said County; Thence from said Point of Beginning along the northerly line of said Parcel Map No. 2903 the following twelve (12) courses and distances:

1. South 67°13'01" East a distance of 434.60 feet;

2. South 22°46'59" West a distance of 1000.00 feet;

3. South 67°13'01" East a distance of 1101.20 feet;

4. South 67°13'01" East a distance of 860.00 feet;

5. North 22°46'59" East a distance of 1000.00 feet;

6. South 67°13'01" East a distance of 88.00 feet;

7. South 22°15'05" East a distance of 16.98 feet;

8. South 22°42'51" West a distance of 444.79 feet to a point situate on the North line of Parcel E, as shown on said Parcel Map No. 2903;

9. Along said North line, South 67°13'01" East a distance of 455.62 feet;

10. North 22°46'59" East a distance of 456.78 feet;

11. South 67°15'52" East a distance of 349.68 feet; and

12. South 67°07' 14" East a distance of 172.62 feet to a point on the bank of the Sacramento River;
Thence along said bank the following sixteen (16) courses and distances:

1. South 24 °13' 13" East a distance of 365.80 feet;

2. South 34°14'37" East a distance of 963.05 feet;

3. South 47°29'29" East a distance of 746.03 feet;

4. South 39°05'43" East a distance of 937.44 feet;

5. South 22°05'26" East a distance of 48.80 feet;

6. South 09°55'45" East a distance of 93.24 feet;

7. South 01 °16'54" East a distance of 204.40 feet;

8. South 32°11 '22" West a distance of 94.95 feet;

9. South 29°32'54" West a distance of 139.87 feet;

10. South 51°09'16" West a distance of 91.50 feet;

11. South 77°04'21" West a distance of 85.69 feet;

12. South 44°29'47" West a distance of 164.49 feet;

13. South 48°28'21" West a distance of 143.23 feet;

14. South 60°52'54" West a distance of 190.19 feet;

15. South 70°21'44" West a distance of 236.78 feet; and

16. South 69°46'40" West a distance of 130.56 feet;
Thence North 53°50'18" West a distance of 409.63 feet; Thence South 16°54'00" East a distance of 336.50 feet to the bank of the Sacramento River; Thence along said bank the following four (4) courses and distances:

1. South 81 °28'56" West a distance of 176.93 feet;

2. South 58°34'28" West a distance of 351.66 feet;
A-1
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3. South 89°22'36" West a distance of 1459.10 feet; and

4. North 19°22'24" West a distance of 205.91 feet to the East line of Lot 3 as said Lot is described in the Grant Deed recorded as Document No. 2004-44745, Official Records of said County;
Thence along said East line North 19°22'24" West a distance of 1394.24 feet; Thence North 36°02'54" West a distance of 119.41 feet; Thence leaving said East line South 70°13'29" West a distance of 202.40 feet to the West line of Lot 2 as said Lot is described in said Grant Deed; Thence along said West line South 18°18'50" East a distance of 1435.69 feet to the bank of the Sacramento River; Thence along said bank South 18°18'50" East a distance of 185.58 feet; Thence South 86°14'11" West a distance of 294.58 feet; Thence leaving said bank South 87°46'11" West a distance of 270.26 feet; Thence North 14°58'38" West a distance of 19.90 feet; North 14°58'38" West a distance of 359.83 feet; South 74°56'04" West a distance of 673.33 feet; Thence North 15°03'56" West a distance of 295.46 feet; Thence South 75°46'34" West a distance of 284.90 feet; Thence South 15°12'01" East a distance of 172.02 feet; Thence South 75°46'34" West a distance of 506.50 feet; Thence North 15°12'41" West a distance of 172.03 feet; Thence South 75°46'34" West a distance of 549.25 feet; Thence South 63°03'04" West a distance of 433.63 feet; Thence North 26°56'56' West a distance of 1444.46 feet; Thence North 22°44'34" East a distance of 141.90 feet; Thence North 22°43'33" East a distance of 831.49 feet; Thence North 22°46'58" East a distance of 2398.35 feet to the northerly line of aforementioned Parcel D; Thence along said northerly line South 67°13'01" East a distance of 455.60 feet; Thence continuing along said northerly line North 22°47'07" East a distance of 1000.00 feet to the Point of Beginning and containing 452 acres of land, more or less. 889284.10
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Exhibit B
Additional River Park Design Guidelines Components
Additional River Park Design Guidelines components shall be incorporated into the River Park Design Guidelines for the Project and include and/or address the following:

IMPROVEMENT TIMING
Submit master signage (including advertising) Prior to approval of a large lot final map. and fence (subdivision theme walls) plans.

Revise design guidelines to address Prior to approval of first small lot tentative accommodation of wireless facilities in map.
commercial development.

Incorporate final land plan details for the area Prior to approval of first small lot tentative adiacent to existing Davis Rd. rural lots. map.

Revise design guidelines to reflect one-story Prior to approval of first small lot tentative height limit and/or setbacks for lots adjacent to map.
existing Davis Rd. rural lots.

Revise design guidelines to prohibit in-ground Prior to approval of first small lot tentative swimming pools and basements in levee map.
setback area.

Revise design guidelines to strengthen Prior to approval of first small lot tentative objective of providing access to existing South map.

River Road parcels. Landowner obligated to
provide access to parcels, not to build
driveways. Exact locations of access to be
determined during small lot map stage.

Update Parks section to align with final Prior to approval of a large lot final map aooroved parks program.

The planning and design of bicycle paths, pedestrian pathways, and trails shall be phased to provide connectivity to other transit corridors within the Project and adjacent transit corridors.

Such planning and design shall avoid (or if not avoidable, minimize to the extent possible) dangerous or otherwise incompatible crossings (e.g., loading docks) and internal traffic circulation.

B-1
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889284.10
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Exhibit C
Comprehensive Land Use Phasing Plan
(Attached)
C-1
139
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UL O 8 2008
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140
Exhibit D
Comprehensive Backbone Infrastructure Finance Plan
Prior to approval of the first tentative subdivision map for the Project, Landowner shall enter into the Comprehensive Backbone Infrastructure Finance Plan with the City, to the satisfaction of the City.
889284.10
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D-1
141
889284.10
Exhibit E
Comprehensive Backbone Infrastructure Phasing Plan
(Attached)
E-1
142

RIVER PARK WATER EXHIBIT
JUL O 8 2008
XHIBIT B-4
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------· ........ 2007
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PARK SANITARY SEWER EXHIBIT
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144
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EXHIBIT B•6
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Exhibit F
Comprehensive Recreational Phasing and Finance Plan
Prior to approval of the first tentative subdivision map for the Project, Landowner shall enter into the Comprehensive Recreational Phasing and Finance Plan with the City, to the satisfaction of the City.

F-1
889284.10
147

EXHIBITG
South River Road Bridge Project
The South River Road Barge Canal Crossing and Village Parkway Extension Project (the "South River Road Bridge") include the following, in addition to the right-of-way for each:
• Construction of a four (4) lane bridge over the Yolo Barge Canal (approximately 460 feet long).
• Extension of the four (4) lane Village Parkway from Stonegate Boulevard to the new canal crossing.
• Widening South River Road to three lanes (north of Barge Canal to the US-50 highway off-ramp).
• Lineal footage of the roads(+/- 7,200).

The widening of South River Road to three lanes north of the Barge Canal is considered interim due to existing right-of-way constraints along this segment, enabling earlier implementation of the project. As the South River Road industrial area redevelops, the ultimate widening of South River Road to four lanes will be required. Additionally, the project will include a two-way left-turn lane, median islands, bike lanes, traffic signals, curb, gutter, sidewalk, storm drainage, and landscaping.

G-1
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Exhibit H
Traffic Improvements and Funding Commitments
Unless otherwise indicated, the following improvements and funding commitments shall be at the sole expense of the Landowner and not eligible for credits or reimbursements by the City.

IMPROVEMENT TIMING NOTES
Extend Stonegate Drive from Prior to any improvements or Road to be limited to its southerly terminus (Parlin grading within project construction traffic only.

Ranch) to Davis Road. boundaries. Damage from construction vehicles must be repaired
prior to City acceptance. No
final lift should be installed
while road is limited to
construction traffic only.

Install a traffic signal at the With Davis Road Yarbrough to share in costs.

Jefferson Boulevard/Davis reconstruction and Intersection improvements are Road intersection. improvements to funded through City's CIP.

Davis/Gregory/Jefferson Blvd.
intersection
Reconstruct Davis Road to Prior to issuance of any Construction concurrent with latest Rural Road Standards, building permits. water line construction of both within the Project and to water line. Repair any
the west of Project to construction damage to Davis
Jefferson Blvd., including Rd. Install signal
traffic calming measures. infrastructure.

Redesign and reconstruct Prior to approval of the first Design must be approved by Davis Road/Gregory small lot final map. City.

Avenue/Jefferson Blvd.
intersection.

H-1
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Exhibit H-1
Traffic Impact Fee Study Requirements
The following improvements shall be included in the update to the Traffic Impact Fee study:

IMPROVEMENT TIMING
The realignment of the Harbor Blvd./lndustrial Needed at combined development of 6,300 Blvd. Intersection to three (3) legs. residential units in the Southport Area beyond those identified as Existing Plus Aooroved.

The construction, striping, and signage of a Needed at combined development of 350 free right-turn lane on the westbound residential units in the Southport Area beyond approach to Gateway Drive at the Jefferson those identified as Existing Plus Approved.

Boulevard intersection.

The construction, striping, and signage of a Needed at combined development of 2,650 free right-turn lane on westbound Linden Road residential units in the Southport Area beyond (north) at the Jefferson Boulevard intersection. those identified as Existing Plus Approved.

The construction, striping, and signage of an Needed at combined development of 2,750 additional left-turn lane on 15th Street at residential units in the Southport Area beyond Jefferson Boulevard. those identified as Existing Plus Approved.

The construction, striping, and signage of a Needed at combined development of 3,900 third left-turn lane and expansion of the residential units in the Southport Area beyond intersection by converting the dedicated those identified as Existing Plus Approved. northbound right-turn lane to a combined
through/right-tum lane at the Jefferson
Blvd.flake Washington Blvd. intersection.

Improvements shall include signal timing
interconnect at the Southport Parkway/Lake
Washington Blvd. intersection.

The widening of Jefferson Boulevard from Needed prior to any residential development in Linden Road (south) to Marshall Road. the Southport Area beyond those identified as Existino Plus Aooroved.

H-1, Page1
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OFFICIAL BUSINESS
Document entitled to free reoording
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of West Sacramento
1110 West Capitol Avenue
West Sacramento, CA 95691
Attn: City Clerk

EXHIBIT I
Form of Assignment
(SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE)

RIVER PARK ASSIGNMENT AND ASSUMPTION AGREEMENT
THIS RIVER PARK ASSIGNMENT AND ASSUMPTION AGREEMENT ("Agreement") is made by and between SCL West Sac Holdings, LLC, a Delaware limited liability company ("SCL West Sac"), and ________ , a ___________ ("Assignee").

RECITALS

1. On ____ , 2008, the City of West Sacramento and SCL West Sac entered into that certain "River Park Development Agreement" (the "Development Agreement"). Pursuant to the Development Agreement, SCL West Sac agreed to develop the Property (as that term is defined in the Development Agreement) as set forth in the Development Agreement. The Development Agreement was recorded against the Property in the Official Records of Yolo County on _______ , 2008, as Instrument No. 200_-___ _

2. SCL West Sac intends to convey a portion of the Property to Assignee, commonly referred to as Parcel ____ , and more particularly identified and described in Exhibit A attached hereto and incorporated herein by this reference (the "Assigned Parcel").

3. SCL West Sac desires to assign and Assignee desires to assume all of SCL West Sac's right, title, interest, burdens and obligations under the Development Agreement with respect to and as related to the Assigned Parcel.

ASSIGNMENT AND ASSUMPTION
NOW, THEREFORE, SCL West Sac and Assignee hereby agree as follows:

1. SCL West Sac hereby assigns, effective as of its conveyance of the Assigned Parcel to Assignee, all of the rights, title, interest, burdens and obligations of SCL West Sac under the Development Agreement with respect to the Assigned Parcel.

SCL West Sac retains all the rights, title, interest, burdens and obligations under the Development Agreement with respect the Property other than the Assigned Parcel. 1-1
889284.10
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2. Assignee hereby assumes all of the rights, title, interest, burdens and obligations of SCL West Sac under the Development Agreement with respect to the Assigned Parcel, and agrees to observe and fully perform all of the duties and obligations of SCL West Sac under the Development Agreement with respect to the Assigned Parcel. The parties intend hereby that, upon the execution of this Agreement and conveyance of the Assigned Parcel to Assignee, Assignee shall become substituted for SCL West Sac as the "Landowner'' under the Development Agreement with respect to the Assigned Parcel.

3. All of the covenants, terms and conditions set forth herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and assigns.

4. The Notice Address described in the River Park Development Agreement for SCL West Sac with respect to the Assigned Parcel shall be:

5. This Agreement may be signed in identical counterparts.

IN WITNESS HEREOF, the parties hereto have executed this Agreement as of this __ day of ____ ,2008.

SCL WEST SAC:
a ________ _
By:---------­
Print Name:

Title: ---------
889284.10
JUL 08 WO�
ASSIGNEE:
a _____________ _
By:-------------
Print Name: _________ _
Title: ------------
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(?JV
111 111111111111 III I III I Ill Ill Ill I IIII I Ill I IIII YOLO Recorder's Office
Freddie Oakley, County Recorder
DOC- 2008-0020526-0
Exhibit J Acct 117-IJest Sac - NC
Tuesday, JUL 01, 2008 14:52:00
Memorandum of Development Agreem1 Tt l Pd $0, 00 Nbr-00007740 VRB/R6/
Recording Requested by and
When Recorded Return to:

City of West Sacramento
1110 West Capitol Avenue
West Sacramento, California 95691
No recording fee required pursuant to Government Code Section 27383

SPACE ABOVE THIS LINE FOR RECORDER'S USE

MEMORANDUM OF DEVELOPMENT AGREEMENT
/. THIS MEMORANDUM OF DEVELOPMENT AGREEMENT is made this l.B.!�ay of JvrJti; 2008, by and between the CITY OF WEST SACRAMENTO ("City") and ;f(L (J.)ef,t.Slft! /h,Ll�•Landowner'), collectively referred to as the "Parties." City and Landowner are Parties to that certain "Development Agreement" dated S,1rve.., { J<; zdflthe "Development Agreement"), the terms and conditions of which are hereby incorporated by this reference as if set forth in full herein. The Development Agreement controls the development of that certain real property, including improvements thereto, situated in the County of Yolo, State of California, and described as follows (the "Property"):
[See Exhibit A]
"CITY" "LANDOWNER"
By:,....::::=:::::::=:....,���:...._::::....__ By. ____:::ff----'------ Name: {;ha-.S-tl;pl,q:i, /4.h�ame:�..:::!::::2��L....L±.�� Its: rVlflfjtv' Its: Seniar- Vite, Pnsiclen+
Dated: ,T4-c;tt£ IF , 2008 Dated:

ATTEST:
� 4,JL-·
K�
City Clerk
889284.10
J-1
June fcf,2008
(0
153
State of California }
County of Yolo }
On June 18, 2008, before me, Neala C. Rankin, Notary Public, personally appeared Christopher L. Gabaldon, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.

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

Witness my hand and official seal.
eala . Rankin, Notary Public
- - - - - - - --- - - - - -
.t
a NEAi.AC.RANKiN 1 J Commission# 1616714
:S Notary Public • Callfomla � Yolo County -
� 0 0 U :v :°'!"':..exr:-.o: 2: 2:9f
THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW:

Title or type of document: Memorandum of Agreement -SCL West Sac Holdings Date of Document - June 18, 2008
2 154
State of ��\�
County of fl 10d, J?:#.:

On � \'D l 14.)i before me,. ¥,:\� �j,,ifiTT1+- , a Notary Public, personally appeared--�-=---......... ---� ......... -=--------""""""--------------- ------------------�----J who proved to me on the basis of satisfactory evidence to be the person� whose nam����bscribed to the within instrument and ��knowledged to me that� executed the same i ��!rltlietr�uthorized capaci� and that by ir signatur�) on the instrument the person�. or the entity upon behalf of which the person(� acted, executed the instrument.

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

WITNESS
(typed or printed) (Area reserved for official notarial seal) 155
Jul-01-08 02:37pm From-City of Wast Sacramento
Exhibit A
916 372 8765
Legal Description of the Property
T-587 P.O02/0O3 F-199
All that certain real property situated in the County of Yolo, State of California and approximately described as follows:

Beginning at the most northerly comer of Parcel 0, as said Parcel is shown on Parcel Map No. 2903, filed for record in Book 4 of Parcel Maps, Page 100, Official Records of said County; Thence from said Point of Beginning along the northerly line of said Parcel Map No. 2903 the following twelve ( 12) courses and distances:

1. South 67°
13'01 n East a distance of 434.60 feet;

2. South 22"46'59" West. a distance of 1000.00 feet;

3. South 67°
13'01 n East a distance of 1101.20 feet;

4. South 67°
13'01" East a distance of 860.00 feet;

5. North 22°
46'59n East a distance of 1000.00 feet;

6. South 67"13'01" East a distance of 88.00 feet;

7. South 22°
15'05" East a distance of 16.98 feet;

8. South 22°
42'51" West a distance of 444.79 feet to a point situate on the North line of Parcel E. as shown on said Parcel Map No. 2903;

9. Along said North line, South 67°
13'01" East a distance of 455.62 feet;

10. North 22"46'59" East a distance of 456.78 feet;

11. South 67°
15'52" East a distance of 349.68 feet; and

12. South 67°
07'14. East a distance of 172.62 feetto a point on the bank of the Sacramento River;
Thence along said bank the following sixteen (16) courses and distances:

1. South 24"13'13" East a distance of 365.80 feet;

2. South 34°
14'37" East a distance of 963.05 feet;

3. South 47°
29'29" East a distance of 746.03 feet;

4. South 39°
05' 43n East a distance of 937 .44 feet;

5. South 22°
05'26" East a distance of 48.80 feet;

6. South 09°
55'45" East a distance of 93.24 feet;

7. South 01 °
16'54" East a distance of 204.40 feet;

8. South 32°
11 '22a West a distance of 94.95 feet;

9. South 29°
32'54" West a distance of 139.87 feet;

10. South 51 °
09'16" West a distance of 91.50 feet;

11. South 77°
04'21" West a distance of 85.69 feet;

12. South 44°
29•47n West a distance of 164.49 feet;

13. South 48°
28'21" West a distance of 143.23 feet;

14. South 60°
52'54" West a distance of 190.19 feet;

15. South 70°
21'44" West a distance of 236.78 feet; and

16. south 69°
46'40" West a distance of 130.56 feet;
Thence North 53°50' 1 aa West a distance of 409.63 feet; Thence South 16°54'00n East a distance of 336.50 feet to the bank of the Sacramento River; Thence along said bank the following four (4) courses and distances:

1. South 81 °28'56. West. a dist.ance of 176.93 feet;

2. South 58°34'28n West a distance of 351.66 feet;
889284.10
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A-1
156
Jul-01-08 OZ:37pm From-City of Wast Sacramento 916 37Z 8765

3. South 89°22'36" West a distance of 1459.1 0 feet; and T-587 P.003/003 F-199

4. North 19°
22'24" West a distance of 205.91 feet to the East line of Lot 3 as said Lot is described in the Grant Deed recorded as Document No. 2004-44745, Official Records of said County;
Thence along said East line North 19°
22'24" West a distance of 1394.24 feet: Thence North
36°
02'54" West. a distance of 119.41 feet; Thence leaving said East line South 70°13•29• West a distance of 202.40 feet to the West line of Lot 2 as said Lot is described in said Grant Deed; Thence along said West line South 18°
18'50" East a distance of 1435.69 feet to the bank of the Sacramento River. Thence along said bank South 18°18'50p East a distance of 185.58 feet; Thence South 86°
14'11" West a distance of 294.58 feet; Thence leaving said bank South 87°46'11" West. a distance of 270.26 feet; Thence North 14° 58'38" West a distance of 19.90
feet; North 14°
58'38" West a distance of 359.83 feet; South 74°
56'04p West a distance of
673.33 feet; Thence North 15°
03'56" West a distance of 295.46 feet; Thence South 75° 46'34"
West a distance of 284.90 feet; Thence South 15D
12'01" East a distance of 172.02 feet; Thence
South 75°
46'34" West a distance of 506.50 feet; Thence North 15"12'41" West a distance of 172.03 feet; Thence South 75°46'34" West a distance of 549.25 feet; Thence South 63° 03'04"
West a distance of 433.63 feet; Thence North 26°
56'56' West a distance of 1444.46 feet;
Thence North 22°44'34" East a distance of 141.90 feet: Thence North 22° 43'33" East a distance
of 831.49 feet; Thence North 22°
46'58° East a distance of 2398.35 feet to the northerly line of aforementioned Parcel D; Thence along said northerly line South 67° 13'01" East a distance of
455.60 feet: Thence continuing along said northerly line North 22°47'0l9 East a distance of 1000.00 feet to the Point of Beginning and containing 452 acres of land, more or less. 8119284.10
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-........ ..,
157
Exhibit K
Greenhouse Gas Emissions Reduction Strategies
The following measures to reduce greenhouse gas emissions are in addition to those set forth in the River Park Final EIR:
• Require all heating and cooling systems, as well as installed appliances, be Energy Star certified. The City will require compliance with this measure prior to issuance of final occupancy of any residential or commercial structure. • All residences, including multi-family residences, and commercial developments shall install water-efficient landscapes, meeting the minimum standards to be established by the Model Water Efficient Landscape Ordinance being prepared by the Department of Water Resources. The City will require compliance with this measure prior to issuance of final occupancy of any residential or commercial structure. • Expand MM AIR-7a to require bicycle racks within all commercial and retail areas. Bicycle spaces would be required at the ratio of at least one bike rack space per 20 vehicle parking spaces. Also, require all apartment complexes or condominium projects without garages to provide one long-term bicycle parking space for each unit without a garage. Long-term parking would consist of a bicycle locker or a locked room with bicycle racks within the complex that can be accessed by bicycle owners only. • Expand MM AIR-7c to require residential development to meet the Leadership in Energy and Environment Design or "Build It Green" standards. Require that all building plans submitted to the City for plan check include evidence of their compliance. • Rooftop photovoltaic arrays shall be available as an option on all residences.

The array shall provide at least 50 percent of the projected electrical energy needs of the residence.
• Bus shelters shall be installed at each bus stop to be designated by YoloBus within the development, and along the project's Village Parkway frontage. The shelters shall meet the requirements of YoloBus.
• The design of commercial parking lots shall include clearly marked and shaded pedestrian pathways between parking areas and building entrances, and between transit facilities and building entrances, if applicable. Shade trees installed within the project shall be selected from those species identified as "water-wise trees" on the Master Tree List in the City's Landscape Development Guidelines.

K-1
889284.10

END OF DOCUMENT
158
Attachment 4
159
RESOLUTION 26-5PC

A RESOLUTION OF THE PLANNING COMMISSION

OF THE CITY OF WEST SACRAMENTO

RECOMMENDING ADOPTION BY THE CITY COUNCIL OF A THIRD AMENDMENT

TO A DEVELOPMENT AGREEMENT WITH SUN M CAPITAL, LLC, A CALIFORNIA

LIMITED LIABILITY COMPANY, PERTAINING TO DEVELOPMENT OF THE

RIVERPARK PROJECT
WHEREAS, on June 4, 2026, the West Sacramento Planning Commission conducted a public hearing on a Third Amendment to a Development Agreement; and WHEREAS, the Planning Commission has duly considered all information before them; and
WHEREAS, the Planning Commission has found that the proposed Third Amendment to the Development Agreement is consistent with the goals, policies and implementation programs of the City of West Sacramento General Plan; and WHEREAS, the proposed Third Amendment to the Development Agreement does not require further environmental review pursuant to Sections 15162 of the CEQA Guidelines; and
NOW, THEREFORE, BE IT RESOLVED by the Planning Commission recommends that the City Council take the following actions:

1. The recitals above are true, correct, and incorporated herein by reference.

2. The Planning Commission recommends that the City Council approve the proposed Third Amendment to the Development Agreement, extending it by two years via Ordinance 26-57.

PASSED AND ADOPTED by the Planning Commission of the City of West Sacramento this 4th day of June 2026, by the following vote:

AYES: Sablan, Olivarez, Delgado, Wong, Jackson
NOES:

ABSTAIN:

ABSENT:
___________________________________
Matthew Delgado, Planning Commission Chairperson
ATTEST:

Tristan Osborn, AICP, Secretary
Docusign Envelope ID: 76A88F3B-BA84-8438-8325-3F28E88BDC94 160

CITY OF WEST SACRAMENTO

ERRATA MEMORANDUM
TO: Mayor Guerrero and City Council Members
FROM: Seamus Laffey, Senior Planner
CC: Aaron Laurel, City Manager
Amanda Berlin, Assistant City Manager
Ariana Adame, Assistant City Manager
Doug Drozd, Deputy City Manager
Jeff Mitchell, City Attorney
Jennifer Cusmir, City Clerk
DATE: October 7, 2026
SUBJECT: Item 10 CONSIDERATION OF SECOND READING AND ADOPTION OF ORDINANCE 26-5 FOR PROPOSED THIRD AMENDMENT TO THE RIVER

PARK DEVELOPMENT AGREEMENT TO EXTEND THE TERM OF THE

AGREEMENT
Ordinance 26-5 extends the term of the Development Agreement from July 18, 2026 to October 7, 2027. It also provides for an automatic further extension to December 31, 2027 if three performance milestones are met by October 7, 2027. The first milestone is incorrectly stated as “release of the Final EIR” and should read “release of the Draft EIR.” No other change to the term, the remaining two milestones, or the Development Agreement is proposed.

The correction applies in the three locations below. Deleted text is shown in strikethrough and added text is underlined.

1. Recommended Action #2, Agenda Report Page 1 (Revised) Waive second reading and adopt Ordinance 26-5 (Attachment 1) by title and number only, an Ordinance of the City Council of the City of West Sacramento Approving the Third Amendment to the River Park Development Agreement by and between the City of West Sacramento and Sun M Capital, LLC, extending the term of the Development Agreement to October 7, 2027, with an additional extension to December 31, 2027 if the City Manager determines that the following three performance milestones have been met by October 7, 2027: (1) release of the Final EIR Draft EIR, (2) completion of the fiscal analysis, and (3) completion of the master plan.
161

2. Analysis Section, Agenda Report Page 3 (Revised)
The proposed DA Amendment would extend the existing DA’s term from July 18, 2026 to October 7, 2027, with a further extension to December 31, 2027 if the following three performance milestones are met by October 7, 2027: (1) release of the Final EIR Draft EIR, (2) completion of the fiscal analysis, and (3) completion of the master plan.

3. Ordinance 26-5, Section 4.2.2 (Revised)

4.2.2 Conditional Extension. The term of this Agreement shall be automatically extended to December 31, 2027 if the City Manager determines that each of the following performance milestones have been met on or before October 7, 2027:
(a) release of the Final Draft Environmental Impact Report for the proposed Project amendments; (b) completion of the fiscal analysis for the proposed Project amendments; and (c) completion by Developer of the final master plan for the proposed Project to the satisfaction of City staff.

Rationale
The performance milestones are intended to confirm that substantive progress has been made on the processing of the proposed project amendments before the term is extended to December 31, 2027. Release of the Draft EIR best reflects that intent because the Draft EIR is the substantive environmental document. It contains the full analysis of the proposed project amendments, including the project description, the evaluation of environmental impacts and their significance, mitigation measures, and the analysis of alternatives. Its release also opens the public review period.

The Final EIR builds on that work rather than adding new analysis. It compiles the comments received during public review and a list of commenters, provides the City’s responses to significant environmental points raised, and makes any clarifying revisions to the Draft EIR. If significant new information were to emerge after public review, CEQA would require the Draft EIR to be revised and recirculated rather than addressed in the Final EIR alone. The time needed to complete the Final EIR depends on the volume and complexity of public comments, which neither the City nor the applicant controls. Release of the Draft EIR is a clearer and more reliable milestone for the extension period.

Staff’s recommendations are otherwise unchanged.
162

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 7, 2026 ITEM # 11
SUBJECT:

CONSIDERATION OF RESOLUTION 26-052 APPROVING THE FINAL MAP,

SUBDIVISION IMPROVEMENT AGREEMENT, AND DEVELOPMENT REIMBURSEMENT AGREEMENT FOR RIVER OAKS VILLAGE 1 (SUBDIVISION 5139.1) INITIATED OR REQUESTED BY: REPORT COORDINATED OR PREPARED BY:
[ ] Council [X] Staff
[ ] Other
Candido Ramirez, Senior Civil Engineer
Community Development Department
ATTACHMENT [X] Yes [ ] No [ ] Information [ ] Direction [X] Action

OBJECTIVE
This item seeks City Council adoption of Resolution 26-052 approving the Final Map, Subdivision Improvement Agreement, and Development Reimbursement Agreement for River Oaks Village 1 (Subdivision No.5139.1).

RECOMMENDED ACTION
Staff respectfully recommend that the City Council:

1. Adopt Resolution 26-052 (Attachment 1), approving the Final Map for River Oaks Village 1 (Subdivision No. 5139.1);

2. Approve the associated Subdivision Improvement Agreement;

3. Approve a Development Reimbursement Agreement for the project; and

4. Authorize the City Manager to execute all agreements listed in this agenda report.

BACKGROUND
The City of West Sacramento Planning Commission conditionally approved a Vesting Tentative Map for River Oaks February 7, 2019. This map subdivides approximately 19.3 acres into 116 single-family residential lots and three lots dedicated for open space, access, and water quality.

As part of a map/utilities agreement dated March 3, 2026, the City agreed to extend the map’s vesting to February 7, 2028 and the developer agreed to extend water and sewer utilities to the project boundary, which facilitates installation of those services to the Trailhead Park.

The Tentative Map area is owned by Seecon Financial and Construction Company and is generally bounded on the north by Lake Washington Boulevard, on the east by the Southport Levee, on the south by mostly undeveloped land, and on the west by medium-density residential development. The Tentative Map includes Villages 1 and 2 (phases), which are bisected by Village Parkway.

Village 1 is on the east side of Village Parkway and includes 60 proposed single-family residential lots and rightof-way dedication along Village Parkway and Lake Washington Boulevard.

ANALYSIS
All applicable conditions of approval for the Tentative Map have been satisfied for this Final Map.

The proposed Final Map for River Oaks Village 1 is included as Attachment 3. Approval of the Final Map includes acceptance of all lands, rights-of-way, and easements offered for dedication on the map. Offers are identified in the Owner’s Statement on the map and include offers for rights-of-way and public service easements and a maintenance easement for the theme wall along Village Parkway. Acceptance of the offers of dedication is typically subject to the completion of improvements, including underground utilities, roadways, and landscaping on behalf of the public.

Improvement plans were reviewed and approved by the Community Development, Parks and Recreation, and Public Works Departments. Approval of the Subdivision Improvement Agreement (Attachment 4) will ensure the completion of the remaining public improvements, and the Developer has submitted related performance and payment securities required by the Subdivision Ordinance and specified in the Subdivision Improvement Agreement.

The proposed Development Reimbursement Agreement (Attachment 5) would apply to two public improvements.

Item 1.a in the Development Reimbursement Agreement is a regional component of Village Parkway, which is 163 River Oaks Village 1
October 7, 2026