Yuba City City Council
February 20, 2024

Fiscal Impact:

None. The short-term disability programs are paid for by participating employees' contributions.

Alternatives:

1. Do not approve side letters for bargaining units, resolution with unrepresented Confidential employees, or Executive Team amendments. If this occurs, Staff will require direction to address next steps with the bargaining units and unrepresented employees.

Recommendation:

Adopt a Resolution:

A. Approving the side letters with the Yuba City Police Officers' Association, Police First Level Managers, Public Employees' Union, Local 1/AFSCME 57, Mid-Managers, and First Level Managers B. Approving the Resolution with Confidential employees C. Authorizing City Manager to execute contract amendments with Executive Team members Attachments:

1. Attachment 1 - Short Term Disability Resolution

2. Attachment 2 - POA Side Letter

3. Attachment 3 - PFLM Side Letter

4. Attachment 4 - Local 1 Side Letter

5. Attachment 5 - FLM Side Letter

6. Attachment 6 - MM Side Letter

7. Attachment 7 - Confidential Resolution
Prepared By: Submitted By:

Natalie Springer
Human Resources Director
Diana Langley
City Manager

ATTACHMENT 1

RESOLUTION NO.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY APPROVING SIDE LETTERS WITH YUBA CITY POLICE OFFICERS’ ASSOCIATION, POLICE FIRST LEVEL MANAGERS, PUBLIC EMPLOYEES’ UNION, LOCAL 1/AFSCME 57,

FIRST LEVEL MANAGERS, MIDMANAGERS, RESOLUTION WITH UNREPRESENTED

CONFIDENTIALS, AND EXECUTIVE TEAM TO TRANSITION OUT OF CITY SHORT-TERM

DISABILITY PROGRAM
WHEREAS, the City recognizes all employees’ commitment to the City and its citizens while providing outstanding and dedicated service to all and; WHEREAS, City staff and bargaining units met and conferred over the short-term disability programs and side letters and;

WHEREAS, the City appreciates the efforts and energy the bargaining units and employees have put forth to determine the most beneficial short-term disability program for their members.

NOW, THEREFORE, the City Council of the City of Yuba City does hereby resolve as follows:

1. Approve the attached side letters with Yuba City Police Officers’ Association, Police First Level Managers, Public Employees’ Union, Local 1/AFSCME 57, First Level Managers, MidManagers to transition their employees to new, external short-term disability programs

2. Approve the attached resolution with unrepresented Confidential to transition these employees to new, external short-term disability program

3. Authorize the City Manager to execute contract amendments to transition Executive Team members new, external short-term disability program(s) dependent on the bargaining unit they are aligned with
In addition, staff is authorized to make any necessary clarifying language changes as long as the changes do not modify the side letters and resolution substantive terms or past practice.

The foregoing Resolution of the City Council of the City of Yuba City was duly introduced, passed and adopted at a regular meeting thereof held on the 20th day of February 2024.

AYES:

NOES:

ABSENT:
_________________________
Shon Harris, Mayor
ATTEST:
__________________________
Ciara Wakefield, Deputy City Clerk

APPROVED AS TO FORM
COUNSEL FOR YUBA CITY:

_________________________
Stacey Sheston, Special Counsel
Best Best & Krieger, LLP

ATTACHMENT 7

The City of Yuba City
Compensation Resolution
For
Confidential Employees
Effective July 1, 2023

i
The City of Yuba City Confidential Employees
Table of Contents
Preamble......................................................................................................................... 1 Article 1 – Salary ............................................................................................................. 1

1.1 Salary Schedule................................................................................................ 1

1.2 Salary Increases ............................................................................................... 1

1.3 Bilingual Pay ..................................................................................................... 1

1.4 Deferred Compensation.................................................................................... 1 Article 2 – Overtime......................................................................................................... 1

2.1 Overtime............................................................................................................... 1

2.2 Compensatory Time Off (CTO)............................................................................. 1 Article 3 – Administrative Leave ...................................................................................... 1

3.1 Allocation .......................................................................................................... 1

3.2 Maximum Cash Out .......................................................................................... 2

3.3 Maximum Carry Over........................................................................................ 2 Article 4 – Public Employees’ Retirement System........................................................... 2

4.1 Retirement Terminology.................................................................................... 2

4.2 Miscellaneous Member Retirement Formulas................................................... 2 Article 5 – Benefits .......................................................................................................... 3

5.1 Health Plans...................................................................................................... 3

5.2 Dental and Vision Plans.................................................................................... 4

5.3 Life Insurance ................................................................................................... 4

5.4 Employee Assistance Program (EAP) .............................................................. 4

5.5 Flexible Spending Account ............................................................................... 5

5.6 Dependent Care Spending Program................................................................. 5

5.7 Long Term Disability ......................................................................................... 5

5.8 Tuition Reimbursement..................................................................................... 5 Article 6 – Vacation Accrual ............................................................................................ 5 Article 7 – Holidays.......................................................................................................... 6

7.1 Recognized Holidays ........................................................................................ 6

7.2 Floating Holiday ................................................................................................ 6 Article 8 – Term............................................................................................................... 7 Appendix “A” – Confidential Classifications..................................................................... 8 Appendix “B” – 5 Step Salary Schedule .......................................................................... 9 Appendix “C” – 9 Step Salary Schedule........................................................................ 10

ii
The City of Yuba City Confidential Employees
Appendix “D” – Bilingual Classifications........................................................................ 11

1 The City of Yuba City Confidential Resolution
Preamble
This Compensation Resolution applies to only employees in the Confidential Unit, listed in Appendix “A” Confidential Employees.

Article 1 – Salary
Employees hired after November 25, 2017, are on the 9-step salary schedule, attached as Appendix “C”. The 9-step salary schedule has both the first step and last step the same as the 5-step salary schedule. The 5-Step salary schedule is attached as Appendix “B”.

Effective July 1, 2023, all classifications will receive a cost-of-living increase of one and a half percent (1.5%) salary increase.

Employees listed in Appendix “D” Bilingual Classifications who are proficient in speaking a foreign language, as determined by the City, receive bilingual pay in the amount of onepoint four percent (1.4%) of their base rate of pay.

Employees receive $100.00 per month into their deferred compensation account.

Article 2 – Overtime

2.1 Overtime
Employees required to work in excess of forty (40) hours in the work period receive overtime at time-and-a-half an employee’s regular rate of pay. All paid time counts as hours worked towards the calculation of overtime.

2.2 Compensatory Time Off (CTO)
Employees may accrue a maximum of eighty (80) hours of (CTO). Employees may not cash out CTO. Upon separation, CTO will be paid out at the employee's current regular rate of pay or the average regular rate of pay for the last three (3) years, whichever is greater.

Article 3 – Administrative Leave
Employees hired before July 1, 2023, are allocated eighty (80) hours of administrative leave with the first payroll period of each calendar year. For any employee who becomes

2 The City of Yuba City Confidential Resolution
a member mid-year, the employee will receive a pro-rata amount of administrative leave for the balance of the year. Employees may use leave subject to the approval of their Department Head, except that leave cannot be used prior to separation of employment to delay the separation date.

By December 1 of each year, an employee may annually make an irrevocable advance election to cash out a maximum of forty (40) hours of administrative leave that will be accrued in the next calendar year. The election must be made on the form provided by the City for this purpose. The hours selected for cash-out will be paid in the first nonpayroll week of January of the following year.

Employees may carry over a maximum of forty (40) hours of unused administrative leave to the next calendar year, subject to a maximum accrual cap of 160 administrative hours.

Any unused administrative leave hours are paid out upon termination of employment.

Article 4 – Public Employees’ Retirement System
Employees receive retirement benefits from the California Public Employees’ Retirement System (CalPERS).

The use of terms “classic member” and “new member” are as defined by CalPERS and the Public Employee Pension Reform Act of 2013 (PEPRA).

A new member is defined as:
• An individual who becomes a member of any public retirement system for the first time on or after January 1, 2013, and has no prior membership in any other public retirement system; or
• An individual who becomes a member of any public retirement system for the first time on or after January 1, 2013, and is not eligible for reciprocity with another public retirement system; or
• An individual who established prior membership in a retirement system and after a break in service of more than six (6) months, returns to active membership in that system with a new employer.

A. Employees hired between August 1, 1991, and July 1, 2012, receive the 2.7% at 55 miscellaneous CalPERS formula with the three (3) year’s final average compensation period. The City pays 100% of the employee’s contribution to

3 The City of Yuba City Confidential Resolution
CalPERS and reports the employer payment of the member contributions to CalPERS as additional compensation for retirement purposes only. These members pay eight percent (8%) of the employers’ contribution via a CalPERS contract amendment on a pre-tax basis.

B. Employees hired after June 30, 2012, who are not classified as a new member receive the 2% at 55 miscellaneous CalPERS formula with the three (3) year’s final average compensation period. The City pays 100% of the employee’s contribution to CalPERS and reports the employer payment of the member contributions to CalPERS as additional compensation for retirement purposes only. These members pay seven percent (7%) of the employers’ contribution via a CalPERS contract amendment on a pre-tax basis.

C. Employees hired after December 31, 2012, who are classified as new members receive the 2% at 62 miscellaneous CalPERS formula with the three (3) year’s final average compensation period. These employees pay one half the total normal cost as determined annually by CalPERS on a pre-tax basis.

D. Miscellaneous retirement formulas have the following optional CalPERS retirement benefits:
• Non-Industrial Disability Improved
• Optional Settlement 2
• 1959 Survivor Benefit Level Indexed
• Post-Retirement Death Benefits $500 lump sum
• Survivor Allowance (PRSA)
• 3% Retirement COLA
Article 5 – Benefits
A. Employee Contributions:

Employee contributions are on a pre-tax basis.

B. Health Care Premium Cost:

The City pays 80% of the lowest cost health plan available to this bargaining unit.

C. Cash-in-Lieu Payment:

Cash-in-Lieu payments are when an employee reduces the level of health care coverage rather than entire coverage is as follows:
• Employees who reduce the level of health care coverage that they are entitled to, i.e., from full family coverage to employee plus one, or employee only coverage, or from employee plus one to employee only coverage, are entitled

4 The City of Yuba City Confidential Resolution
to a Cash-in-Lieu benefit. The Cash-in-Lieu benefit is based upon the lowest cost health plan.
• The employee making the election covered above, receives the difference between the Cash-in-Lieu benefit to which they would have been entitled had they waived coverage at their present coverage level and Cash-in-Lieu benefit for the lower level elected.
• The Cash-in-Lieu of medical insurance bonus for employees electing to forego health insurance coverage will be based on the below percentages of the current lowest cost health plan:

Employee only: 25%
Employee plus one dependent: 25%
Family coverage: 30%
For calendar year 2023, the City pays for enhanced dental/vision benefits. The enhanced dental/vision are as follows: annual deductible is $25 (individual) and $75 (family), calendar year maximum benefit is $2,000, basic coverage is 90%, major coverage is 60%, and vision allowance is $800 in 24-month period.

For each following year, through calendar year 2027, the City will annually evaluate the dental and vision fund excess reserve. The City will make a discretionary determination as to whether the City will pay for the enhanced dental/vision benefits set forth above the coming calendar year. In any year when enhanced benefits are not able to be funded, benefit levels will automatically revert to the levels below.

City pays 90% of the dental and vision premiums for covered employees. The maximum annual dental benefit is $1750. The vision benefit is $600 every 24 months. Premiums are based on periodic actuarial conducted by an outside consultant. Employees must participate in the City’s Dental and Vision Plan in a manner provided in the adopted Dental and Vision Plan Agreement.

Life insurance benefit amount of one hundred thousand dollars ($100,000) is maintained for employees.

The EAP is an employee benefit that assists employees with personal problems and/or workrelated problems that may impact their job performance, health, mental and emotional wellbeing. The EAP provides free and confidential assessments, short-term counseling, referrals, and follow-up services for employees and their household members. For details about the

5 The City of Yuba City Confidential Resolution
EAP program, please see the Human Resources Department.

Employees may contribute to a Flexible Spending Account (FSA) on a pre-tax basis to assist with the cost of medical, dental, and vision expenses, deductibles, and copayments.

Employees may contribute to a Dependent Care Plan on a pre-tax basis to assist with the cost of eligible child or elder care expenses.

A. The City provides a long-term disability program for employees.

B. As to short-term disability benefits, the City is replacing the current City-sponsored short term disability program (“City Program”) with an external program (via UNUM) to which employees will have voluntary access. The City Program will continue to be available to employees until the UNUM program is operational, after which no further City Program claims will be accepted. Confidential Employees will continue to make required City Program contributions for so long as there are benefits being paid to Confidential Employees under the City Program. Once there are no more active City Program claims by any Confidential Employees, and no more City Program benefits being paid on such claims, the City will make no further deductions from Confidential Employees’ wages for City Program contributions, and the Confidential Employees’ participation in the City Program will cease.
(C) Employees receiving benefits through a disability insurance program may elect to have their accrued leave coordinated and used to supplement disability benefit payments in order to receive the equivalent of a full paycheck (gross basis). In no instance shall the combination of disability insurance payments and accrued leave or other City benefit payments exceed 100% of an employee’s typical paycheck based on working regularlyscheduled hours. Employees who wish to coordinate paid leave benefits are required to notify Human Resources within five (5) business days of receipt of disability benefits so that benefits can be coordinated. In the event of an inadvertent overpayment, the employee will be notified and must make immediate arrangements with Finance to repay the overpayment.

Employees may receive up to five thousand dollars ($5,000) per fiscal year for tuition reimbursement, subject to the Rules.

Article 6 – Vacation Accrual
A. Employees accrue vacation as follows:

6 The City of Yuba City Confidential Resolution
Years of Service
0-Completion of 4 years
5-Completion of 10 years
11-Completion of 15 years
16 or more years
Bi-Weekly Rate

4.0 hours

5.5 hours

6.5 hours

7.1 hours
Article 7 – Holidays
Employees are entitled to holidays with pay. Holidays are paid on an eight (8) hour basis.

Effective January 1, 2024, the City recognizes the following holidays:
a. New Year’s Day (the first day of January)
b. Martin Luther King Day (the third Monday in January) c. Washington’s Birthday (the third Monday in February) d. Memorial Day (the last Monday in May)
e. Independence Day (the fourth day of July)
f. Labor Day (the first Monday in September)
g. Veterans Day (observed on the day established by the Yuba City Unified School District)
h. The Week of Thanksgiving
i. Christmas Day (the 25th day of December)
j. Eight hours of holiday time to be used on either Christmas Eve or New Year’s Eve, or a combination on both days as approved by the department head.

Whenever a holiday falls on Sunday, the following Monday is observed as a holiday, and whenever a holiday falls on a Saturday, the preceding Friday is observed as a holiday.

Employees are entitled to holiday with pay only if (i) the employee would have been regularly scheduled to work and (ii) the employee is in a paid status on the date immediately preceding or succeeding the holiday.

Employees required to work during the week of Thanksgiving will be allowed to take those holiday hours off during the months of October, November, or December.

Employees on alternate work schedule who wish to be paid for their full normal shift on a paid holiday may either:
a. Use accrued vacation or CTO hours to supplement the 8-hours of holiday pay; or
b. Flex their schedules and work additional hours on another day in the same FLSA workweek to cover the difference between their scheduled day and the 8-hours of holiday pay.

7 The City of Yuba City Confidential Resolution
Effective 2024, employees receive one (1) floating holiday per fiscal year. If an employee does not use their floating holiday during the fiscal year the holiday will be cashed out on the final check of the fiscal year. Scheduling/approval of use of the floating holiday must be in accordance with the requirements of Rules.

Article 8 – Term
This Resolution is effective July 1, 2023, and continues in full force and effect until superseded by a subsequent Resolution.

8 The City of Yuba City Confidential Resolution
Appendix “A” – Confidential Classifications
This Resolution covers the following classifications:

10/30/20239:10 AM
Confidential - EMPLOYEES HIRED PRIOR TO APRIL 28, 2018
Bargaining
JCN CLASSIFICATION Group 1 2 3 4 5
1050 ADMINISTRATIVE ANALYST I CON 6,350 6,668 7,001 7,351 7,718 Monthly

36.63 38.47 40.39 42.41 44.53 Hourly
1052 ADMINISTRATIVE ANALYST II CON 6,985 7,334 7,701 8,086 8,490 Monthly

40.30 42.31 44.43 46.65 48.98 Hourly
1045 EXECUTIVE ASSISTANT TO THE CITY MANAGER CON 5,383 5,652 5,935 6,232 6,544 Monthly

31.06 32.61 34.24 35.95 37.75 Hourly
1018 HUMAN RESOURCES TECHNICIAN I CON 4,238 4,450 4,673 4,907 5,153 Monthly

24.45 25.67 26.96 28.31 29.73 Hourly
1020 HUMAN RESOURCES TECHNICIAN II CON 4,663 4,896 5,141 5,398 5,668 Monthly

26.90 28.25 29.66 31.14 32.70 Hourly
1062 MANAGEMENT ANALYST CON 7,684 8,068 8,471 8,895 9,339 Monthly

44.33 46.55 48.87 51.32 53.88 Hourly
Bilingual Pay - effective November 18, 2023Employees who are proficient in speaking a foreign language, as determined by the Cityreceive bilingual pay in the amount of 1.4% of the base rate of pay EMPLOYEE BARGAINING GROUPS CON - Confidential FLM - 1st Level Manager PUE, Local #1 - General Employees PD - Police Department DH - Department Head FIRE - Fire Department MM - Middle Manager PSMM - Police Sworn Mid Manager FM - Fire Management PS - Police Sergeant

CITY OF YUBA CITY

SALARY SCHEDULE AND GENERAL COMPENSATION PLAN
EFFECTIVE JULY 1, 2023

SALARY STEPS

5. 11-07-23 Salary Schedule FM

10/30/20239:12 AM
Confidential - EMPLOYEES HIRED ON OR AFTER APRIL 28, 2018 Bargaining
JCN CLASSIFICATION Group 1 2 3456789
1250 ADMINISTRATIVE ANALYST I CON 6,350 6,509 6,668 6,835 7,001 7,176 7,351 7,535 7,718 Monthly

36.63 37.55 38.47 39.43 40.39 41.40 42.41 43.47 44.53 Hourly 1252 ADMINISTRATIVE ANALYST II CON 6,985 7,160 7,334 7,518 7,701 7,894 8,086 8,288 8,490 Monthly

40.30 41.31 42.31 43.37 44.43 45.54 46.65 47.82 48.98 Hourly 1245 EXECUTIVE ASSISTANT TO THE CITY MANAGER CON 5,383 5,518 5,652 5,794 5,935 6,084 6,232 6,388 6,544 Monthly

31.06 31.83 32.61 33.43 34.24 35.10 35.95 36.85 37.75 Hourly 1218 HUMAN RESOURCES TECHNICIAN I CON 4,238 4,344 4,450 4,562 4,673 4,790 4,907 5,030 5,153 Monthly

24.45 25.06 25.67 26.32 26.96 27.63 28.31 29.02 29.73 Hourly 1220 HUMAN RESOURCES TECHNICIAN II CON 4,663 4,780 4,896 5,019 5,141 5,270 5,398 5,533 5,668 Monthly

26.90 27.58 28.25 28.96 29.66 30.40 31.14 31.92 32.70 Hourly 1262 MANAGEMENT ANALYST CON 7,684 7,876 8,068 8,270 8,471 8,683 8,895 9,117 9,339 Monthly

44.33 45.44 46.55 47.71 48.87 50.09 51.32 52.60 53.88 Hourly Bilingual Pay - effective November 18, 2023Employees who are proficient in speaking a foreign language, as determined by the Cityreceive bilingual pay in the amount of 1.4% of the base rate of pay EMPLOYEE BARGAINING GROUPS CON - Confidential FLM - 1st Level Manager PUE, Local #1 - General Employees PD - Police Department DH - Department Head FIRE - Fire Department MM - Middle Manager PSMM - Police Sworn Mid Manager FM - Fire Management PS - Police Sergeant

SALARY STEPS

CITY OF YUBA CITY

SALARY SCHEDULE AND GENERAL COMPENSATION PLAN
EFFECTIVE JULY 1, 2023

5. 11-07-23 Salary Schedule FM

11 The City of Yuba City Confidential Resolution
Appendix “D” – Bilingual Classifications

Agenda Item 7

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Development Services Department
Presentation By: Doug Libby, Deputy Director of Development Services Summary
Subject: Newkom Ranch Development Agreement Amendment
Recommendation: Adopt an Uncodified Ordinance of the City Council of the City of Yuba City adopting the Restated Newkom Ranch Development Agreement for the Newkom Ranch Portion of the Bogue-Stewart Master Plan; Assessor's Parcels 55-240- 011, 55-240-013, 55-240-012, 55-240-015, 55-240-017, 55-240-016, 55-240- 018, 55-240-005; by title only and waive the second reading Fiscal Impact: Staff time with this action. Existing budgeted monies are paying for the staff time to process this item.

Purpose:

To adopt an uncodified ordinance of the City Council of the City of Yuba City approving the Restated Newkom Ranch Development Agreement within the Bogue-Stewart Master Plan area.

Council’s Strategic Goal:

This item meets the City Council’s strategic goal of business friendly.

Background:

On February 6, 2024, the City Council conducted a public hearing and introduced an uncodified ordinance of the City of Yuba City determining the environmental impacts, if any, resulting from the Restated Newkom Ranch Development Agreement were fully assessed in the EIR (SCH #2017012009) certified by the City Council on December 17, 2019, and that no additional environmental review is necessary to approve an unmodified ordinance a Restated Development Agreement by and between the City of Yuba City and Newkom Ranch LLC, Hust Brothers, Inc. and Cal Sierra LP.

On January 24, 2024, the Planning Commission conducted a public hearing, accepted public testimony, considered the proposed Restated Newkom Ranch Development Agreement and adopted Resolution 2024-03 recommending approval of amended agreement to the City Council by a 5-1 vote.

On October 17, 2023, the City Council unanimously authorized staff to initiate an amendment to the existing Newkom Ranch Development Agreement to establish terms that help move the construction of Bogue Road forward in partnership with Newkom Ranch for mutual benefit.

The Bogue-Stewart Master Plan guides the orderly development of 741.5 acres located along the southern edge of Yuba City and provides for a mix of residential and commercial uses, parks and recreational sites, and public facilities. Work to finalize the BSMP began in 2015, where substantial acreage was annexed into the City limits in 2021.

On November 13, 2019, the Planning Commission unanimously recommended approval to the City Council of the BSMP and this included the following entitlement applications (General Plan Amendment 14-05, Specific Plan Amendment 16-05, Pre-annexation Zoning 14-04) together with an Environmental Impact Report (EIR). Additionally, the Planning Commission contingently approved the Newkom Ranch and Kells East Ranch subdivisions within the BSMP area and recommended approval of Development Agreements for each subdivision. The Newkom Ranch subdivisions included a large lot subdivision map (TSM 14-06) creating 12 lots ranging in size from 3.61 to 21.48 acres and a small-lot subdivision map (TSM 14-07) dividing nine large lots into 423 single-family residential lots. The Newkom Ranch area is reflected in Attachment 2.

On December 17, 2019, and January 21, 2020, the City Council certified the Environmental Impact Report (SCH#2017012009) and approved the BSMP project (General Plan Amendment 14-05, Specific Plan Amendment 16-05, Pre-annexation Zoning 14-04) together with two Development Agreements associated with the Newkom Ranch and Kells East Ranch subdivisions.

A lead developer in the Master Plan area, Newkom Ranch LLC, has been coordinating to bring residential and commercial development to an approximate 161-acre area east of State Route (SR) 99, south of Bogue Road. The City approved Development Agreement 19-01 for the Newkom Ranch Subdivisions on January 21, 2020.

Based on the configuration of the BSMP and the location of existing infrastructure, the initial development phase, Newkom Ranch, will require construction improvements to Bogue Road from SR 99 to Railroad Avenue. A portion of these improvement costs along Bogue Road are City impact fee eligible. Concurrently, the City programmed American Rescue Plan Act of 2021 (ARPA) funds to aid the construction of the Bogue Road Sewer Extension project, included in this segment of Bogue Road, to help extend a critical segment of the proposed trunk line sewer main to the west, to also aid future development by providing capacity for the west and northern portions of the City.

Analysis:

Historically, the City has required developers to build as they go and enter reimbursement agreements for fee-eligible items. This historical process has had negative consequences at times, where roads are improved in an incremental fashion or development stalls because of the risk of unknown reimbursement timelines for the developer. In addition, the current condition of this portion of Bogue Road is in poor shape, and regardless of the status of the BSMP, maintenance work is necessary.

The staff recognizes that in addition to City maintenance needs, some of the infrastructure required for Bogue Road is for future capacity, aligned with the full build out of the City, thus a substantial portion of the costs are eligible for City reimbursement. Also, as mentioned previously, the current condition of Bogue Road needs maintenance work. If the Newkom Ranch developer is required to address the existing deficiencies as well as construct the buildout of the road, it will place the development in a negative financial position due to the cost of these improvements. The full buildout of this development will not recover enough impact fee dollars to offset the initial Bogue Road costs.

Staff analyzed funding and development impacts associated with the request. Through review, there are many potential benefits to the City and residents that may occur should the City consider modifying the existing Development Agreement and help upfront the City’s obligations associated with the

infrastructure:

1. Construction of a consistent – fully built out / improved roadway segment

2. Avoiding conflicts and redundant costs associated with sewer line construction

3. Backbone infrastructure is put in place for commercial and residential properties within BSMP, as well as existing properties located north of Bogue Road

4. Revenue to the City through property and sales tax

5. Needed housing for the community

6. Needed commercial for the area (i.e. potential grocery store) A Development Agreement provides the opportunity to establish specific terms and conditions associated with funding, developer obligations, and timelines. Through an amendment, staff anticipates clarifying costs and scope related to SR 99 improvements to access Bogue Road, future commercial sites, and also looking to streamline development processes for commercial Tentative Parcel Maps and Development Plan approval with the high level of review and design that has been provided in the BSMP.

Most of the proposed Development Agreement revisions occur in Sections 4 (Developer Obligations) and 5 (City Obligations) and pertain to the responsibility of each party to design and install various infrastructure improvements.

In proposed Sections 5.5 – 5.7, it is proposed the City will conduct ministerial (staff-level review and approvals) for Tentative Parcel Maps for commercial and office park designated areas, and Development Plans for Medium-High density residential uses, and commercial and office park designated areas.

This proposal aligns with current requirements for Development Plans within the Central City Specific Plan area. All Development Plans are approved ministerially (staff-level) that are consistent with the Master Plan and Zoning Code requirements.

Environmental Considerations:

An EIR was certified for the BSMP (SCH #2017012009) by the City Council on December 17, 2019.

The Newkom Ranch area within the BSMP contained project-specific environmental analysis so no further environmental review is required for subsequent approvals that are proposed consistent with the certified EIR and there are no occurrences of any of the circumstances described in Public Resources Code (PRC) Section 21166.

The proposed amendments to the adopted Newkom Ranch Development Agreement do not propose physical changes to the environment that were not previously analyzed by the certified EIR.

Development resulting from the provisions contained within the Development Agreement amendment will only occur within the Newkom Ranch portion of the BSMP, and development, including needed infrastructure, will be consistent with the existing adopted BSMP and adopted Zoning Code standards.

All applicable mitigation measures adopted as part of the certified EIR will be implemented on development proposed. As a result, no additional environmental review is required for this Development Agreement amendment.

Fiscal Impact:

Staff time with this action. Existing budgeted monies are paying for the staff time to process this item.

The request from Newkom Ranch, LLC is for the City to help front Bogue Road and SR-99 improvements, where the City would contribute to building first and wait for development to occur with reimbursement. The road costs are estimated at approximately $9M, including maintenance needs.

Sewer line improvements are estimated at a cost of $3-4M. The City has previously programmed $2M of ARPA funds for the sewer extension work.

An alternative option to utilizing cash to fund the improvements is to finance the project through bonds.

If Council is interested in this option, staff will work with municipal financial advisors to determine the options.

Through the process of establishing an amended Development Agreement, costs, funding options, (such as bonding), and timelines for development reimbursement to initiate will be further analyzed and provided to Council for future consideration.

Recommendations:

Adopt an Uncodified Ordinance of the City Council of the City of Yuba City adopting the Restated Newkom Ranch Development Agreement for the Newkom Ranch Portion of the Bogue-Stewart Master Plan; Assessor's Parcels 55-240- 011, 55-240-013, 55-240-012, 55-240-015, 55-240-017, 55-240-016, 55-240- 018, 55-240-005; by title only and waive the second reading Attachments:

1. City Council Uncodified Ordinance

2. Bogue Stewart Master Plan Land Use Map

3. Map of Newkom Ranch Area
Prepared By: Submitted By:

Doug Libby, AICP
Deputy Development Services Director
Diana Langley
City Manager

ATTACHMENT 1

ORDINANCE NO. ________

AN UNCODIFIED ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

YUBA CITY ADOPTING THE RESTATED DEVELOPMENT AGREEMENT FOR

THE NEWKOM RANCH PORTION OF THE BOGUE STEWART MASTER
PLAN AREA (ASSESSOR’S PARCELS 55-240-011, 55-240-013, 55-240-012, 55-240-015, 55-240-017, 55-240-016, 55-240-018, 55-240-005) WHEREAS, the City Council of the City of Yuba City approved the Bogue-Stewart Master Plan (BSMP) and related entitlements for the Newkom Ranch portion of the plan area on December 17, 2019 and January 21, 2020 that included the following development applications:
• General Plan Amendment 14-05
• Specific Plan Amendment 16-05
• Rezoning 14-04
• Tentative Subdivision Maps 14-06 and 14-07
• Environmental Assessment 14-14 (Certification of the EIR, SCH #2017012009) WHEREAS, approval of Tentative Subdivision Maps 14-06 and 14-07 included a Development Agreement by and between the City of Yuba City and Newkom Ranch LLC, that was recorded as Document Number 2020-0010615; and
WHEREAS, on October 17, 2023, the City Council of the City of Yuba City unanimously authorized City staff to initiate an amendment to the existing Newkom Ranch Development Agreement to establish terms to facilitate the installation of infrastructure needed to allow development to commence and to streamline approvals for the first phase of development; and WHEREAS, an Environmental Impact Report (EIR) was previously certified for the BSMP (SCH #2017012009) by the City Council on December 17, 2019. The Newkom Ranch area within the BSMP contained project-specific environmental analysis so that no further environmental review is required for subsequent approvals that are proposed consistent with the certified EIR and there are no occurrences of any of the circumstances described in Public Resources Code (PRC) Section 21166. The proposed amendments to the adopted Development Agreement do not propose physical changes to the environment that were not previously analyzed by the certified EIR. Development resulting from the provisions contained within the area covered by the Restated Development Agreement will only occur within the Newkom Ranch portion of the BSMP, and development, including needed infrastructure, will be consistent with the existing adopted BSMP and existing adopted Zoning Code standards. All applicable mitigation measures adopted as part of the certified EIR will be implemented on development proposed and no additional environmental review is required for this Development Agreement amendment.

WHEREAS, on January 24, 2024, the Planning Commission conducted a duly noticed public hearing on the proposed Development Agreement Amendment, at which time it received input from City Staff, the applicant; the public comment portion was opened, and public testimony and evidence, both written and oral, was considered by the Planning Commission, after which public testimony was closed; and
WHEREAS, by a 5-1 vote, the Planning Commission adopted a Resolution recommending approval of the Restated Newkom Ranch Development Agreement to the City Council; and

WHEREAS, Sections 65864-65869.5 of the California Government Code authorize the City to enter into development agreements and requires the planning agency of the City to find the proposed Development Agreement to be consistent with the policies and programs of the General Plan and any applicable specific plan, which the Planning Commission has done; and WHEREAS, Government Code Section 65865 authorizes the City to enter into development agreements with any person having a legal or equitable interest in real property, which interest Developer has in the affected property; and WHEREAS, pursuant to California Government Code Sections 65867 and 65090, the City published a legal notice of the public hearing regarding the proposed Restated Development Agreement to be held by the City Council on February 6, 2024. In addition, a public hearing notice was mailed to each property owner within at least 300 feet of the project site, indicating the date and time of the public hearing regarding the Development Agreement; and WHEREAS, the City Council considered the provisions of the Restated Newkom Ranch Development Agreement at a public hearing on February 6, 2024, and all interested parties were given an opportunity to be heard regarding the Agreement, and thereafter the City Council introduced this Ordinance; and
WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occurred, and the City Council desires to approve a Restated Development Agreement between the City of Yuba City and Newkom Ranch LLC, Hust Brothers, Inc., and Cal Sierra LP, by adoption of this Ordinance.

NOW, THEREFORE, the City Council of the City of Yuba City does ordain as follows:

1. Recitals: The City Council hereby finds that all of the facts set forth in the recitals above are true and correct and incorporated herein.

2. CEQA Finding. The City Council finds and determines that an Environmental Impact Report (EIR) was certified for the BSMP (SCH #2017012009) by the City Council on December 17, 2019. The Newkom Ranch area within the BSMP contained project-specific environmental analysis so that no further environmental review is required for subsequent approvals that are proposed consistent with the certified EIR. There are no occurrences of any of the circumstances described in Public Resources Code (PRC) Section 21166 and CEQA Guidelines, section 15162 that would require subsequent environmental analysis. The proposed amendments to the adopted Newkom Ranch development agreement do not propose physical changes to the environment that were not previously analyzed by the certified EIR. Development resulting from the provisions contained within the Restated Development Agreement will only occur within the Newkom Ranch portion of the BSMP, and development, including needed infrastructure, will be consistent with the existing adopted BSMP and existing adopted Zoning Code standards. All applicable mitigation measures adopted as part of the certified EIR will be implemented on development proposed and no additional environmental review is required for this Restated Development Agreement amendment.

3. Restated Development Agreement Findings. Pursuant to the Government Section Code 65864 through 65869.5 and in light of the record before it including the staff report and all attachments, and all evidence and testimony heard at the public hearing for this item, and in light of all evidence and testimony provided in connection with the entitlements for the

Sohal Ranch Subdivision, the Planning Commission recommends the City Council make the following findings pertaining to the Development Agreement. a. The proposed Development Agreement is consistent with the goals and policies of the General Plan, its purposes, and applicable Specific Plan(s).

Evidence: The proposed amendment to the Development Agreement clarifies the obligations between the City and developer(s) to facilitate the installation of infrastructure needed to serve the development and allow development to commences.

To facilitate development approvals, the Development Agreement provides for ministerial staff-level approvals of tentative parcel maps for commercial and office park designated areas, ministerial review of development plans for commercial and office park designated areas and finally, ministerial review of development plans on lands designated for Medium-High density residential that are consistent with the BSMP and existing adopted City development standards.
b. The Development Agreement is consistent with and furthers a number of goals and objectives identified in the City’s General Plan.

Evidence: The amendment to the Newkom Ranch Development Agreement requires development consistent with the adopted BSMP and existing adopted City development standards. Amendments proposed are designed to facilitate the installation of infrastructure needed to serve the development and to streamline firstphase development approvals. Due to development occurring consistent with the existing adopted BSMP, the proposed Development Agreement is consistent with and furthers the goals and objectives of the Yuba City General Plan. c. Water Supply Assessment.

Evidence: A Water Supply Assessment was adopted as part of the BSMP entitlement approvals. Development proposed by proposed amendment to the Newkom Ranch Development Agreement is consistent with the BSMP and the previous Water Supply Assessment prepared for the project.
d. The project has adequate flood protection.

Evidence: On August 16, 2022, the City Council of the City of Yuba City adopted Resolution No. 22-121, acting as the land use agency, accepting evidence in support of a finding of 200-year urban level of flood protection due to the facilities of the State Plan of Flood Control have been rehabilitated by the Sutter Buttes Flood Control Agency through the Feather River West Levee Project.

4. Approval of the Restated Development Agreement. Based on the information provided above, the City Council of Yuba City adopts this ordinance approving the Restated Development Agreement between the City of Yuba City and Newkom Ranch LLC, Hust Brothers, Inc., and Cal Sierra LP, a copy of which is attached hereto as Exhibit A. The Restated Development Agreement shall supersede and replace the original Development Agreement in its entirety.

5. Severability: If any section, subsection, sentence, clause, phrase, or portion of this ordinance is, for any reason, held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions thereof may be declared invalid or unconstitutional.

6. Effective Date: This ordinance shall be in full force and effect thirty (30) days after its passage. However, the Agreement shall not become operative until the affected property is annexed into the City within the time specified by the Agreement.

7. Certification: The City Clerk shall certify to the adoption of this ordinance, and shall cause the same to be posted and codified in the manner required by law.

Introduced and read at a regular meeting of the City Council of the City of Yuba City on the 6 th day of February 2024 and passed and adopted at a regular meeting held on the 20th day of February, 2024.

AYES:

NOES:

ABSENT:
___________________________
Shon Harris, Mayor
ATTEST:

Ciara Wakefield, City Clerk Administrator
APPROVED AS TO FORM:

Shannon Chaffin, City Attorney
Aleshire & Wynder, LLP

EXHIBIT “A”

NEWKOM RANCH RESTATED

DEVELOPMENT AGREEMENT

01248.0005/954016.7
Recording Requested by:

Development Services Department
City of Yuba City
1201 Civic Center Blvd.

Yuba City, CA

When Recorded Mail To:

City Clerk
City of Yuba City
1201 Civic Center Blvd.

Yuba City, CA 95993
DOCUMENT WILL BE RETURNED TO NAME &. ADDRESS IDENTIFIED ABOVE [Space Above for Recorder’s Use]

RESTATED DEVELOPMENT AGREEMENT
by and between

NEWKOM RANCH LLC
A California Limited Liability Company

HUST BROTHERS, INC
A California Corporation

CAL SIERRA LIMITED, LP
A California Limited Partnership
and

CITY OF YUBA CITY
A General Law City
(Newkom Ranch Development Agreement)

01248.0005/954016.7 1 | Page

RESTATED DEVELOPMENT AGREEMENT
by and between

NEWKOM RANCH LLC
A California Limited Liability Company

HUST BROTHERS, INC
A California Corporation

CAL SIERRA LIMITED, LP
A California Limited Partnership
and

CITY OF YUBA CITY,
A General Law City
(Restated Newkom Ranch Development Agreement)
THIS RESTATED DEVELOPMENT AGREEMENT dated _______________, 2024 (Effective Date), at Yuba City, California (hereinafter referred to as “Agreement” or “Development Agreement”), is entered into by and between Newkom Ranch, LLC, a California limited liability company, Hust Brothers, Inc., a California corporation, and Cal Sierra Limited LP, a California limited partnership (hereinafter referred to as “Newkom Ranch Landowners,” “Landowner” or “Developer”) and the City of Yuba City, a general law city, created and existing under the laws of the State of California (hereinafter referred to as “the City”), pursuant to the authority of Sections 65864-65869.5 of the Government Code of the State' of California.

RECITALS
A. State 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 Section 65864 et seq. of the Government Code (the “Development Agreement Statute”), which authorizes the City to enter into a binding property development agreement with any person having a legal or equitable interest in real property for the development associated with such property in order to establish certain development rights in the property which is the subject of the development project application.

B. City Procedure and Requirements. The City has implemented the provisions of Government Code Section 65864 et seq. and is authorized to enter into development agreements with persons having legal or equitable interests in real property located in the City.

C. Landowners. The Landowners are Newkom Ranch LLC, a California limited liability company organized under the laws of the State of California, Hust Brothers, Inc., a California corporation organized under the laws of the State of California, and Cal Sierra Limited LP, a California limited partnership organized under the laws of the State of California.

Landowners are sometimes referred to as “Developer” herein.

D. Property. The subject of this Agreement is the development of that certain property commonly known as Newkom Ranch, consisting of approximately 161.17 acres located

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in the County of Sutter, as described and depicted in Exhibit A, attached hereto and incorporated herein by reference (referred to as “the Property”). Landowners own the Property in fee and represents that all other persons holding legal or equitable interests in the Property shall be bound by this Agreement.

E. Bogue-Stewart Master Plan (“Master Plan” or “BSMP”). The Property is located within the area subject to the Bogue-Stewart Master Plan.

F. Project. The development of the Property is in accordance with the City’s General Plan, as amended, the Master Plan, and the Development Approvals shall be referred to herein as the “Project.”
G. The Environmental Impact Report. The City examined the environmental effects of this Agreement and the Development Approvals in the Environmental Impact Report (the “EIR”) (SCH No. 2017012009) prepared pursuant to the California Environmental Quality Act (“CEQA”). The City Council reviewed and certified the EIR as adequate and complete as part of the approval of the Development Approvals.

H. Purposes. The Landowner and City previously entered into a Development Agreement by and Between Newkom Ranch, LLC and the City of Yuba City, which was approved by those two parties and recorded with the County of Sutter on July 22, 2020, as document no. 2022-0010615 (“Original Development Agreement”). The parties now desire to enter into this Agreement, which encompasses the same property and shall supersede and replace the Original Development Agreement in its entirety. Further, it is the intent to add two additional parties to this Agreement consisting of Hust Brothers, Inc., and Cal Sierra Limited LP.

Finally, the Developer has requested the City construct certain infrastructure improvements that will benefit both this and other properties, which will allow Developer to more quickly start construction, and which the Developer and third parties shall reimburse the City based on their pro-rata share as set forth in this Agreement.

The Parties also desire to enter into an updated agreement for the purpose of continuing to implement the plan for subdividing and development of Newkom Ranch as set forth herein and in the Master Plan, and Development Approvals and for mitigating the environmental impacts of such development as identified in the EIR. The City has an expressed interest in ensuring the proper growth of the community by entering into development agreements as a method whereby a level of assurance can be achieved to meet that interest. The City has determined that the development of Newkom Ranch pursuant to the proposed Tentative Subdivision Maps Nos. 14-06 (large lot), 14-07 (small lots), as may be subsequently refined as identified in the “Development Approvals,” below, is a development for which a Development Agreement is appropriate. A Development Agreement will provide certain benefits to the City; will eliminate uncertainty in the City’s land use planning for and secure orderly development of the Property in accordance with the policies and goals set forth in the City’s General Plan and consistent with the BSMP. The Landowner has incurred and will incur substantial costs in order to comply with the conditions of approval and to assure development of the Property in accordance with this Agreement. In exchange for these benefits to the City and the public, the Landowner desires to receive assurance that the City shall grant permits and approvals required for the development of the Property in accordance with the Existing City Laws, subject to the terms and conditions contained in this Agreement. In order to effectuate these purposes, the Parties desire to enter into this Agreement.

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I. Entitlements Associated with the Project. In addition to this Agreement, the following entitlements and future entitlement applications are associated with the Project, including:
• General Plan Amendment 14-05 (previously approved).
• Specific Plan Amendment 16-05 (previously approved).
• Rezoning 14-04 (previously approved).
• Tentative Subdivision Maps 14-06 and 14-07 (previously approved), pending Substantial Conformance Tentative Subdivision Maps (“TSM”) 14-07 and 23-004 (Newkom Ranch South) (approvals may occur after adoption of the Development Agreement).
• Pending Tentative Parcel Maps 23-004 (South Pointe Marketplace) and 23-004 (South Pointe Office Park) (approvals may occur after adoption of the Development Agreement).
• Environmental Assessment 14-14 (Certification of the EIR) (previously approved).

The entitlements are collectively referred to as “Development Approvals.” J. Adequacy of CEQA Environmental Documentation. The Yuba City Council certified an Environmental Impact Report (“EIR”) for the Bogue-Stewart Master Plan (SCH #2017012009) on December 17, 2019, which also included a project level review of the Newkom Ranch Tentative Subdivision Maps (“TSM”) 14-06 (large lot), 14-07 (small lots). The proposed Substantial Conformance TSM 14-07, Newkom Ranch South TSM 23-004 (small lot), South Pointe Marketplace TPM 23-004, and South Pointe Office Park TPM 23-003 are included within the boundary of TSM 14-06 and 14-07. In January, 2014 Newkom Ranch LLC submitted an application to the City to develop a portion of the BSMP referred to as the Newkom Ranch Tentative Subdivision Maps. The original application included the Newkom Ranch properties, with some surrounding properties along Bogue Road. The original application request was for a large lot and small lot Tentative Map, General Plan Amendment, and Pre-annexation Zoning for those properties. An EIR and Technical Master Plan were then prepared for the expanded BSMP area, including the Project properties, which includes a project-level analysis of the Property.

Following consideration of the CEQA environmental documentation and after conducting a duly noticed public hearing, the City Council found that the provisions of this Agreement are consistent with and within the scope of the EIR and that adoption of this Agreement involves no new impacts not considered in the EIR. Specifically, the Development Agreement is consistent with, and does not result in any modification of the conclusions reached in, the environmental assessment of the EIR. Further, the EIR was recently certified. The City Council found that no subsequent review is required under CEQA Guidelines section 15162 as since that time no substantial changes have been proposed in the project which will require major revisions of the previously certified EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. Likewise, no substantial changes have occurred since that time with respect to the circumstances under which the project is undertaken which will require major revisions of the EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. There is also no new information, which was not known and could not have been known at the time of the EIR that the project will have significant effect not discussed in the EIR. As such, the City Council determined this Agreement has already been fully assessed in accordance with CEQA, no subsequent review is required under CEQA Guidelines Section 15162, and no further action or review is required under CEQA.

01248.0005/954016.7 4 | Page
K. Development Agreement Adoption. After conducting a duly noticed public hearing and making the requisite findings, the City Council by the adoption of an Ordinance approved this Agreement and authorized its execution. The City has determined that this Agreement furthers the public health, safety and general welfare, that the provisions of this Agreement are consistent with the goals and policies of the General Plan and is a community benefit. The City and Developer have determined that the project is a development for which this Agreement is appropriate. This Agreement will eliminate uncertainty regarding Development Approvals and certain subsequent development approvals, thereby encouraging planning for, investment in and commitment to use and develop the Property. Continued use and development of the Property is anticipated to, in turn, provide the following substantial benefits and contribute to the provision of needed infrastructure for area growth, thereby achieving the goals and purposes for which the Development Agreement laws were enacted, including (1) providing for the development of unused land; (2) providing increased tax revenues for the City; (3) providing for jobs and economic development in the City; and (4) providing for infrastructure improvements that can be utilized by regional users and future users.

L. Consistency with Yuba City General Plan and Bogue-Stewart Master Plan.

Development of the Property in accordance with this Agreement will provide for orderly growth and development in accordance with the policies set forth in the City General Plan, as amended, the Master Plan and the Development Approvals. Having duly examined and considered this Agreement and having held properly noticed public hearings hereon, the City Council finds and declares that this Agreement is consistent with the General Plan of the City, the Master Plan, and with the Development Approvals.

M. Landowner Payments for the Costs of Public Infrastructure, Facilities, and Services. Landowner agrees to pay the costs of such City of Yuba City public facilities and services as herein provided to mitigate impacts of the development of the Property, and City agrees to assure that Landowner may proceed and complete development of the Property, in accordance with the terms and conditions of this Agreement. City’s approval of development of the Property as provided herein is in reliance upon and in consideration of Landowner's agreement to make such payments toward the costs of public improvements and services as herein provided to mitigate the impacts of development of the Property.

N. Development Agreement Ordinance. City and Landowner have taken all actions mandated by and fulfilled all requirements set forth in the California Government Code Sections 65864 through 65869.5 regulating the use of development agreements.

O. Flood Hazard. The City has imposed conditions on the project that will protect the property to the urban level of flood protection in urban and urbanizing areas. Such conditions may also be implemented as conditions of tentative maps or other entitlements.

NOW THEREFORE, pursuant to the authority contained in Government Code Sections 65864-65869.5, and in consideration of the mutual covenants and promises contained herein, the adequacy and sufficiency of which is hereby acknowledged, the Landowner and the City, each individually referred to as a Party and collectively referred to as the Parties (“Parties”), agree as follows:

01248.0005/954016.7 5 | Page

AGREEMENT

1. General Provisions.

1.1 Incorporation of Recitals. The Preamble, the Recitals and all defined terms set forth in both, are hereby incorporated in this Agreement as if set forth herein in full. For the purposes of clarity, the Original Agreement is superseded and replaced by this Agreement in its entirety, and the Original Agreement shall be of no further force and effect.

1.2 Definitions. In addition to the defined terms in the Preamble and the Recitals, each reference in this Agreement to any of the following terms shall have the meaning set forth below for each such term. Certain other terms shall have the meaning set forth for such term in this Agreement.

1.2.1 Approvals. Any and all permits or approvals of any kind or character required under the City Laws in order to develop the Project, including, but not limited to, architectural review approvals, building permits, site clearance and demolition permits, grading permits and utility connection permits.

1.2.2 City Laws. The ordinances, resolutions, codes, rules, regulations and official policies of the City govern the permitted uses of land, density, design, improvements and construction standards and specifications applicable to the development of the Property. Specifically, but without limiting the generality of the foregoing, City Laws shall include the City’s General Plan, the BSMP, the Zoning Regulations of the City of Yuba City, and the Subdivision Regulations of the City of Yuba City.

1.2.3 Conditions. All conditions, exactions, fees or payments, dedication or reservation requirements, obligations for on or off-site improvements, services or other conditions of approval called for in connection with the development of or construction on the Property under the Existing City Laws, whether such conditions of approval constitute public improvements, or mitigation measures in connection with environmental review of any aspect of the Project.

1.2.4 Director. The City’s Director of the Development Services Department.

1.2.5 Existing City Laws. The City Laws in effect as of the Effective Date of the Original Development Agreement.

1.2.6 Laws. The laws and Constitution of the State of California, the laws and Constitution of the United States and any codes, statutes or executive mandates in any court decision, state or federal, thereunder.

1.2.7 Mortgagee. “Mortgagee” means: (a) the holder of the beneficial interest under a Mortgage; (b) the lessor under a sale and leaseback Mortgage; and (c) any successors, assigns and designees of the foregoing.

1.2.8 Party. A signatory to this Agreement: or a successor or assign of a signatory to this Agreement.

01248.0005/954016.7 6 | Page

1.2.9 Property. The Property is that property described and shown on Exhibit A. It is intended and determined that the provisions of this Agreement shall constitute covenants which shall run with the Property and the benefits and burdens hereof shall bind and inure to all successors-in-interest to the parties hereto.

2. Effective Date: Term.

2.1 Recordation. Not later than ten (10) days after the Effective Date, the Parties shall cause this Agreement to be recorded in the Official Records of the County of Sutter, State of California, as provided for in Government Code Section 65868.5. However, failure to record this Agreement within ten (10) days shall not affect its validity or enforceability by and between the Parties.

2.2 Term. Except as provided herein, the term of this Agreement is deemed to commence at the effective date of the Original Development Agreement (February 21, 2020), and shall terminate twenty (20) years thereafter (February 21, 2040); provided, however, that the initial term shall be automatically extended for an additional five (5) year term if the Parties have not completed their obligations pursuant to Section 4 (“Term”), for a total of twenty-five (25) years. If the Parties still have not completed their obligations pursuant to Section 4 by the end of the initial automatic extension period, either the City or the Landowner shall have the right to request up to two (2) additional five (5) year extensions [for a total of thirty-five (35) years] in order to complete any obligations under this Agreement. In order to consider the request for an extension timely, the extension must be requested by either the City or Landowner in writing delivered to the other party prior to the expiration date of the then current Term. Following the expiration of the Term, this Agreement shall be deemed terminated and be of no further force and effect; provided, however, said termination of the Agreement shall not affect any right or duty emanating from City Entitlements on the Property approved concurrently with or subsequent to the approval of this Agreement.

3. General Development of the Project.

3.1 Project: Vested Entitlements.

3.1.1 The City has adopted certain approvals in connection with the Property, including the adoption of the Master Plan, the tentative maps and the EIR Certification.

To the extent the provisions of this Agreement conflicts with the General Plan and Bogue-Stewart Master Plan, those plans shall take precedence.

3.1.2 Development of the Property shall be governed by this Agreement, and the Development Approvals. Other than the Phase 1 Backbone Improvements outlined in Section 4.2, this Agreement does not impose affirmative obligations on the Landowner to commence development of the Project, or any phase thereof, in advance of its decision to do so.

3.1.3 The permitted uses of the Property, the density and intensity of use, including, but not limited to, minimum landscape areas, maximum lot coverage, minimum and maximum number of parking spaces, and the allowable floor area ratios, and provisions for public improvements and all mitigation measures and conditions required or imposed in order to minimize or eliminate environmental impacts or any impacts of the Property applicable to development of the Property, are as set forth in ordinances, policies, and standards in effect as of the Effective Date of the Original

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Development Agreement and are hereby vested subject to the provisions of this Agreement (“Vested Entitlements”).

3.2 Project Phasing. Landowner and City acknowledge and agree that the Project is designed to be developed in phases. The Parties also acknowledge and agree that presently the Landowner cannot predict the timing of the Project phasing. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, that failure of the Parties therein to provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over the Parties’ agreement, it is the Parties’ intent to cure that deficiency by acknowledging and providing that the Landowner shall have the right to develop the building components of the Project in phases in accordance with the Development Approvals and at such times as the Landowner deems appropriate within the exercise of its subjective business judgment and the provisions of this Agreement. For clarification, this section’s clarification of Project phasing and acknowledgment that development of the same may occur as the Landowner deems appropriate is independent from, and does not affect, Landowner’s separate obligations to install Phase 1 Backbone Improvements as described by this Agreement, including mandatory timelines for the same.

3.3 Other Government Permits. The Landowner or City (whichever is appropriate) shall apply for such other permits and approvals from other governmental or quasigovernmental agencies having jurisdiction over the Project (such as public utility districts, Gilsizer County Drainage District, the U.S. Army Corps of Engineers, or CalTrans) as may be required for the development of, or provision of services to, the Project. The City shall promptly and diligently cooperate, at no cost or damage to the City, with the Landowner in its endeavors to obtain such permits and approvals and, from time-to-time at the request of the Landowner, and shall attempt with due diligence and in good faith to enter into binding agreements with any such entity in order to assume the availability of such permits and approvals of services. To the extent allowed by law, the Landowner shall be a party or third-party beneficiary to any such agreement and shall be entitled to enforce the rights of the Landowner or City thereunder or the duties and obligations of the parties thereto. The Landowner shall reimburse the City for all its expenses, including, but not limited to, legal fees and staff time incurred in entering into such agreements, in accordance with the terms and conditions of that certain Funding Agreement for Staff Costs and Consulting Contract entered into between the parties in 2016.

3.4 Additional Fees. Except as set forth in this Agreement, the City shall not impose any further or additional fees, taxes or assessments, whether through exercise of the police power, the taxing power, or any other means, other than those required by Existing City Laws and this Agreement, provided that:

3.4.1 Community Facilities District. Prior to the approval of any final map within the area covered by this Agreement, the Developer shall be required to enter into a Community Facilities District (“CFD”) or similar funding mechanism acceptable to the City for the purpose of funding on-going operational costs for police, fire, and other government services and for the on-going maintenance costs for road and park facilities.

Developer shall cooperate in the formation or annexation to the CFD or funding mechanism, and irrevocably consents herewith to the levy of such special taxes, establishment of funding mechanisms, or collection of other fees or charges, as are necessary to fund the operational and/or maintenance costs.

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3.4.2 The City may charge the Landowner the standard processing fees for land use approvals, building permits and other similar permits, which are in force and effect on a City-wide basis at the time application is submitted for those permits.

3.4.3 City shall have the authority to enact or increase development impact fees provided the fees are consistent with the fees applied to other properties in the City or area wide that is similarly situated.

3.4.4 If the City exercises its taxing power in a manner which will not change any of the conditions applicable to the Project and so long as any taxes are uniformly applied on a City-wide or area-wide basis, as defined below, the Property may be so taxed, which tax shall be consistent with the taxation of other properties in the City or area wide that is similarly situated.

3.4.5 If state or federal laws are adopted which enable cities to impose fees on existing projects and if, consequently, the City adopts enabling legislation and imposes fees on existing projects on a City-wide basis, these fees may be imposed on the Project, which fees shall be consistent with the fees imposed on other properties in the City similarly situated.

3.4.6 Landowner shall pay the following fees:
i. City-wide development impact fees, which may include but not be limited to:
• Parks and Recreation
• Community Civic Center
• Fire Protection
• Library Services
• Police Protection
• Roadways/Traffic
• Flood Protection/Levee Improvements
• City Corporation Yard
• Drainage
• Administration Component
• Connection and Trunk Line Fees (Water and Sewer)
• Applicable County Development Impact fees
ii. A Park and Recreation Development Impact Fee to cover development of neighborhood parks per Section 4.2.5 of this Agreement. iii. Any fees that Developer is obligated to directly pay to any Federal, State, County or local agency (other than any City Agency) under applicable Federal, State, County or local law.
iv. Any fees the City is legally required to collect for other State or Federal agencies pursuant to State or Federal law or any City agreement or City ordinance that the City is legally mandated or required to adopt or enter into to comply with State or Federal law or a judgment of a court of law, but only to the extent necessary to satisfy such compliance.

01248.0005/954016.7 9 | Page
v. Fees shall be paid at the then-applicable rate in effect at the time building permits are obtained. Certain City fees may be deferred to prior to issuance of a certificate of occupancy if otherwise allowed by City ordinance, regulation, or policy.
vi. The parties also acknowledge that the City is currently assessing a publicly administered fee program for the Bogue-Stewart Master Plan area. If adopted, this program may impose fee(s) applicable to the entire area including the Property. Landowner agrees to pay such fee(s) once adopted by the City.

Nothing in this Agreement shall preclude Landowner from objecting to or contesting the adoption of the fees in the same manner as any other member of the public.

3.4.7 For purposes of this Agreement, "area wide" shall cover not only the Property, but also at least all parcels zoned and/or developed in a manner similar to the Property and located in the combined area of the Master Plan. The Parties acknowledge that the provisions contained in this Section 3.4 are intended to implement the intent of the Parties that the Landowner has the right to develop the Project pursuant to specified and known criteria and rules, and that the City receives the benefits which will be conferred as a result of such development without abridging the right of the City to act in accordance with its powers, duties and obligations.

3.5 Applicable Laws and Standards. Notwithstanding any change in any Existing City Law, including but not limited to, any change by means of ordinance, resolution, initiative, referendum, policy or moratorium, and except as otherwise provided in this Agreement, the laws and policies applicable to the Property are set forth in Existing City Laws (regardless of future changes in these by the City), and this Agreement. The Project has vested rights to be built and occupied on the Property, provided that the City may apply and enforce the Uniform Building Code (including the Uniform Mechanical Code, Uniform Electrical Code and Uniform Plumbing Code) and Uniform Fire Code and all applicable hazardous materials regulations in effect at the time the Landowner applies for any particular building permits for any particular building or other development aspect of the Project.

3.6 Application of New Laws. Nothing herein shall prevent the City from applying to the Property new federal, state or City Laws that are not inconsistent or in conflict with the Existing City Laws or the intent, purposes or any of the terms, standards or conditions of this Agreement; and which do not alter the terms, impose any further or additional fees or impose any other conditions requiring additional traffic improvements requirements or additional off-site improvements that are inconsistent with this Agreement or the intent of this Agreement. Any action or proceeding of the City that has any of the following effects on the Project shall be considered to be in conflict with this Agreement and the existing City Laws, and shall not be applied by the City to the Project or this Agreement:

3.6.1 Limiting the uses permitted on the Property;

3.6.2 Limiting or reducing the density or intensity of uses, the maximum height, the allowable floor area ratios, the required number of parking spaces, increasing the amount of required landscaping or reservations and dedications of land for public purposes;

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3.6.3 Limiting the timing or phasing of the Project in any manner that is inconsistent with or more restrictive than the provisions of this Agreement;

3.6.4 Limiting the location of building sites, grading or other improvement on the Property in a manner that is inconsistent with or more restrictive than the limitations included in this Agreement; or

3.6.5 Applying to the Project or the Property any law, regulation, or rule restricting or affecting a use or activity otherwise allowed by this Agreement.

3.7 Moratorium, Quotas, Restrictions, or Other Limitations. Without limiting the City’s standard application processing procedures, no moratorium or other limitation affecting building permits or other land use entitlements, or the rate, timing or sequencing thereof shall apply to the Project.

3.8 Easements: Improvements. The City shall cooperate with the Landowner in connection with any arrangements for abandoning existing utility or other easements and facilities and the relocation thereof or creation of any new easements within the Property necessary or appropriate in connection with the development of the Project.

3.9 Farming Rights. The City shall acknowledge that the Landowner shall have the right to continue to farm the lands non-developed portion of the Property.

4. Developer Obligations

4.1 Public Improvements: Developer shall be responsible for constructing and financing the public infrastructure improvements necessary to serve the Project and as provided in this Agreement and the Development Approvals including the BSMP Public Facilities Financing Plan. Developer agrees to dedicate, construct or acquire the improvements or facilities and to perform the obligations set forth in this Section 4 at Developer’s expense, subject only to those reimbursements and credits as specified in this Agreement. Public infrastructure improvements shall be designed and constructed in accordance with the improvement plans approved by City for such improvements, and in accordance with the requirements and regulations pursuant to California State law.

4.2 Developer Obligations. Developer shall be obligated to construct and finance the public infrastructure improvements as called out in the BSMP Public Facilities Finance Plan and as provided below and in the approved TSMs, in accordance with the BSMP and consistent with the City’s infrastructure Master Plans. For public infrastructure improvements not identified as Phase 1 Backbone Improvements Developer shall be required to post appropriate financial security with City prior to recordation of Final Maps, consistent with Project conditions of approval and as called out in the Public Facilities Financing Plan. For Phase 1 Backbone Improvements, Developer shall be required to post security as required by Section 4.2.6. The Developer may be entitled to fee credits as provided in Section 6.1. The improvements identified in the subsequent subsections are the “Phase 1 Backbone Improvements.”

4.2.1 Roads. Roads shall be constructed per the approved phased infrastructure improvement matrix per the tentative map conditions of approval, Master Plan and as provided in the approved tentative maps or other discretionary City permits.

On-site improvements shall be as per project approvals and approved improvement

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plans. The Developer agrees to construct the Phase 1 Backbone Improvements as follows:
i. Phillips Road Improvements: Developer agrees to design and construct the Phillips Road Improvements from Bogue Road to Newkom Ranch Drive including wet and dry utilities.
ii. Design: Developer agrees commence design and permitting of Phase 1 Backbone Improvements outlined in Section 4.2.1.i. within sixty (60) days of the approval of the Restated Development Agreement. iii. Improvement Plan Approval and Permitting: Developer agrees to use all reasonable efforts to work diligently to obtain all required permits and approvals for the Phase 1 Backbone Improvements, outlined under Developer Obligation in Section 4.2.1.i., within twelve (12) months of the approval of the Restated Development Agreement.
iv. Commencement of Construction: Developer agrees to
commence construction of Phase 1 Backbone Improvements within ninety (90) days of obtaining required permits and approval of Phase 1 Backbone Improvements plans, outlined under Developer Obligation in Section 4.2.1.i., unless the ninety (90) day window extends past October 1 in which case, construction would start no later than April 15 of the following year. The intent is not to force commencement of construction during the winter months. The Developer shall not be obligated to commence construction if the City is unable to commence construction for Phase 1 Backbone Infrastructure outlined in Section 5.
v. Substantial Completion of Phase 1 Backbone Improvements:

Developer agrees to diligently work to complete construction of the Phase 1 Backbone Infrastructure Improvements, outlined under Developer Obligation in Section 4.2.1.i., within eighteen (18) months of commencing construction.

4.2.2 Storm Drainage. Developer shall provide necessary on-site and off-site improvements for storm drainage consistent with Project conditions of approval and as required by the City and the Gilsizer County Drainage District. Improvements shall be constructed for the approved phased infrastructure improvement matrix per the tentative map conditions of approval, Master Plan, and as provided in the approved tentative maps or other discretionary City permits. The Developer agrees to construct the backbone infrastructure listed below as part of the first phase of development. i. Detention Pond Improvements: Developer agrees to design and construct Detention Pond Improvements to handle the area within Newkom Ranch north of Newkom Ranch Drive. These will be Phase 1 Backbone Improvements. The Detention Pond will be modified and enlarged in future phases to handle the drainage area outlined in the BSMP Drainage Plan. ii. Storm Drain Truck Line Improvements: Developer agrees to design and construct storm drain trunk line improvement from Newkom Ranch Drive to Detention Pond.

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iii. Detention Pond Outfall Improvements: Developer agrees to design and construct outfall from the Detention Pond to Gilsizer Slough. The work includes the State Route 99 bore and jack, and permitting. Developer shall obtain at its own cost any needed easements from third parties for improvements to connect the outfall from the Detention Pond to Gilsizer Slough, and ensure the irrevocable offer of dedication of the same to the City as part of the dedication of the Phase 1 Backbone Improvements to the City.
iv. Design: Developer agrees commence design and permitting of Phase 1 Backbone Improvements outlined in Section 4.2.2.i. through 4.2.2.iii. within sixty (60) days of the approval of the Restated Development Agreement. v. Improvement Plan Approval and Permitting. Developer agrees to use all reasonable efforts to work diligently to obtain all required permits and approvals for the Phase 1 Backbone Improvements, outlined under Developer Obligation in Section 4.2.2.i. through 4.2.2.iii., within twelve (12) months of the approval of the Restated Development Agreement.
vi. Commencement of Construction. Developer agrees to
commence construction of Phase 1 Backbone Improvements within ninety (90) days of obtaining required permits and approval of Phase 1 Backbone Improvements plans, outlined under Developer Obligation in Section 4.2.2.i. through 4.2.2.iii, unless the ninety (90) day window extends past October 1 in which case, construction would start no later than April 15 of the following year.

The intent is not to force commencement of construction during the winter months. The Developer shall not be obligated to commence construction if the City is unable to commence construction for Phase 1 Backbone Infrastructure outlined in Section 5.
vii. Substantial Completion of Phase 1 Backbone Improvements:

Developer agrees to diligently work to complete construction of the Phase 1 Backbone Improvements, outlined under Developer Obligation in Section 4.2.2.i. through 4.2.2.iii., within eighteen (18) months of City commencing Bogue Road construction improvements that are identified as City obligations.

4.2.3 Sewer. Developer shall construct onsite sewer lines consistent with the Master Plan and conditions of approval of the tentative maps and other discretionary City permits. Improvements shall be constructed for the approved phased infrastructure improvement matrix per the tentative map conditions of approval, Master Plan, and as provided in the approved tentative maps or other discretionary City permits.

4.2.4 Water. Developer shall construct water line improvements consistent with the Master Plan and conditions of approval of the tentative maps and other discretionary City permits. Developer shall also be responsible for all on-site water line improvements. Improvements shall be constructed for the approved phased infrastructure improvement matrix per the tentative map conditions of approval, Master Plan, and as provided in the approved tentative maps or other discretionary City permits.

4.2.5 Park and Open Space Improvements and Dedications. Developer shall irrevocably offer for dedication to the City all park land and open space within Newkom Ranch during each phase of development as provided for in the Master Plan,

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and per the approved phased infrastructure improvement matrix, required per the tentative map conditions of approval, prior to the recordation of the final map for each small lot within the Newkom Ranch property, and as prescribed per the Master Plan.

Developer shall pay to City a supplement to the Park and Recreation Development Impact Fee to cover development of neighborhood parks in the amount of $3,200 per single-family residential unit and $2,300 per multifamily unit, prior to issuance of a certificate of occupancy for each lot developed. Said fee shall be considered in addition to the City’s existing Park and Recreation development impact fee specified in Section 3.4.7 of this Agreement. This fee is subject to inflation utilizing the Engineering News and Record Construction Index beginning February 21, 2020. This fee shall become inoperative should the City adopt a comprehensive Park and Recreation Development Impact fee update where neighborhood parks are incorporated into the City’s fee program. Instead, the Project shall then be required to pay the comprehensive Park and Recreation Development Impact fee. Neighborhood Park Supplement Development Impact Fees acquired or earned prior to a comprehensive Park and Recreation Development Impact fee will remain to be considered Park and Recreation fee credits or reimbursements.

Prior to the application of the 117th single family residential building permit in total, in either properties described as Large Lot Parcel 1 or Large Lot Parcel 2 of the Newkom Ranch Tentative Subdivision Map, the Developer shall construct and dedicate the Neighborhood Park designated as Parcel A, in total (1.0 gross acres +/- or 0.8 net acres+/-), as designated on the tentative subdivision map(s). The construction improvement scope of the park is to include the:

Grading of the park area to drain, at a minimum cross slope of 1% to a maximum of 2%, or as approved by the Public Works Department.

Installation of an acceptable grass throughout the designated area with an approved irrigation system tied to the City’s water distribution system.

No further building permits for single-family residential buildings shall be issued after the 117th building permit until the park is complete.

4.2.6 Security. For public infrastructure improvements not identified as Phase 1 Backbone Improvements, Developer shall be required to post appropriate financial security with City prior to recordation of Final Maps, consistent with Project conditions of approval and as called out in the Public Facilities Financing Plan. For Phase 1 Backbone Improvements, which are occurring on private property and will be subsequently dedicated to the City, Developer shall furnish to City the following improvement securities set forth below no less than 14 (fourteen) days prior to City Council award of construction for any City obligation improvements. Improvement security for Phase 1 Backbone Improvements shall be of the type as provided for in Government Code §66499, subject to review by the City Attorney and approval of the City Engineer, except that a letter of credit may not be used. Bonds shall be by one or more duly authorized corporate sureties licensed to do business in California subject to the approval of City and on forms furnished or approved by City and Certificates of Deposit must be in a form acceptable to the City Attorney.

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i. Performance Security. The total amount shall equal 100% of the final total budgeted cost estimate, for developer obligations, less any work previously completed as, estimate set forth in Exhibit B, to be conditioned upon the faithful performance of this Agreement. Performance Security shall be in the amount identified in Exhibit B and in the form of a bond naming the City of Yuba City as obligee, or a certificate of deposit made payable only to the City of Yuba City, or cash. In the alternative, Developer may provide a security interest in real property acceptable to the City Attorney and City Engineer, For the purposes of a security interest, the enacting ordinance for this Agreement, in conjunction the terms of this Agreement, is deemed to satisfy the prerequisites of Government Code §66499(a)(5). The Developer shall provide performance security for only item listed as Developer’s obligation.
ii. Payment Security. The total amount shall equal 100% of the final total budgeted cost estimate, for developer obligations, less any work previously completed, except if such securities is in the form of a cash deposit or deposit or instrument of credit, the amount shall be equal to 50% of the total estimated cost of the improvements, as approved by the City Engineer, to secure payment to all contractors and subcontractors performing work on said improvements and all persons furnishing labor, materials or equipment to them for said improvements. Payment Security shall be in the amount of as identified in Exhibit B and in the form of a bond naming the City of Yuba City as obligee, or in the form of a certificate of deposit made payable only to the City of Yuba City, or cash. In the alternative, Developer may provide a security interest in real property acceptable to the City Attorney and City Engineer. For the purposes of a security interest, the enacting ordinance for this Agreement, in conjunction the terms of this Agreement, is deemed to satisfy the prerequisites of Government Code §66499(a)(5). The Developer shall provide payment security for only item listed as their obligation.

4.2.7 Damage Prior to Final Acceptance of Dedication – Phase 1 Backbone Improvements. Any damage to the work or improvements occurring after installation of the Phase 1 Backbone Improvements shall be made good to the satisfaction of the City Engineer by Developer before any securities are released or the final acceptance of the completed work.

4.2.8 Dedication of Phase 1 Backbone Improvements. Concurrent with acceptance, Developer shall irrevocably offer for dedication all improvements and associated right of way to the City for the Phase 1 Backbone Improvements at no cost to the City. The Developer will be entitled so all fee credits for dedication of right of way in accordance with City fee programs.

4.2.9 Remedy of Defects – Phase 1 Backbone Improvements. Developer shall remedy any defective work, labor or materials related to the Phase 1 Backbone Improvements, and shall pay City for any damage to the Improvements resulting therefrom, which occur within a period of one (1) year from the date of acceptance of the Phase 1 Backbone Improvements by City.

4.2.10 Warranty Security. To ensure Developer complies with its obligations set forth in this Agreement regarding Phase 1 Backbone Improvements, on acceptance of the improvements by the City Engineer a maintenance bond serving as warranty

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security shall be furnished to the City in the minimum amount of identified in Exhibit B, which represents ten (10) percent of the Performance Security amount. The warranty security shall serve as a guarantee and warranty of the work for a period of one (1) year following acceptance against any defective work, labor or materials. The warranty security shall be released, less any amount required to be used for fulfillment of the warranty, one (1) year after final acceptance of the Phase 1 Backbone Improvements by the City.

4.2.11 Other Requirements for Phase 1 Backbone Improvements.

Developer shall comply with the following for all Phase 1 Backbone Improvements:
i. Mitigation. Developer shall comply with all applicable mitigation measures adopted with the certified EIR.
ii. Payment for Materials and Supplies. Developer and Developer’s subcontractors shall pay for any materials, provisions, and other supplies used in, upon, for, or about the performance of the Improvements contracted to be done, and for any work or labor thereon of any kind, and for amounts due under the Unemployment Insurance Act of the State of California, with respect to such work or labor and shall file with City pursuant to Section 3800 of the California Labor Code, as may be amended, a Certificate of Workers Compensation and shall maintain a valid policy of Workers Compensation Insurance for the duration of the period of construction
iii. Plans and Specifications. Developer shall ensure that all construction for Phase 1 Backbone Improvements comply with the plans and specifications approved by the City Engineer.
iv. Work by Developer. It shall be the responsibility of Developer to coordinate all work done by Developer’s contractors and subcontractors, such as scheduling the sequence of operations and the determination of liability if one operation delays another. In no case shall representatives of City be placed in the position of making decisions that are the responsibility of Developer. It shall further be the responsibility of Developer to give the City Engineer written notice not less than two (2) working days in advance of the actual date on which work is to be started. Failure on the part of Developer to notify the City Engineer may cause delay for which Developer shall be solely responsible. v. Inspections. Whenever Developer varies the period during which work is carried on each day, Developer shall give due notice to the City Engineer so that proper inspection may be provided. If Developer fails to duly notify City as herein required, any work done in the absence of the City Engineer will be subject to rejection. Inspection of the Improvements by City shall not relieve Developer of any obligation to fulfill the Agreement as prescribed. Defective work shall be made good, and unsuitable materials may be rejected, notwithstanding the fact that such defective work and unsuitable materials have been previously overlooked by the City Engineer or City Inspector and accepted. vi. Street Surfacing and Underground Facilities. Concrete curbs and gutters, the sanitary sewer system and house connections, together with water mains, gas mains, and their respective service connections, and all other

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facilities required to be installed underground shall be completed in the streets and alleys before installation of street and alley surfacing.

4.3 Reimbursement by Developer to Third Parties. In the event that facilities, including, but not limited to, roadway, sewer, water, drainage, and parks are constructed by third parties which benefit Developer, Developer agrees that it will pay to City for reimbursement to the third parties, Developer’s pro-rata share, as reasonably determined by the City, of the cost of construction prior to the issuance of the first building permit in the Project. Third party reimbursement will include, in addition to construction costs, those costs associated with planning, design and permitting as set forth in Section 4.1 of this Agreement. For the purposes of this section, the City shall be considered a “third party” for any facility improvements which the City installed under this Agreement, and the Developer shall reimburse the Developers’ prorata share to the City for the same in the amount reasonably determined by the City.

4.4 Covenants, Conditions and Restrictions; Enforcement by City. Upon the recordation of each final subdivision map or other development project, Developer shall record against such portion of the Property a master set of covenants, conditions and restrictions (“CC&R’s”) to require the development and use of the property to be consistent with the Project Entitlement development plan or other appropriate City designation and applicable design guidelines for the Project. The CC&R’s shall include the covenants that all structures and landscaping within the Project are to be built, installed and maintained in accordance with the Master Plan and subject to an obligation to obtain design approval from the City prior to any construction or modification of such improvements. The CC&R’s shall provide that the City shall be a third-party beneficiary thereof and may not be amended without the City’s consent. As a third-party beneficiary, the City shall have the right, but no obligation, to review and/or enforce any covenant under the CC&R’s and the City shall not be obligated hereby to respond to any demands or complaints thereunder or otherwise take any action with respect thereto. The CC&R’s shall give the City the same rights as any other owner of record and enforce liens to recover the costs of such enforcement, which may include costs to perform maintenance obligations, remove trash or debris, tow any unlawfully parked vehicles, or other such violations, all at the cost of any defaulting party. The form of such CC&R’s shall be subject to the review and approval by the City Attorney, which shall not be unreasonably withheld, prior to recordation thereof and prior to any amendment thereof that may affect the City’s enforcement rights thereunder. City acknowledges that Developer shall not be obligated by the foregoing to form a homeowner’s association.

4.5 Reimbursement for City Costs. Developer shall reimburse City for all of City’s costs incurred in the drafting, negotiating, development, and implementation of this Agreement, including, but not limited to, the annual review pursuant to Section 7.1 in accordance with the terms and conditions of the Funding Agreement for Staff Costs and Consulting Contract entered into between the parties in 2016. Said costs shall include, but not be limited to, the full cost recovery of all City’s staff time and City’s attorney fees. This Agreement shall not take effect until the City costs, as provided for in this section, owed by Developer to City are paid to the City. Further, the Developer shall reimburse the City for costs of the design of stub out connections and similar utility connections, constructed as part of the City’s obligations in Section 5, that accommodate subsequent connection by Developer.

4.6 Building and Site Design. Developer shall comply with the design intent of the Design Guidelines contained in the Bogue-Stewart Master Plan or in the City-wide adopted Design Guidelines, whichever is more restrictive as may be reasonably determined by the Development Services Director.

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4.7 Permits and Work in the Public Right of Way. Nothing in this Agreement relieves the Developer from obligations to acquire an encroachment permit, or any other permit, required for work in the public right of way. If the City’s contractor is also performing work in the right of way, the City’s contractor shall have precedence over Developer’s contractor to perform the work.

4.8 Staging Area. Upon request from the City, the Developer shall promptly provide a suitable staging area(s), at no cost to the City, for use by the City to construct infrastructure under Section 5.

5. City Obligations

5.1 Bogue Road: City agrees to design and construct the State Route 99 and Bogue Road Improvements from State Route 99 to just east of Railroad Avenue including wet and dry utilities. The Road will be constructed to the ultimate number of lanes required for traffic mitigation as indicated in the Master Plan Traffic Study with the development of commercial zone property in Large Lot 11 per the tentative subdivision map. The work will also include sewer, water, storm, a signal at Phillips Road, and a signal at Railroad Avenue. City will use AB 1600, Gas Tax, and other funds to perform these improvements that provide a regional benefit.

5.2 State Route 99 Improvements: City agrees to design and construct the improvements in State Route 99 outlined in the Bogue Stewart Master Plan Traffic Study. The work will include additional south bound left turn pocket and signal modifications. City will use AB 1600, Gas Tax, and other funds to perform these improvements that provide a regional benefit.

5.3 Regional Sewer Pump Station Improvements: City agrees to design and construct the Regional Sewer Pump Station. The Sewer Pump Station will be sized to provide a regional benefit in accordance with the City of Yuba City Sewer Master Plan. The service area will include the southern portion of the “Keyhole Area,” center portion of the Bogue Stewart Master Plan Area, and Newkom Ranch. The Sewer Pump Station will be sized to handle sewer flow from the western part of the Yuba City SOI and Lincoln East Area. The City will use sewer connection fees and grant funds to perform these improvements that provide a regional benefit.

5.4 Bogue Road Sewer Trunk Line Improvements: City agrees to design and construct the Sewer Pump Station and Sewer Trunk Line Improvements located on Bogue Road from State Route 99 to just east of Railroad Avenue. The Sewer Lift Station and trunk line improvements will be sized to provide a regional benefit in accordance with the City of Yuba City Sewer Master Plan. The City will use sewer connection fees and grant funds to perform these improvements that provide a regional benefit.

5.5 Tentative Parcel Map for Commercial and Office Park: City and Developer agree there will be a ministerial staff level review and approval of a tentative parcel map for the creation of parcels with the commercial and office park zoned areas of the Newkom Ranch portion of the Bogue-Stewart Master Plan. The Developer shall demonstrate the tentative parcel map is consistent with the Bogue-Stewart Master Plan, Yuba City General Plan and applicable Municipal Code provisions. Additionally, the tentative parcel map shall be consistent with the Bogue-Stewart Master Plan certified EIR and shall comply with all applicable mitigation measures adopted as part of the certified EIR. Further, the Developer shall comply with all applicable conditions adopted with the previously approved Newkom Ranch Tentative

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Subdivision Map. The staff level Development Review Committee (“DRC”) shall consist of at a minimum of the City’s Public Works, Development Services Director, and City Manager.

5.6 Development Plan Review for Commercial and Office Park: City and Developer agree there will be a ministerial DRC level Development Plan Review process for the Commercial and Office Park zoned areas within the Newkom Ranch portion of the BogueStewart Master Plan. The Developer shall demonstrate a development plan is consistent with the Bogue-Stewart Master Plan, Yuba City General Plan and applicable Municipal Code provisions. Additionally, a development plan shall be consistent with the certified EIR adopted and shall comply with all applicable mitigation measures adopted with the certified EIR. Further, the Developer shall comply with all applicable conditions adopted with the previously approved Newkom Ranch Tentative Subdivision Map and/or tentative parcel map discussed in Section

5.5. It is mutually understood the Bogue-Stewart Master Plan includes an appendix with extensive Development Standards and Guidelines which supplement the need for an additional public review process for the commercial or office park. The DRC shall review and approve the development plan in accordance with the Development Standards and Guidelines for compliance prior to issuances of a building permit and shall impose any necessary conditions to comply with the requirements of the Bogue-Stewart Master Plan, applicable mitigation measures or applicable Municipal Code requirements.

5.7 Development Plan Review for Medium-High Density Residential Development: City and Developer agree there will be a ministerial DRC level Development Plan Review process for development of the Medium-High Density Residentially zoned areas within the Newkom Ranch portion of the Bogue-Stewart Master Plan. The Developer shall demonstrate a development plan is consistent with the Bogue-Stewart Master Plan, Yuba City General Plan and applicable Municipal Code provisions. Additionally, a development plan shall be consistent with the certified EIR adopted as part of the Bogue-Stewart Master Plan and the Developer shall comply with all applicable mitigation measures adopted with the certified EIR.

Further, the Developer shall comply with all applicable conditions adopted with the previously approved Newkom Ranch Tentative Subdivision Map. It is mutually understood the BogueStewart Master Plan includes an appendix with extensive Development Standards and Guidelines which supplement the need for an additional public review process for development of the Medium-High Density Residential areas. The DRC shall review and approve a development plan in accordance with the Development Standards and Guidelines for compliance prior to issuances of a building permit and shall impose any necessary conditions to comply with the requirements of the Bogue Stewart Master Plan, applicable mitigation measures or applicable Municipal Code provisions.

5.8 Statewide Community Infrastructure Program Financing: City agrees to support the Developer’s use of Statewide Community Infrastructure Program (“SCIP”) on the development of the onsite project and Phase 1 Backbone Infrastructure listed as Developer obligation. The SCIP funds will be used to pay impact fees and finance public improvements through an acquisition agreement that qualify under the 1913/1915 Act via tax-exempt bond issuance proceeds.

5.9 Substantial Conformance Tentative Map. City agrees to review and process a substantial Conformance Tentative Map for the Newkom Ranch project.

5.10 Newkom Ranch South Tentative Map. City agrees to review and process a new tentative map for the Newkom Ranch Project south of Newkom Ranch Drive to increase the number of residential lots.

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5.11 Design: City agrees commence design and permitting of Phase 1 Backbone Improvements, outlined in Section 5.1. through 5.4., within sixty (60) days of the approval of the Restated Development Agreement by all Parties.

5.12 Improvement Plan Approval and Permitting. City agrees to use all reasonable efforts to work diligently to obtain all required permits and approvals for the Phase 1 Backbone Infrastructure improvements, outlined under City Obligation in Sections 5.1. through 5.4., within twelve (12) months of the approval of the Restated Development Agreement by all Parties.

5.13 Commencement of Construction. City agrees to commence construction of Phase 1 Backbone Infrastructure improvements within ninety (90) days of obtaining required permits and approval of Phase 1 Backbone Infrastructure improvements plans, outlined under City Obligation in Sections 5.1. through 5.4., unless the ninety (90) day window extends past October 1, in which case, construction would start no later than April 15 of the following year.

The intent is not to force commencement of construction during the winter months. The City shall not be obligated to commence construction if the Developer is unable to commence construction for Phase 1 Backbone Infrastructure outlined in Section 4.2.

5.14 Substantial Completion of Phase 1 Backbone Improvements: City agrees to diligently work to complete construction of the Phase 1 Backbone Infrastructure improvements, outlined under City Obligation Sections 5.1. through 5.4., within eighteen (18) months of commencing construction.

5.15 Limitations on City’s Obligations. Notwithstanding any other provision of this Agreement, the City’s obligations to construct any facility or improvement shall only occur if there is funding available as determined in the sole discretion of the City. Under no circumstances shall the City be required to use funding from the City’s general fund, or in contravention to any other law or funding source requirements. Furthermore, the City shall not have an obligation to construct until the Developer has demonstrated that actual development, including Phase 1 Backbone Improvements, is occurring or continues to be reasonably likely to occur, which may include evidence such as securing of Developer financing for phases of the Project, an agreement for construction services, securing and commencing work under building permits, etc. Indicia that the Developer is not anticipating construction to occur within the time periods required by this Agreement or is otherwise not be diligently pursued, include the Developer filing bankruptcy, the Developer failing to pay contractors, or the City availing itself of security (such as payment or performance security) to ensure work is completed, any of which shall relieve the City of any obligation to construct at the determination of the City. Said determination shall be made at the sole discretion of the City’s Public Works and Development Services Director and City Manager. The City Manager, and any Developer representative including a sole signatory hereto, are authorized to mutually defer any of the City’s construction obligations for up to twelve (12) months for any reason whatsoever. The intent of said deferral includes, but is not limited to, providing the Developer sufficient time to obtain and provide evidence of planned construction, resolve pending indicia that the Developer is not anticipating construction to commence or restart within a period of less than 10-months, etc.

6. Reimbursement and Fee Credits, Financing, and Right-of Way

6.1 Reimbursement to Developer for Oversizing.

6.1.1 Developer agrees the City may require Developer to construct certain onsite and off-site improvements in a manner that provides for oversize or excess capacity

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beyond that size or capacity needed to serve the project (collectively “Oversizing”) so that the constructed improvement will be available to serve other development or residences or facilities outside of the Property. The City shall not require any Oversizing from the Developer except in connection with project approvals or in Development Approvals, and in accordance with the provisions of the Subdivision Map Act. Developer may be entitled to a fee credit or reimbursement for Oversizing improvements per Section 6 of this Agreement.

6.1.2 In the event that City requires Developer to install a specific improvement (for example, a traffic signal), Developer’s obligation to pay the relevant development impact fees otherwise owed under this Agreement regarding the category of improvement the Developer is installing shall be satisfied by the installation of such improvement in the manner mutually agreed upon by the City and the Developer so long as the amount of the development impact fees for this category of improvement does not exceed the cost of such improvement. City shall accept Developer’s dedication of such improvements, consistent with the terms and conditions of this Agreement.

By entering into this Agreement, City and Developer agree that certain facilities, including, but not limited to, roadway, sewer, water, and drainage will be constructed by Developer pursuant to this Agreement which will benefit third-party landowners.

Developer shall be entitled to a fee credit for any such facilities to the extent they benefit third party landowners in an amount as reasonably determined by the City. If Developer’s fee credit for a particular facility exceeds the amount of the fee owed, then Developer shall be reimbursed for the amount the fee credit exceeds the fee owed by the benefited third-party landowners. Developer shall request the City enter into a Reimbursement Agreement, which shall specify the reimbursement calculations and amounts as determined by the City. The Reimbursement Agreement will require future development by third-party landowners benefiting from the Oversizing to reimburse Developer’s pro-rata share for a period of up to twenty (20) years from the installation of the oversizing or other qualifying improvements benefiting third-party landowners, provided that Developer shall have the right to extend the initial twenty (20) year period with five (5) year extension requests until such time that Developer has been reimbursed in full from the benefited third party Landowners. The extension request for each five (5) year extension must be received, by the City, in writing six months prior to the expiration of the Reimbursement Agreement. The City Council is authorized to enter into a Reimbursement Agreement on behalf of the City subject to approval as to legal form by the City Attorney.

6.1.3 Reimbursement Calculations. City will provide Developer with the available documentation showing the basis for the reimbursement amounts for improvements required pursuant to Section 4.1. The reimbursement obligations provided in this Agreement will be in amounts as reasonably determined by the City.

6.1.4 Reimbursement Personal to Constructing Owner. All rights to reimbursement created pursuant to Section 4.1 shall be personal to the owner installing the improvements and shall not run with the land unless such rights are expressly assigned in writing.

6.2 Reimbursement to Developer for Cost of Preparing Master Plan and Environmental Impact Report. City and Developer agree that preparation of the BogueStewart Master Plan and its accompanying draft and final Environmental Impact Report will

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benefit third-party landowners that are also located within the boundary of the Master Plan.

Developer shall be entitled to a fee credit for the cost of preparation of the Master Plan and EIR to the extent they benefit third-party landowners. Developer shall be reimbursed for the fair share amount owed by the benefited third-party based on the pro-rata share of the acreage to be developed. Reimbursement Agreements shall be established consistent with a City-adopted Capital Improvement Program. The pro–rata share of such up-front planning costs shall be calculated at the time of reimbursement, and shall be paid to Developer by City, and such payment will be funded by such benefited third-party landowners.

6.3 City’s Support of Public Financing for Project Improvements. Development of the Project requires the investment of significant capital to fund the Project’s necessary major infrastructure. Developer may, at its discretion, seek public financing mechanism for financing the construction, improvement or acquisition of major infrastructure. At the request of Developer, the City may consider the use of finance districts, special assessment districts, and other similar project-related public financing mechanisms to fund the Project’s necessary infrastructure.

6.4 Right-of-Way Acquisition. With respect to the acquisition of any off-site interest in real property required by Developer in order to fulfill any condition required by the Project or the Entitlements, Developer shall make a good faith effort to acquire the necessary interest by private negotiations at the fair market value of such interest. If, after such reasonable efforts, Developer has been unable to acquire such interest and provided that Developer (i) provides evidence of a good faith effort to acquire the necessary property interest to the reasonable satisfaction of City and (ii) agrees to pay the cost of such acquisition, including reasonable attorney’s fees, City shall make an offer to acquire the necessary property interest at its fair market value. If such offer has not been accepted within sixty (60) days, City agrees, to the extent permitted by law, to cooperate and assist Developer in efforts to obtain such necessary property interest. Any such acquisition by City shall be subject to City’s good faith discretion, which is expressly reserved by City, to make the necessary findings, including a finding thereby of public necessity, to acquire such interest. Subject to the reservation of such good faith discretion, the City shall schedule the necessary hearings, and if approved by City, thereafter prosecute to completion the proceedings and action to acquire the necessary property interests by power of eminent domain.

6.5 Developer shall fund all costs of the acquisition of such necessary property interests, including reasonable attorney’s fees and court costs in the event that such acquisition and/or condemnation is necessary.

7. Annual Review.

7.1 Good Faith Compliance. Developer shall annually provide documentation of good faith compliance with this agreement per Govt. Code Section 65865.1 to the City, and shall reimburse the City for any processing under this Section 7. The City may, at least every twelve (12) months, during the Term of this Agreement, conduct a public meeting to review the extent of good faith substantial compliance by Landowner with the terms of this Agreement at Landowner’s expense. Such periodic review shall be limited in scope to compliance with the terms of this Agreement pursuant to Government Code Section 65865.1. Notice of such annual review will be provided by the Development Services Director to Landowner thirty (30) days prior to the date of the public meeting by the Planning Commission and shall include the statement that any review may result in amendment or termination of this Agreement as provided herein. A finding by the City of good faith compliance by the Landowner with the terms

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of Agreement shall conclusively determine the issue up to and including the date of such review.

Nothing in this Section shall be deemed to create a duty of responsibility of City or Landowner or define an event of default that but for such concurrent review would not have been so created or defined.

7.2 Failure to Comply in Good Faith. If the City Council makes a finding that the Landowner has not complied in good faith with the terms and conditions of this Agreement, the City shall provide written notice to the Landowner describing: (i) such failure to comply with the terms and conditions of this Agreement (referenced to herein as a "Default"); (ii) the actions, if any, required by the Landowner to cure such Default; and (iii) the time period within which such Default must be cured. The Landowner shall have, at a minimum, thirty (30) business days after the date of such notice to cure such Default, or in the event that such Default cannot be cured within such thirty (30) day period but can be cured within one (1) year, the Landowner shall have commenced the actions necessary to cure such Default and shall be diligently proceeding to complete such actions necessary to cure such Default within thirty (30) days from the date of notice. If the Default cannot be cured within one (1) year, as determined by the City during periodic or special review, the City Council may modify or terminate this, Agreement as provided in Section 7.4 and Section 7.5.

7.3 Failure to Cure Default. If the Landowner fails to cure a Default within the time periods set forth above, the City Council may modify or terminate this Agreement as provided below.

7.4 Proceedings Upon Modification or Termination. If, upon a finding under Section 7.2 and the expiration of the cure period, the City determines to proceed with modification or termination of this Agreement, the City shall give written notice to the Landowner of its intention to do so. The notice shall be given at least fifteen (15) calendar days before the scheduled hearing and shall contain:

7.4.1 The time and place of the hearing;

7.4.2 A statement as to whether or not the City proposes to terminate or to modify the Agreement; and

7.4.3 Such other information as is reasonably necessary to inform the Landowner of the nature of the proceeding.

7.5 Hearings on Modification or Termination. At the time and place set for the hearing on modification or termination, the Landowner shall be given an opportunity to be heard, and the Landowner shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof on the issue shall be on the Landowner. If the City Council finds, based upon substantial evidence, that the Landowner has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the City.

8. Permitted Delays.

8.1 Extension of Times of Performance. In addition to specific provisions of this Agreement, performance by either Party under this Agreement shall not be deemed to be in default where delays or, defaults are due to war, insurrection, strikes, lockouts, walkouts,

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drought, riots, floods, earthquakes, fire, casualties, acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, restrictions imposed by governmental or quasigovernmental entities other than the City, unusually severe weather, acts of the other Party, acts or the failure to act of any public or government agency or entity other than the City, or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any such cause shall only be for the period of the enforced delay, which period shall commence to run from the time of the commencement of cause. If, however, notice by the Party claiming such extension of time is sent to the other Party more than thirty (30) days after the commencement of the cause, the period shall commence to run only thirty (30) days prior to the giving of such notice. Times of performance under this Agreement may also be extended in writing by the joint agreement of the City and Landowner.

Litigation attacking the validity of this Agreement, or any permit, ordinance, or entitlement or other action of a governmental agency necessary for the development of the Property pursuant to this Agreement shall also be deemed to create an excusable delay under this Section.

8.2 Supersedure by Subsequent Laws. If any Law made or enacted after the date of this Agreement prevents or precludes compliance with one or more provisions of this Agreement, then the provisions of this Agreement shall, to the extent feasible, be modified or suspended as may be necessary to comply with such new Law. Immediately after enactment of any such new Law, the Parties shall meet and confer in good faith to determine the feasibility of any such modification or suspension based on the effect such modification or suspension would have on the purposes and intent of this Agreement. If such modification or suspension is infeasible in the Landowner’s reasonable business Judgment, then the Landowner shall have the right to terminate this Agreement by written notice to the City. The Landowner shall also have the right to challenge the new Law preventing compliance with the terms of this Agreement, and, in the event such challenge is successful, this Agreement shall remain unmodified and in full force and effect.

9. Termination.

9.1 City’s Right to Terminate. The City shall have the right to terminate this Agreement if the Landowner is not in substantial compliance with the terms of this Agreement and this default remains uncured, all as set forth in Section 7.

9.2 Landowner’s Right to Terminate. The Landowner shall have the right to terminate this Agreement only under the following circumstances:

9.2.1 The Landowner has found the City in breach of this Agreement, has given the City notice of such breach and the City has not cured such breach within thirty (30) days of receipt of such notice or, if the breach cannot reasonably be cured within such thirty (30) day period, if the City has not commenced to cure such breach within thirty (30) days of receipt of such notice and is not diligently proceeding to cure such breach.

9.2.2 The Landowner is unable to complete the Project because of supersedure by a subsequent law per Section 8.2 or court action.

9.2.3 The Landowner determines, in its business judgment, that it is not practical or reasonable to pursue development of the Property, however if termination occurs for this reason the City reserves the right to revoke any remaining entitlement to develop the property.

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9.3 Mutual Agreement. This Agreement may be terminated upon the mutual Agreement of the Parties.

9.4 Effect of Termination.

9.4.1 General Effect. If this Agreement is terminated for any reason, such termination shall not affect any condition or obligation due to the City from the Landowner prior to the date of termination and such termination shall not otherwise affect any other City entitlement or approval with respect to the Property that has been granted prior to the date of termination.

9.5 Recordation of Termination. In the event of a termination, the City and Landowner agree to cooperate with one another in executing a Memorandum of Termination to record in the Official Records of Sutter County within thirty (30) days of the date of termination.

10. Remedies. Either Party may, in addition to any other rights or remedies, institute legal or equitable action to cure, correct or remedy any default, enforce any covenant or agreement herein, enjoin any threatened or attempted violation or enforce by specific performance the obligations and rights of the Parties hereto.

11. Waiver: Cumulative Remedies. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such Party’s right to demand strict compliance by such other Party in the future. No waiver by a Party of an event of default shall be effective or binding upon such Party unless made in writing by such Party, and no such waiver shall be implied from any omission by a Party to take any action with respect to such event of default. No express written waiver of any event of default shall affect any other event of default, or cover any other period of time, other than any event of default and/or period of time specified in such express waiver. Except as provided in this Section, all of the remedies permitted or available to a Party under this Agreement, or at law or in equity, shall be cumulative and not alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right or remedy.

12. Project as a Private Undertaking. It is specifically understood and agreed by and between the Parties that the Project is a private development. This Agreement is made and entered into for the sole protection and benefit of the Landowner and the City and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. The City and Landowner hereby renounce the existence of any third-party beneficiary to this Agreement and agree that nothing contained herein shall be construed as giving any other person or entity third-party beneficiary status. No partnership, joint venture or other association of any kind is formed by this Agreement.

13. Cooperation in the Event of Legal Claim. In the event any legal action or proceeding is instituted by any third-party challenging the validity of any provision of this Agreement or any action or decision taken or made hereunder, the Parties shall cooperate in defending such action or proceeding.

14. Estoppel Certificate. Either Party may, at any time, and from time-to-time, deliver written notice to the other Party requesting such Party to certify in writing that, to the knowledge of the certifying Party: (i) this Agreement is in full force and effect and a binding obligation of the Parties; (ii) this Agreement has not been amended or modified either orally or in writing, and if

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so amended, identifying the amendments; (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, describing therein the nature and amount of any such defaults; and (iv) the requesting Party has been found to be in compliance with this Agreement, and the date of the last determination of such compliance. A Party receiving a request hereunder shall execute and return such certificate within thirty (30) days following receipt thereof. The Director shall have the right to execute any certificate requested by the Landowner hereunder. The City acknowledges that a certificate hereunder may be relied upon by transferees and Mortgagees.

15. Right to Assign or Transfer. The Landowner’s rights and responsibilities hereunder may be sold or assigned in conjunction with the transfer, sale or assignment of the Property at any time during the term of this Agreement subject to the following conditions precedent:

15.1 No default by Developer shall be outstanding and uncured as of the effective date of the proposed transfer, unless the City Council has received adequate assurances satisfactory to the City Council that such default shall be cured in a timely manner either by Developer or the transferee under the transfer.

15.2 Prior to the effective date of the proposed transfer, Developer or the proposed transferee has delivered to the City an executed and acknowledged assignment and assumption agreement (the “Assumption Agreement”) in recordable form. Such Assumption Agreement shall include provisions regarding: (a) the rights and interest proposed to be transferred to the proposed transferee; (b) the obligations of Developer under this Agreement that the proposed transferee will assume; and (c) the proposed transferee’s acknowledgment that such transferee has reviewed and agrees to be bound by this Agreement. The Assumption Agreement shall also include the name, form of entity, and address of the proposed transferee, and shall provide that the transferee assumes the obligations of Developer to be assumed by the transferee in connection with the proposed transfer. The Assumption Agreement shall be recorded in the official records of the County of Sutter concurrently with the consummation of the transfer.

15.3 Prior to the effective date of the proposed transfer, the Developer must obtain the City’s consent in writing to the transfer, which may be evidenced by the City Council’s approval of an Assumption Agreement. City’s consent shall not be unreasonably withheld. Factors the City may consider in determining whether to consent to the transfer include the financial capacity of the proposed transferee to comply with all of the terms of the Agreement and the history, if any, of compliance of transferee, its principals, officers or owners with the provisions of federal or state law, the Yuba City Municipal Code or agreements with the City relating to development projects within the City.

15.4 Mortgagee as Transferee. No Mortgage (including the execution and delivery thereof to the Mortgagee) shall constitute a transfer. A Mortgagee shall be a transferee only upon: (a) the acquisition by such Mortgagee of the affected interest of Developer encumbered by such Mortgagee’s Mortgage; and (b) delivery to the City of an Assumption Agreement executed by the Mortgagee pursuant to which the Mortgagee assumes assuming, from and after the date such Mortgagee so acquires its interest, the applicable rights, duties and obligations of Developer under this Agreement. No further consent of the City shall be required for any such transfer to a Mortgagee.

15.5 Effect of Transfer. A transferee shall become a Party to this Agreement only with respect to the interest transferred to it under the transfer and then only to the extent set

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forth in the Assumption Agreement. If Developer transfers all of its rights, duties and obligations under this Agreement, Developer shall be released from any and all obligations accruing after the date of the transfer under this Agreement. If Developer effectuates a transfer as to only some but not all of its rights, duties and obligations under this Agreement, Developer shall be released only from its obligations accruing after the date of the transfer which the transferee assumes in the Assumption Agreement.

16. Financing. Mortgages, deeds of trust, sales and leasebacks, or other forms of conveyance required for any reasonable method of financing requiring a security arrangement with respect to the Property (“Mortgages”) are permitted without the consent of the City, provided the Landowner complies with the following:

16.1 Mortgagee Protection. This Agreement and any covenants entered into between the Developer and City shall be superior and senior to the conveyance of any Mortgage encumbering any interest in the Property. No default shall defeat, render invalid, diminish or impair the conveyance of any Mortgage made for value, but all of the terms and conditions contained in this Agreement shall be binding upon and effective against any person (including any Mortgagee) who acquires title to the Property or any portion thereof or interest therein or improvement thereon, by foreclosure, trustee’s sale, deed in lieu of foreclosure, or otherwise.

16.2 Mortgagee Not Obligated; Mortgagee as Transferee. No Mortgagee shall have any obligation or duty under this Agreement whatsoever, except that nothing contained in this Agreement shall be deemed to permit or authorize any Mortgagee to undertake any new construction or improvement in the Newkom Ranch Project Area, or to otherwise have the benefit of any rights of Developer, or to enforce any obligation of the City, under this Agreement, unless and until such Mortgagee elects to become a Transferee in the manner specified in this Agreement. Any Mortgagee that affirmatively elects to become a Transferee shall be later released from all obligations and liabilities under this Agreement upon the subsequent Transfer by the Mortgagee of its interest as a transferee to another person.

16.3 Entitlement to Written Notice of Default. The Mortgagee of a Mortgage or beneficiary of a deed of trust encumbering the Property, or any part thereof, and their successors and assigns shall, upon written request to the City, be entitled to receive from the City written notification of any default by Landowner of the performance of Landowner’s obligations under this Agreement which has not been cured within sixty (60) days following the date of default. Landowner shall reimburse the City for its actual costs, reasonably and necessarily incurred, to prepare this notice of default.

16.4 Priority of Mortgages and Subordination. Landowner shall ensure that all Mortgages subordinate to this Agreement. For purposes of exercising any remedy of a Mortgagee or for becoming a Transferee, the applicable laws of the State of California shall govern the rights, remedies and priorities of each Mortgagee, absent a written agreement between Mortgagees otherwise providing.

16.5 Collateral Assignment. As additional security to a Mortgagee under a Mortgage on the Property or any portion thereof, Developer shall have the right, without the consent of the City, to execute a collateral assignment of Developer’s rights, benefits and remedies under this Agreement in favor of the Mortgagee (a “Collateral Assignment”) on the standard form provided by the Mortgagee.

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17. Covenants to Run with the Land. All of the provisions, agreements, rights, powers, standards, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors, assignees, devises, administrators, 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, and shall inure to the benefit of the Parties and their respective heirs, successors and assignees. All of the provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder: (i) is for the benefit of such properties and is a burden upon such properties; (ii) runs with such properties; and (iii) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and each person having any interest therein derived in any manner through any owner of such properties, or any portion thereof, and shall benefit each Party and its property hereunder, and each other person succeeding to an interest in such properties; provided that no liability or obligation shall accrue to any person, if this Agreement terminates pursuant to Section 9 of this Agreement.

18. Amendment.

18.1 Amendment or Cancellation. Except as otherwise provided in this Agreement, this Agreement may be canceled, modified or amended only by mutual consent of the Parties in writing, and then only in the manner provided for in Government Code Section 65868. Minor amendments to this Agreement may be made without a public hearing upon approval of the Development Services Director. “Minor Amendments” shall mean amendments which are similar in significance to the type of minor amendments to land use entitlements that may be made without a full public hearing or approval of the Planning Commission or City Council pursuant to the Yuba City Municipal Code.

18.2 Recordation. Any amendment, termination, or cancellation of this Agreement shall be recorded by the City Clerk not later than ten (10) days after the effective date of the action effecting such amendment, termination or cancellation; however, a failure to record shall not affect the validity of the amendment, termination or cancellation. Upon request from the Developer, the City’s Engineer is authorized to execute any documentation on behalf of the City that is reasonably necessary to effectuate the recordation of termination of the Original Agreement and removal of the same from the chain of title.

19. Notices.

19.1 Procedure. Any notice to either Party shall be in writing and given by delivering the notice in person or by sending the notice by registered or certified mail, or Express Mail, return receipt requested, with postage prepaid, to the Party’s mailing address.

19.2 Mailing Addresses. The respective mailing addresses of the Parties are, until changed as hereinafter provided, the following:

City:

Development Services Director
City of Yuba City
1201 Civic Center Blvd.

Yuba City, CA 95993

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With a copy to: City Manager
City of Yuba City
1201 Civic Center Blvd.

Yuba City, CA 95993
Landowners: Newkom Ranch LLC
Attn: Dave Lanza
P.O. Box 591
Marysville, CA 95901
Hust Brothers Inc.

Attn: Roy Lanza
P.O. Box 591
Marysville, CA 95901
Cal Sierra Limited, LP
Attn: Roy Lanza
P.O. Box 591
Marysville, CA 95901
With a copy to: MHM Incorporated
Attn: Sean Minard
P.O. Box B
Marysville, CA 95901
Either Party may change its mailing address at any time by giving ten (10) days’ notice of such change in the manner provided for in this Section. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal delivery is affected or, if mailed, on the delivery date or attempted delivery date shown on the return receipt. Nothing in this provision shall be construed to prohibit communication by facsimile transmission, so long as an original is sent by first class mail, commercial carrier or is handdelivered.

20. Indemnification.

20.1 Third Party Actions. To the furthest extent allowed by law, Developer shall indemnify, hold harmless and defend City and each of its officers, officials, employees, agents, attorneys, and volunteers from any and all loss, liability, fines, penalties, forfeitures, damages and costs (including attorney’s fees, litigation expenses and administrative record preparation costs) arising from, resulting from, or in connection with any Third Party Action (as hereinafter defined). The term “Third Party Action” collectively means any legal action or other proceeding instituted by (i) a third party or parties or (ii) a governmental body, agency or official other than the City or a City Agency, that challenges or contests: (i) the making of this Agreement; (ii) the performance of this Agreement; (iii) the performance or installation of the Phase 1 Backbone Improvements by Developer or its employees, officers, agents, contractors or subcontractors; (iv) the design, installation, operation, removal or maintenance of the Phase 1 Backbone Improvements; (v) to any of Developer’s employees, officers, agents, contractors or subcontractor’s for failure to provide prevailing wages as may be required by law; or (vi) City’s granting, issuing or approving use of this Agreement; (vii) the Newkom Ranch Subdivision Map Applications and Approvals, or the Development Approvals; or (viii) claims or alleges a violation

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of CEQA or another law in connection with the certification of the EIR by the City Council or the grant, issuance or approval by the City of any or all of this Agreement, the Newkom Ranch Subdivision Map Applications and Approvals, and the Development Approvals. Developer’s obligations under this Section shall apply regardless of whether City or any of its officers, officials, employees, agents or volunteers are actively or passively negligent, but shall not apply to any loss, liability, fines, penalties forfeitures, costs or damages caused solely by the active negligence or willful misconduct of the City or any of its officers, officials, employees, agents or volunteers. The provisions of this Section shall survive the termination of this Agreement.

20.2 Damage Claims. The nature and extent of Developer’s obligations to indemnify, defend and hold harmless the City with regard to events or circumstances not addressed in Section 20.1 shall be governed by this Section 20.2. To the furthest extent allowed by law, Developer shall indemnify, hold harmless and defend City and each of its officers, officials, employees, agents, attorneys, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) incurred by City, Developer or any other person, and from any and all claims, demands and actions in law or equity (including attorney’s fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of performance of this Agreement or the performance of any or all work to be done by Developer or its contractors, agents, successors and assigns pursuant to this Agreement (including, but not limited to design, construction and/or ongoing operation and maintenance of Phase 1 Backbone Improvements as well as off-site improvements unless and until such improvements are dedicated to and officially accepted by the City). Developer’s obligations under the preceding sentence shall apply regardless of whether City or any of its officers, officials, employees, attorneys, or agents are passively negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or damages caused by the active or sole negligence, or the willful misconduct, of City or any of its officers, officials, employees, agents, attorneys, or volunteers.

If Developer should subcontract all or any portion of the services to be performed under this Agreement, Developer shall require each subcontractor to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents, attorneys, and volunteers in accordance with the terms of the preceding paragraph. The Developer further agrees that the use for any purpose and by any person of any and all of the streets and improvements required under this Agreement, shall be at the sole and exclusive risk of the Developer, at all times prior to final acceptance by the City of the completed street and other improvements, unless any loss, liability, fines, penalties, forfeitures, costs or damages arising from said use were caused by the active or sole negligence, or the willful misconduct, of the City or any of its officers, officials, employees, agents or volunteers.

Notwithstanding the preceding paragraph, to the extent that Subcontractor is a “design professional” as defined in Section 2782.8 of the California Civil Code and performing work hereunder as a “design professional” shall, in lieu of the preceding paragraph, be required to indemnify, hold harmless and defend City and each of its officers, officials, employees, agents and volunteers to the furthest extent allowed by law, from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in Agreement, tort or strict liability, including but not limited to personal injury, death at any time and property damage), and from any and all claims, demands and actions in law or equity (including reasonable attorney’s fees and litigation expenses) that arise out of, pertain to, or relate to the negligence, recklessness or willful misconduct of the design professional, its principals, officers, employees, agents or volunteers in the performance of this Agreement.

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This Section shall survive termination or expiration of this Agreement.

21. Insurance. Prior to starting construction of any phase of the project through the date of City’s final formal acceptance of off-site improvements constructed pursuant to the terms of this Agreement (the “Insurance Period”), Developer shall pay for and maintain in full force and effect all policies of insurance described in this Section with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than "A-VII" in Best’s Insurance Rating Guide, or (ii) authorized by City’s Public Work’s Director. The following policies of insurance are required:

21.1 Commercial General Liability. Insurance which shall be at least as broad as the most current version of Insurance Services Office (“ISO”) Commercial General Liability Coverage Form CG 00 01 and shall include insurance for bodily injury, property damage and personal injury with coverage for premises and operations (including the use of owned and nonowned equipment), products and completed operations, contractual liability (including indemnity obligations under this Agreement),with limits of liability of not less than $1,000,000 per occurrence for bodily injury and property damage, $1,000,000 per occurrence for personal injury, $1,000,000 general aggregate and $1,000,000 aggregate for products and completed operations and $5,000,000 general aggregate.

21.2 Commercial Automobile Liability. Insurance which shall be at least as broad as the most current version of Insurance Services Office (“ISO”) Business Auto Coverage Form CA 00 01 and shall include coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1 B Any Auto), with combined single limits of liability of not less than $1,000,000 per accident for bodily injury and property damage.

21.3 Workers Compensation. Insurance as required under the California Labor Code.

21.4 Employers Liability. With minimum limits of liability of not less than $1,000,000 each accident, $1,000,000 policy limit and $1,000,000 for each employee.

In the event Developer purchases an Umbrella or Excess insurance policy(ies) to meet the “Minimum Limits of Insurance,” this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies).

Developer shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Developer shall also be responsible for payment of any self-insured retentions.

The above-described policies of insurance shall be endorsed to provide an unrestricted thirty (30) calendar day written notice in favor of City of policy cancellation of coverage, except for the Workers’ Compensation policy which shall provide a ten (10) calendar day written notice of such cancellation of coverage. In the event any policies are due to expire during the term of this Agreement, Developer shall provide a new certificate evidencing renewal of such policy not less than ten (10) calendar days prior to the expiration date of the expiring policy(ies). Upon issuance by the insurer, broker, or agent of a notice of cancellation in coverage, Developer shall file with City a new certificate and all applicable endorsements for such policy(ies).

The General Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall name City, its officers, officials, agents, attorneys, employees and

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volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Developer’s insurance shall be primary, and no contribution shall be required of City. Any Workers’ Compensation insurance policy shall contain a waiver of subrogation as to City, its officers, officials, agents, employees and volunteers. Developer shall have furnished City with the certificate(s) and applicable endorsements for all required insurance prior to start of construction of any phase of development. Developer shall furnish City with copies of the actual policies upon the request of City’s Director of Public Works at any time during the life of the Agreement or any extension, and this requirement shall survive termination or expiration of this Agreement.

If at any time during the Insurance Period, Developer fails to maintain the required insurance in full force and effect, the Director of Public Works, or designee, may order that the Developer, or its contractors or subcontractors, immediately discontinue any further work under this Agreement and take all necessary actions to secure the work site to insure that public health and safety is protected. All payments due or that become due to Developer shall be withheld until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. The insurance requirements set forth in this Section are material terms of this Agreement.

If Developer should hire a general contractor to provide all or any portion of the services or work to be performed under this Agreement, Developer shall require the general contractor to provide insurance protection in favor of City, its officers, officials, employees, attorneys, volunteers and agents in accordance with the terms of each of the preceding paragraphs, except that the general contractor’s certificates and endorsements shall be on file with Developer and City prior to the commencement of any work by the general contractor.

If the general contractor should subcontract all or a portion of the services or work to be performed under this Agreement to one or more subcontractors, Developer shall require the general contractor to require each subcontractor to provide insurance protection in favor of City, its officers, officials, employees, attorneys, volunteers and agents in accordance with the terms of each of the preceding paragraphs, except that each subcontractor shall be required to pay for and maintain Commercial General Liability insurance with limits of liability of not less than $1,000,000 per occurrence for bodily injury and property damage, $1,000,000 per occurrence for personal injury, $1,000,000 aggregate for products and completed operations and $1,000,000 general aggregate and Commercial Automobile Liability insurance with limits of liability of not less than less than $1,000,000 per accident for bodily injury and property damage.

Subcontractors’ certificates and endorsements shall be on file with the general contractor, Developer and City prior to the commencement of any work by the subcontractor. Developer’s failure to comply with these requirements shall constitute a default of this Agreement.

22. Miscellaneous.

22.1 Approvals. Unless otherwise provided herein, whenever approval, consent or satisfaction (herein collectively referred to as an “approval”) is required of a Party pursuant to this Agreement, such approval shall not be unreasonably withheld. If a Party shall disapprove, the reasons therefor shall be stated in reasonable detail in writing. Approval by a Party to or of any act or request by the other Party shall not be deemed to waive or render unnecessary approval to or of any similar or subsequent acts or requests. The Parties acknowledge and agree that the intent of the Parties is that this Agreement be construed in a manner that protects the rights granted to Landowner herein to the as allowed by law. Except for the limitations on the exercise by the City of its police power which are provided in this Agreement or which are

01248.0005/954016.7 32 | Page
construed in accordance with the immediately preceding sentence, the Parties further acknowledge and agree that: (a) the City reserves all of its police power and/or statutory or other legal powers or responsibilities; and (b) this Agreement shall not be construed to limit the authority or obligation of the City to hold necessary public hearings, to limit the discretion of the City or any of its officers or officials with regard to rules, regulations, ordinances, laws, and entitlement of use which require the exercise of discretion by the City or any of its officers or officials. This Agreement shall not be construed to limit the obligations of the City to comply with CEQA or any other federal or state law.

22.2 Project Approvals Independent. All approvals that may be granted pursuant to this Agreement, and all approvals or other land use approvals which have been or may be issued or granted by the City with respect to the Property, constitute independent actions and approvals by the City. If any provisions of this Agreement or the application of any provision of this Agreement to a particular situation is held by a court of competent jurisdiction to be invalid or unenforceable, or if the City terminates this Agreement for any reason, such invalidity, unenforceability or termination of this Agreement or any part hereof shall not affect the validity or effectiveness of any approvals or other land use approvals. In such cases, such approvals will remain in effect pursuant to their own terms, provisions and conditions.

22.3 Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of the Property, or of the Project, or any portion thereof, to the general public, for the general public, or for any-public use or purpose whatsoever. This proscription does not extend to any portion of the Property that may be dedicated in compliance with any conditions of approval. The Landowner shall have the right to prevent or prohibit the use of the Property, or any portion thereof, including common areas and buildings and improvements located thereon; by any person for any purposes inimical to the operation of a private, integrated Project as contemplated by this Agreement.

22.4 Severability. Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person, by judgment or court order, shall in no way affect any of the other provisions hereof or the application thereof to any other person or circumstance and the same shall remain in full force and effect, unless enforcement of this Agreement as so invalidated would be unreasonable or grossly inequitable under all the circumstances or would frustrate the purposes of this Agreement.

22.5 Construction of Agreement. The provisions of this Agreement and the Exhibits shall be construed as a whole according to their common meaning and not strictly for or against any Party in order to achieve the objectives and purpose of the Parties. The captions preceding the text of each Section, Subsection, and the Table of Contents are included only for convenience of reference and shall be disregarded in the construction and interpretation of this Agreement. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neuter genders, or vice versa. All references to "person" shall include, without limitation, any and all corporations, partnerships or other legal entities.

22.6 Other Necessary Acts. Each Party covenants, on behalf of itself and its successors, heirs and assigns, to take all actions and do all things, and to execute, with acknowledgment or affidavit if required, any and all further instruments, documents and writings as may be reasonably necessary or proper to achieve the purposes and objectives of this Agreement and to secure the other party the full and complete enjoyment of its rights and privileges hereunder.

01248.0005/954016.7 33 | Page

22.7 Applicable Law. This Agreement, and the rights and obligations of the Parties, shall be construed by and enforced in accordance with the laws of the State of California.

22.8 Equal Authorship. This Agreement has been reviewed by legal counsel for both the Landowner and City, and no presumption or rule that ambiguities shall be construed against the drafting Party shall apply to the interpretation or enforcement of this Agreement.

22.9 Time. Time is of the essence of this Agreement and of each and every term and condition hereof. In particular, the City agrees to act in a timely fashion in accepting, processing, checking and approving all maps, documents, plans, permit applications and any other matters requiring the City’s review or approval relating to the Project or Property. Subject to extensions of time by mutual consent in writing, unreasonable delay by either party to perform any term or provision of this Agreement shall constitute a default.

22.10 Subsequent Projects. After the effective date of this Agreement, the City may approve other projects that place a burden on the City’s infrastructure; however, it is the intent and agreement of the Parties that Landowner’s right to build and occupy the Project, as described in this Agreement, shall not be diminished despite the increased burden of future approved development on public facilities.

22.11 Entire Agreement. This written Agreement and the Exhibits contain all the representations and the entire agreement between the Parties with respect to the subject matter hereof. Except as otherwise specified in this Agreement, any prior correspondence, memoranda, agreements, warranties or representations are superseded in total by this Agreement and Exhibits.

22.12 Form of Agreement: Exhibits. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. This Agreement constitutes the entire understanding and agreement of the parties. Said exhibits are identified as follows:

Exhibit A: Property legal description
Exhibit B: Cost Estimates and Security
All attachments to this Agreement, including all exhibits referenced herein, and all subparts thereto, are incorporated herein by this reference.

22.13 Attorneys’ Fees. If either Party commences any action for the interpretation, enforcement, termination, cancellation or rescission hereof, or for specific performance of the breach hereof, the prevailing party shall be entitled to its reasonable attorneys’ fees and litigation expenses and costs, and any judgment, order or decree rendered in such action, suit or proceeding shall include an award thereof. Attorneys’ fees under this Section shall include attorneys’ fees on any appeal and any post-judgment proceedings to collect or enforce the judgment. This provision is separate and several and shall survive the merger of this Agreement into any judgment on this Agreement.

22.14 Limitation of Legal Acts. In no event shall the City, or its officers, agents, attorneys, or employees, be liable in damages for any breach or violation of this Agreement, it

01248.0005/954016.7 34 | Page
being expressly understood and agreed that the Developer’s sole legal remedy for a breach or violation of this Agreement by the City shall be a legal action in mandamus, specific performance or other injunctive or declaratory relief to enforce the provisions of this Agreement.

22.15 Interpretation and Governing State Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objective and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, both Parties having been represented by counsel in the negotiation and preparation hereof. All legal actions brought to enforce the terms of this Agreement shall be brought and heard in the Superior Court of the State of California, County of Sutter.

22.16 Successor Statutes Incorporated. All references to a statute or ordinance, shall incorporate any, or all, successor statute or ordinance enacted to govern the activity now governed by the statute or ordinance, noted herein to the extent, however, that incorporation of such successor statute or ordinance does not adversely affect the benefits and protections granted to the Developer under this Agreement.

22.17 Counterparts. This Agreement may be executed in two or more identical counterparts, each of which shall be deemed to be an original and each of which shall be deemed to be one and the same instrument when each Party signs each such counterpart.

22.18 Signature Pages. For convenience, the signatures of the Parties to this Agreement may be executed and acknowledged on separate pages which, when attached to this Agreement, shall constitute this as one complete Agreement.

22.19 Days. Unless otherwise specified in this Agreement, the term “days” means calendar days.

22.20 Authority. The Parties hereby represent that the person hereby signing this Agreement on behalf of each respective Party has the authority to bind the Party to the Agreement.
[SIGNATURES ON THE FOLLOWING PAGE]

01248.0005/954016.7 35 | Page
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year first above written.
"CITY"
City of Yuba City,
A General Law City
By:

Shon Harris, Mayor
"LANDOWNERS"
Newkom Ranch LLC,
a California limited liability company
By:

David Lanza, Managing Member
Attest:

By:

City Clerk
Approved as to Form:

By:

Shannon Chaffin, City Attorney
Hust Brothers Inc,
a California Corporation
By:

Roy Lanza, President
Cal Sierra Limited, LP,
a California limited partnership
By:

Roy Lanza, Manager
Attachments
Exhibit A: Property Legal Description
Exhibit B: Cost Estimates and Security

01248.0005/954016.7 36 | Page
Exhibit A-1
Property Legal Description
The land referred to is situated in the unincorporated area of the County of Sutter, State of California, and is described as follows:

PARCEL ONE:

Beginning at a point on the Township line between Townships 14 North and 15 North, Range 3 East, M.D.B.&M. where the same is intersected by the West line of the New Helvetia Rancho, said point being known as the Northeast corner of the Northwest quarter of Section 3, Township 14 North, Range 3 East, M.D.B.&M.; thence South 1° 0’ West along the West boundary line of said new Helvetia Rancho, 35 chains and 32 links to a point; thence South 87 1/2° West 1 chain and 37 links to a point on the West side of the County Road, which last named point is the point of beginning for the description of the land hereby described; from said point of beginning thence South 87 1/2° West 660 feet to a point; thence North 1° 0’ East 327.67 feet to a point; thence North 87 1/2° East 660 feet to a point; thence South 1° 0’ West 327.67 feet to the point of beginning.

APN: 055-240-005
PARCEL TWO:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Commencing at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence northerly along the west line of said Section 3 that is also the East line of State Route 99, as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records, North 00° 42’ 47” East 1544.67 feet to the True Point of Beginning; thence continuing northerly along said east and west line, North 00° 42’ 47” East 1009.63 feet; thence leaving said west line and continuing along said east line of State Route 99, North 06° 47’ 25” East 112.57 feet; thence North 51° 33’ 46” East 50.53 feet; thence North 00° 30’ 06” East 30.00 feet to a point on the north line of said Section 3; thence easterly along said north line North 89° 24’ 26” East 264.34 feet to a brass disc in a Sutter County monument well; thence continuing easterly along said north line North 89° 24’ 26” East 288.94 feet; thence leaving said north line South 01° 05’ 32” West 40.07 feet to the beginning of a non-tangent curve; thence along the arc of said non-tangent curve, concave southwesterly, having a radius of 22.00 feet, through a central angle of 87° 47’ 59”, having a chord bearing South 46° 41’ 22” East 30.51 feet, an arc distance of 33.71 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave northeasterly, having a radius of 1037.00 feet, through a central angle of 31° 26’ 58”, an arc distance of 569.21 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave southwesterly, having a radius of 963.00 feet, through a central angle of 35° 19’ 52”, an arc distance of 593.83 feet to the end of said reverse tangent curve; thence South 88° 54’ 28” East 10.00 feet; thence South 01° 05’ 32” West 53.08 feet; thence North 88° 54’ 28” West 994.54 feet to the True Point of Beginning. Description is pursuant to Lot Line Adjustment No. 22-04 wherein said land is designated as “Parcel A”, as disclosed in the Grant Deed recorded February 3, 2023 as Instrument No. 2023-0000986, Official Records of Sutter County.

01248.0005/954016.7 37 | Page
APN: 055-240-011
PARCEL THREE:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Commencing at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence northerly along the west line of said Section 3 that is also the east line of State Route 99, as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records, North 00° 42’ 47” East 2554.30 feet; thence leaving said west line and continuing along said east line of State Route 99, North 06° 47’ 25” East 112.57 feet; thence North 51° 33’ 46” East 50.53 feet; thence North 00° 03’ 06” East 30.00 feet to a point on the north line of said Section 3; thence easterly along said north line North 89° 24’ 26” East 264.34 feet to a brass disc in a Sutter County monument well; thence continuing easterly along said north line North 89° 24’ 26” East 344.76 feet to a “X” cut in old concrete pavement as shown on “The Crossroads” filed in Book 12 of Surveys at Page 112, Sutter County Records; thence continuing easterly along said north line of Section 3 North 89° 24’ 26” East 62.28 feet to the True Point of Beginning; thence continuing easterly along said north line North 89° 24’ 26” East 653.30 feet; thence leaving said north line South 01° 05’ 32” West 696.73 feet; thence South 88° 54’ 28” West 394.05 feet; thence South 64° 39’ 45” West

25.50 feet to the beginning of a non-tangent curve; thence along the arc of said non-tangent curve, concave southwesterly, having a radius of 1037.00 feet, through a central angle of 08° 54’ 05”, having a chord of North 29° 47’ 58” West 160.95 feet, an arc distance of 161.11 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave northeasterly, having a radius of 963.00 feet, through a central angle of 31° 10’ 24”, an arc distance of 523.95 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave southeasterly, having a radius of 22.00 feet, through a central angle of 92° 28’ 35”, an arc distance of 35.51 feet to the end of said reverse tangent curve; thence North 01° 05’ 32” East 40.07 feet to the True Point of Beginning. Description is pursuant to Lot Line Adjustment No. 22-04 wherein said land is designated as “Parcel B”, as disclosed in the Grant Deed recorded February 3, 2023 as Instrument No. 2023-0000986, Official Records of Sutter County.

APN: 055-240-012
PARCEL FOUR:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Commencing at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence northerly along the west line of said Section 3 that is also the east line of State Route 99, as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records, North 00° 42’ 47” East 740.65 feet to the True Point of Beginning; thence northerly along said east and west line North 00° 42’ 47” East 804.02 feet; thence leaving the said west line South 88° 54’ 28” East 994.54 feet; thence North 01° 05’ 32” East 53.08 feet; thence North 88° 54’ 28” West 10.00 feet to the beginning of a nontangent curve; thence along the arc of said non-tangent curve, concave southwesterly, having a radius of 963.00 feet, with a chord bearing North 16° 34’ 24” West 584.46 feet, through a central angle of 35° 19’ 52”, an arc distance of 593.83 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave northeasterly, having a radius of 1037.00 feet, through a central angle of 31° 26’ 58”, an arc distance of 569.21 feet to the

01248.0005/954016.7 38 | Page
beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave southwesterly, having a radius of 22.00 feet, through a central angle of 87° 47’ 59”, an arc distance of 33.71 feet to the end of said reverse tangent curve; thence North 01° 05’ 32” East 40.07 feet to the north line of said Section 3; thence easterly along said North line North 89° 24’ 26” East 55.82 feet to a “X” cut in old concrete pavement as shown on “The Crossroads” filed in Book 12 of Surveys at Page 112, Sutter County Records; thence continuing easterly along said north line of Section 3 North 89° 24’ 26” East 62.28 feet; thence South 01° 05’ 32” West 40.08 feet to the beginning of a non-tangent curve; thence along the arc of said nontangent curve, concave southeasterly, having a radius of 22.00 feet, through a central angle of 92° 28’ 35”, having a chord bearing South 43° 10’ 21” West 31.78 feet, an arc distance of 35.51 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave northeasterly, having a radius of 963.00 feet, through a central angle of 31° 10’ 24”, an arc distance of 523.95 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave southwesterly, having a radius of 1037.00 feet, through a central angle of 08° 54’ 05”, an arc distance of 161.11 feet to the end of said reverse tangent curve; thence North 64° 39’ 45” East 25.50 feet to the beginning of a non-tangent curve, concave southwesterly, having a radius of 1062.50 feet, through a central angle of 26° 25’ 46”, having a chord bearing South 12° 07’ 22” East 485.78 feet, an arc distance of 490.11 feet to the end of said non-tangent curve; thence South 01° 05’ 32” West 1480.08 feet; thence South 10° 33’ 16” West 79.08 feet; thence South 01° 05’ 32” West 631.00 feet; thence North 88° 54’ 28” West 1065.72 feet to the True Point of Beginning. Description is pursuant to Lot Line Adjustment No. 22-04 wherein said land is designated as “Parcel C”, as disclosed in the Grant Deed recorded February 3, 2023 as Instrument No. 2023-0000986, Official Records of Sutter County.

APN: 055-240-013
PARCEL FIVE:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Commencing at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence northerly along the west line of said Section 3 that is also the east line of State Route 99 as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records, North 00° 42’ 47” East 740.65 feet; thence leaving said west line South 88° 54’ 28” East 1065.72 feet to the True Point of Beginning; thence North 01° 05’ 32” East 631.00 feet; thence North 10° 33’ 16” East 79.08 feet; thence North 01° 05’ 32” East 148.08 feet to the beginning of a tangent curve; thence along the arc of said tangent curve, concave southwesterly, having a radius of 1062.50 feet, through a central angle of 26° 25’ 46”, an arc distance of 490.11 feet to the end of said tangent curve; thence South 88° 54’ 28” East 394.05 feet; thence North 01° 05’ 32” East 696.73 feet to the north line of said Section 3; thence easterly along said north line North 89° 24’ 26” East 241.33 feet to a standard county brass centerline monument as shown on “Kingswood Estates” filed in Book 11 of Surveys at Page 55, Sutter County Records; thence continuing easterly along said north line of Section 3 North 89° 24’ 26” East 248.53 feet; thence leaving said north line South 01° 05’ 25” West 2041.14 feet; thence North 88° 54’ 28” West 785.71 feet to the True Point of Beginning.

Description is pursuant to Lot Line Adjustment No. 22-05 wherein said land is designated as “Parcel A”, as disclosed in the Corporation Grant Deed recorded August 29, 2023 as Instrument No. 2023-0007720, Official Records of Sutter County.

APN: 055-240-015

01248.0005/954016.7 39 | Page
PARCEL SIX:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Commencing at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence southerly along the west line of said Section 3 that is also the east line of State Route 99 as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records, South 01° 05’ 04” West 609.83 feet; thence leaving said west line North 89° 09’ 20” East 645.00 feet to the True Point of Beginning; thence North 82° 55’ 52” East 18.31 feet; thence North 01° 05’ 32” East 422.07 feet; thence South 88° 54’ 28” East 315.49 feet; thence North 01° 05’ 32” East 473.72 feet to the beginning of a tangent curve; thence along the arc of said tangent curve, concave southeasterly, having a radius of

53.00 feet, through a central angle of 19° 56’ 54”, an arc distance of 18.45 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave northwesterly, having a radius of 47.00 feet, through a central angle of 19° 56’ 54”, an arc distance of 16.36 feet to the end of said reverse tangent curve; thence North 01° 05’ 32” East 396.16 feet; thence South 88° 54’ 28” East 862.21 feet; thence South 01° 05’ 25” West 1998.00 feet; thence South 89° 09’ 20” West 1202.48 feet; thence North 01° 05’ 04” East 709.96 feet to the True Point of Beginning. Description is pursuant to Lot Line Adjustment No. 22-05 wherein said land is designated as “Parcel B”, as disclosed in the Corporation Grant Deed recorded August 29, 2023 as Instrument No. 2023-0007720 and re-recorded September 12, 2023 as Instrument No. 2023-0008195, Official Records of Sutter County.

APN: 055-240-016
PARCEL SEVEN:

A portion of Section 3, Township 14 North, Range 3 East, M.D.B. &M., described as follows:

Beginning at the northwest corner of the Northwest quarter of the Southwest quarter of said Section 3; thence northerly along the west line of said Section 3 that is also the east line of State Route 99 as shown on “Monumentation Map-State Highway 99” filed in Book 20 of Record of Surveys at Page 42, Sutter County Records; thence along said west line North 00° 42’ 47” East 740.65 feet; thence leaving said west line South 88° 54’ 28” East 989.22 feet; thence South 01° 05’ 32” West 396.16 feet to the beginning of a tangent curve; thence along the arc of said tangent curve, concave northwesterly, having a radius of 47.00 feet, through a central angle of 19° 56’ 54”, an arc distance of 16.36 feet to the beginning of a reverse tangent curve; thence along the arc of said reverse tangent curve, concave southeasterly, having a radius of

53.00 feet, through a central angle of 19° 56’ 54”, an arc distance of 18.45 feet to the end of said reverse tangent curve; thence South 01° 05’ 32” West 473.72 feet; thence North 88° 54’ 28” West 315.49 feet; thence South 01° 05’ 32” West 422.07 feet; thence South 82° 55’ 52” West 18.31 feet; thence South 89° 09’ 20” West 645.00 feet to said east line of State Route 99 and west line of Section 3; thence along said west line North 01° 05’ 04” East 609.83 feet to the true point of beginning. Description is pursuant to Lot Line Adjustment No. 22-05 wherein said land is designated as “Parcel C”, as disclosed in the Corporation Grant Deed recorded August 29, 2023 as Instrument No. 2023-0007720 and re-recorded September 12, 2023 as Instrument No. 2023-0008195, Official Records of Sutter County.

APN: 055-240-017

01248.0005/954016.7 40 | Page

01248.0005/954016.7 41 | Page
Exhibit B
Cost Estimates and Security
Exhibit B-1 – City Obligation Summary

01248.0005/954016.7 42 | Page
Exhibit B-2 – Developer Obligation Summary

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Newkom Ranch Development Agreement Amendment
Project
Site
1 inch = 600 feet

Agenda Item 8

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Human Resources Department
Presentation By: Natalie Springer, Human Resources Director Summary
Subject: Salary Schedule, Rules and Regulations Update, and One-Time Bilingual Pay Stipends
Recommendation: Adopt a Resolution:

A. Authorize the Finance Director to amend the salary schedule to remove the Relief Dispatcher classification from Part-Time, Extra Help, Limited Term and AtWill Contract Employees

B. Approve bilingual pay incentive for part-time/temporary employees who are proficient in speaking a foreign language and authorize the Finance Director to amend the salary schedule

C. Approve one-time bilingual pay stipends to avoid negative transition impacts

D. Authorize amendment of the Personnel Rules and Regulations to provide for vacation accrual during probationary period and cash-out of accrued vacation to probationary employees who separate from City service during probation Fiscal Impact: The increase for Fiscal Year 2023 - 2024 is $472. It is estimated that the annual vacation cash-out would be $3,443
Purpose:

To approve a percentage-based bilingual pay incentive for part-time/temporary employees who are proficient in speaking a foreign language, as well as to approve a one-time bilingual pay stipend for four employees impacted by the calculation change; to amend the City’s Rules and Regulations to permit probationary employees to earn (but not use) vacation leave during probation and cash it out upon separation; and to remove the Relief Public Safety Dispatcher position from the salary schedule.

Council's Strategic Goal:

These changes address the City Council's Strategic Goals of public safety and being business friendly.

Background:

One-Time Bilingual Pay Stipend

Until just recently, the City provided bilingual pay calculated at $100 per month for eligible employees.

During the last round of negotiations, the City and unions negotiated a change to how bilingual pay would be calculated and agreed to move to a percentage basis rather than a flat monetary amount. During implementation of the Memorandums of Understanding for Police Officers’ Association and First Level Managers, and the compensation resolution for Confidentials, it was determined that four employees who already qualified for and received bilingual pay would make less under the new percentage calculation methodology for approximately two years until the employees move up on the pay scale to a point where the percentage matches what they have been making in the flat rate formula. The parties did not intend for anyone to make less under the new calculation methodology, and a tentative agreement was reached.

Four employees will receive a one-time bilingual stipend in the following amounts: $20, $202, $170 and $80.

Vacation Cash-Out
Staff proposes to amend the City’s Rules and Regulations addressing vacation accrual and cash-out for probationary employees. Under the proposed amendment, probationary employees will earn vacation on a pro rata basis throughout probation, but not be eligible to use it until successfully completing at least 13 pay periods during probation. Should such employee separates employment from the City during their probationary period, the accrued vacation time will be cashed out at separation.

Part-Time/Temporary Employees
Staff identified an operational need for part-time/temporary employees who are proficient in speaking a foreign language to utilize their service for the purpose of conducting City business.

Elimination of Unused Classification
Lastly, staff reviewed the salary schedule to identify unused classifications. The Police Department identified the need to remove the Relief Public Safety Dispatcher classification listed on the Part-Time, Extra Help, Limited Term, and At-Will Contract Employees page of the salary schedule.

Analysis:

One-Time Bilingual Pay Stipend
Police Officers’ Association, First Level Managers and Confidentials have agreed to remedy the unintended impact of their recent agreement on bilingual pay as a one-time stipend for those employees who would otherwise be negatively impacted by the change to percentage calculation methodology, in the amount of $20, $202, $170 and $80.

Vacation Cash-Out
New employees, during the first thirteen pay periods of their probation period, shall earn vacation on a pro rata basis, but will not be eligible to use vacation leave until successfully completing at least 13 pay periods during probation. Should the employee separate during probation, credited vacation leave will the be cashed out at separation.

Part-Time/Temporary Employees
Over the last few years, the job market has changed tremendously, and it is more difficult to recruit and retain quality candidates. Staff is recommending part-time/temporary employees proficient in speaking a foreign language receive bilingual pay incentives corresponding to the bargaining unit percentage of pay (currently 2.25% of base salary). The method of certifying proficiency, and the languages compensated is determined by the City. Additionally, the Police Department recommends removing the

Relief Public Safety Dispatcher classification listed on the Part-Time, Extra Help, Limited Term, and At-Will Contract Employees page of the salary schedule.

Fiscal Impact:

The increase for Fiscal Year 2023 - 2024 is $472. It is estimated that the annual vacation cash-out would be $3,443.

Alternatives:

Do not approve the recommended changes and provide staff direction.

Recommendation:

Adopt a Resolution:

A. Authorize the Finance Director to amend the salary schedule to remove the Relief Dispatcher classification from Part-Time, Extra Help, Limited Term and At-Will Contract Employees.

B. Approve bilingual pay incentive for part-time/temporary employees who are proficient in speaking a foreign language and authorize the Finance Director to amend the salary schedule.

C. Approve one-time bilingual pay stipends to avoid negative transition impacts.

D. Authorize amendment of the Personnel Rules and Regulations to provide for vacation accrual during probationary period and cash-out of accrued vacation to probationary employees who separate from City service during probation.

Attachments:

1. Attachment 1 - Resolution

2. Attachment 2 - Temp Salary Schedule

3. Attachment 3 - Costing
Prepared By: Submitted By:

Aricka Espinoza
Administrative Analyst II
Diana Langley
City Manager

ATTACHMENT 1

RESOLUTION NO.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY

APPROVING THE SALARY SCHEDULE CHANGES AND VACATION PAYOUT FOR

PROBATIONARY EMPLOYEES AT TIME OF SEPARTAION
WHEREAS, City staff reviewed the salary schedule and made recommendations to update it by eliminating an unused part-time/temporary classification title; WHEREAS, City staff recommends part-time/temporary employees be eligible to use foreign language for City service and eligible to receive bilingual incentive as determined by the City;

WHEREAS, City staff would like to amend the personnel rules governing probationary employees vacation accrual, usage and cash-out;
NOW, THEREFORE, the City Council of the City of Yuba City does hereby resolve as follows:

1) The Director of Finance is authorized to eliminate the Relief Public Safety Dispatcher classification from the Part-Time, Extra Help, Limited Term and At-Will Contract Employees section of the salary schedule.
2) The Director of Finance is authorized to amend the salary schedule to include bilingual pay at the rate of 2.25% percent of base salary for qualifying part-time/temporary employees. 3) The Council authorizes ay one-time bilingual pay stipends for four employees (POA, FLM, and Confidential) already receiving bilingual pay who would otherwise be negatively impacted by the change to percentage calculation methodology, in the amount of $20, $202, $170, and $80. 4) Section 2.08(C) of the Personnel Rules shall be amended to read as follows:

Probationary employees shall earn vacation leave on a prorated basis, per pay period, at the rate provided in the applicable MOU, compensation and benefits resolution, or employment agreement. Probationary employees are not eligible to use such accrued vacation leave until they have successfully completed thirteen full pay periods of their probationary period.

Neither an extension of a probationary period nor a performance evaluation which reflects an overall rating of below “fulfills job requirements” constitute successful completion of thirteen (13) pay periods. An employee must successfully pass any extended probation or receive at least a “fulfills job requirements” rating before vacation leave may be used.

Should the employee separate prior to successful completion of thirteen pay periods, any accrued vacation leave will be cashed out upon separation at the applicable rate of pay.

The foregoing Resolution of the City Council of the City of Yuba City was duly introduced, passed and adopted at a regular meeting thereof held on the 20th day of February 2024.

AYES:

NOES:

ABSENT:
_________________________
Shon Harris, Mayor

ATTEST:
__________________________
Ciara Wakefield, Deputy City Clerk

APPROVED AS TO FORM
COUNSEL FOR YUBA CITY:
_________________________
Stacey Sheston, Special Counsel
Best Best & Krieger, LLP

ATTACHMENT 2

2/14/202411:13 AM
Bargaining
JCN CLASSIFICATION Group 1 2 3 4 50110* Intern Worker 18.68 19.61 20.59 21.62 22.704002 Park Maintenance Worker (Temp) 22.23 23.35 24.51 25.74 27.024000 Public Works Maintenance Worker (Temp) 22.23 23.35 24.51 25.74 27.024125 Water/Wastewater Operator-in-Training 22.23 23.35 24.51 25.74 27.022030* Reserve Police Officer (Level I) - see notes 1 & 2 20.83 _ _ _ _ Reserve Police Officer (Level Ia) - see notes 1,2&3 32.05 _ _ _ _ 2020* Reserve Police Officer (Level II) - see notes 1 & 2 16.67 _ _ _ _300 Police Officer Trainee 16.20 _ _ _ _0200* Recreation Worker 16.00 TO 50.00 (Sub Classifications) * Recreation Leader I 16.00 16.46 17.28 * Recreation Leader II 17.28 18.14 19.05 * Recreation Leader III 19.05 20.00 21.00 * Recreation Specialist I 16.00 TO 25.00 * Recreation Specialist II 25.00 TO 50.00 * Lifeguard/Instructor I 17.28 18.14 19.05 20.00 21.00 * Lifeguard/Instructor II 21.00 22.05 23.15 24.31 25.534116 Veterinary Assistant 20.60 21.62 22.70 23.84 25.033410** Fire Recruit 20.40 _ _ _ _3310 Fire Recruit - 40 hour work week 28.56 _ _ _ _1/ Reserves must serve a minimum of 16 hours per month reserve service.

CITY OF YUBA CITY

SALARY SCHEDULE AND GENERAL COMPENSATION PLAN
EFFECTIVE JANUARY 1, 2024
Part-Time, Extra Help, Limited Term, and At-Will Contract Employees

SALARY STEPS

10. 2-20-24 Salary Schedule TEMP

2/14/202411:13 AM

CITY OF YUBA CITY

SALARY SCHEDULE AND GENERAL COMPENSATION PLAN
EFFECTIVE JANUARY 1, 2024
Part-Time, Extra Help, Limited Term, and At-Will Contract Employees 2/ City purchases safety equipment and uniforms (except for regular employees who receive a uniform allowance). Shirts, ties, hats, and badge only are purchased.3/ The Reserve Police Officer would only receive the higher pay after he/she has completed the Field Training Program, has already worked his/her mandatory sixteen hours per month, and is covering a shift or partial shift for a regular full-time Officer. * Indicates classifications which are not eligible for overtime compensation and are exempt from the Fair Labor Standards Act (FLSA).** Indicates classifications whose hourly rates are computed on the basis of an average 56 hour duty week.Effective date for minimum wage increases are based on the work date, not the pay date.EMPLOYEE BARGAINING GROUPS CON - Confidential FLM - 1st Level Manager PUE, Local #1 - General Employees PD - Police Department DH - Department Head FIRE - Fire Department MM - Middle Manager PSMM - Police Sworn Mid Manager FM - Fire Management PFLM - Police First Level Manager

10. 2-20-24 Salary Schedule TEMP

ATTACHMENT 3

On-going One-time Total
FY 2023-24
Bilingual Pay One Time Stipends 472 472
Vacation Payout Change - Estimate Only 3,443 3,443
Total Cost $ - $ 3,915 $ 3,915
General Fund $ 3,915 $ 3,915
Water $ - $ -
Wastewater $ - $ -
SASA $ - $ -
VMF $ - $ -
City of Yuba City
Item # 8 - February 20, 2024 Staff Report

Agenda Item 9

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Administration Department
Presentation By: Diana Langley, City Manager
Summary
Subject: Exclusive Negotiation Agreement with Habitat for Humanity Yuba/Sutter, Inc., for Property Located at 211 and 217 South Walton Avenue
Recommendation: Adopt a Resolution authorizing the Mayor to execute an Exclusive Negotiation Agreement with Habitat for Humanity Yuba/Sutter, Inc., for City-owned properties located at 211 and 217 South Walton Avenue
Fiscal Impact: None associated with the Exclusive Negotiation Agreement. Upon sale of the properties, the City will receive proceeds from the sale of the properties.

Purpose:

To sell City-owned surplus property to Habitat for Humanity Yuba/Sutter, Inc., for the development of affordable senior housing.

Council's Strategic Goal:

This item addresses Council's overarching goal of Quality of Life as the proposed project will provide affordable senior housing.

Background:

On September 1, 2020, the City Council declared 211 South Walton Avenue, APN 54-150-050, 217 South Walton Avenue, APN 57-150-004, and APN 57-220-065 to be surplus properties and directed the City Manager to proceed with disposal of the properties in accordance with the Surplus Land Act (SLA). Per the SLA, staff issued a Notice of Availability and received interest from Habitat for Humanity Yuba/Sutter, Inc. (Habitat for Humanity), to purchase the property for the development of an affordable senior housing project. As Habitat for Humanity is a housing sponsor, and the only respondent to the Notice of Availability, the City is required by the SLA to negotiate in good faith effort.

Analysis:

Habitat for Humanity has applied for various grant funds, and as part of the application, needs to show that the City is working exclusively with them on the sale of the property. The attached Exclusive Negotiation Agreement (ENA) provides for one (1) year for staff to work with Habitat on a Disposition and Development Agreement (DDA). A DDA will need to be approved by the California Department of

Housing and Community Development (HCD) prior to approval by the City Council. The one year will provide staff time to work out funding and timing of the affordable senior housing project with Habitat for Humanity.

Fiscal Impact:

There are no fiscal impacts associated with the Exclusive Negotiation Agreement. Upon sale of the properties, the City will receive proceeds from the sale of the properties.

Alternatives:

Do not authorize execution of the ENA. Staff does not recommend this alternative as the City is required to comply with the Surplus Land Act, and must provide proof to HCD, that negotiations took occurred in good faith.

Recommendation:

Adopt a Resolution authorizing the Mayor to execute an Exclusive Negotiation Agreement with Habitat for Humanity Yuba/Sutter, Inc., for City-owned properties located at 211 and 217 South Walton Avenue Attachments:

1. Attachment 1 - Resolution - Exclusive Negotiation Agreement - Habitat for Humanity

2. Attachment 2 - Exlusive Negotiation Agreement - Habitat for Humanity Prepared By: Submitted By:

Diana Langley
City Manager
Diana Langley
City Manager

ATTACHMENT 1

RESOLUTION NO.

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY

AUTHORIZING THE MAYOR TO EXECUTE AN EXCLUSIVE NEGOTIATION AGREEMENT WITH HABITAT FOR HUMANITY YUBA/SUTTER, INC., FOR CITYOWNED PROPERTIES LOCATED AT 211 AND 217 SOUTH WALTON AVENUE WHEREAS, the City of Yuba City owns certain properties consisting of approximately 1.43 acres at 211 South Walton Avenue and 217 South Walton Avenue, identified by APN’s 57-150-050, 57-220-065, and 57-150-004; and
WHEREAS, the City Council of the City of Yuba City adopted Resolution No. 20-099 declaring the properties to be surplus; and
WHEREAS, the City Council authorized and directed the City Manager, per the Surplus Land Act, Government Code section 54220 et. Seq., to send written notices of availability and offer the properties for sale; and
WHEREAS, Habitat for Humanity Yuba/Sutter, Inc., submitted an offer to purchase the properties, subject to review and approval by the City Council of the City of Yuba City and the California Department of Housing and Community Development; and
WHEREAS, Habitat for Humanity Yuba/Sutter, Inc., proposes to build affordable senior housing on the properties and the City Council has previously identified a need for affordable senior housing; and WHEREAS, Habitat for Humanity Yuba/Sutter, Inc., is applying through various funding programs to fund the proposed affordable senior housing project and needs proof that the City Council is exclusively negotiating with Habitat for Humanity Yuba/Sutter, Inc., on the sale of the properties; and WHEREAS, an Exclusive Negotiation Agreement provides proof that the City Council is exclusively negotiating with Habitat for Humanity Yuba/Sutter, Inc., on the sale of the properties.

NOW THEREFORE, the City Council of the City of Yuba City resolves as follows:

The City Council authorizes the Mayor to execute an Exclusive Negotiation Agreement with Habitat for Humanity Yuba/Sutter, Inc., for the sale of 211 and 217 South Walton Avenue, identified by APN’s 57- 150-050, 57-220-065, and 57-150-004.

The foregoing Resolution was duly and regularly introduced, passed, and adopted by the City Council of the City of Yuba City at a regular meeting thereof held on the 20th day of February 2024.

AYES:

NOES:

ABSENT:

Shon Harris, Mayor

ATTEST:
_____
Ciara Wakefield, Deputy City Clerk

APPROVED AS TO FORM

COUNSEL FOR YUBA CITY
________________________________
Shannon Chaffin, City Attorney
Aleshire & Wynder, LLP
Attachment:

Exclusive Negotiation Agreement

ATTACHMENT 2

EXCLUSIVE NEGOTIATION AGREEMENT
Property at: 211 & 217 South Walton Avenue
THIS EXCLUSIVE NEGOTIATION AGREEMENT (this “ENA”) is entered into as of this 20th day of February, 2024, by and between the CITY OF YUBA CITY, a municipal corporation (“City”) and the HABITAT FOR HUMANITY YUBA/SUTTER, INC., a nonprofit organization (“Developer”).

RECITALS
WHEREAS, the City of Yuba City owns those certain properties consisting of approximately 1.43 acres at 211 South Walton Avenue and 217 South Walton Avenue, identified by APN’s 57-150-050, 57-220-065, and 57-150-004, referred to herein as the “Site” which is shown on the Map of Site attached hereto as Exhibit A, and incorporated herein by this reference, which Site is zoned as Multi-Family (R-3) and is currently vacant and which property the City wishes to develop for affordable housing for seniors; WHEREAS, the City Council of the City of Yuba City adopted Resolution No. 20-099 declaring the Site as surplus property;
WHEREAS, the City Council authorized and directed the City Manager, per the Surplus Land Act, Government Code section 54220 et. Seq., to send written notices of availability and offer the Site for sale;
WHEREAS, Developer submitted an offer to purchase the Site, subject to review and approval by the City Council of the City of Yuba City and the California Department of Housing and Community Development (“HCD”);
WHEREAS, this ENA is proposed with Habitat for Humanity Yuba/Sutter, Inc. (“Developer”) for the Site. Developer has the following qualifications: Since 1993, Developer has built numerous housing projects in Yuba and Sutter Counties and proposes to build a 29-unit affordable housing project for seniors (“Project”);
WHEREAS, the parties recognize and acknowledge the purpose of this ENA is to establish a 365-day period of exclusivity between the parties to assist with facilitating terms and toward the possible execution of a subsequent Purchase Agreement or disposition and development agreement (“DDA”) or similar agreement for the transfer/conveyance of the Site to Developer for development of the Project;
WHEREAS, the Developer’s initial projections conservatively estimate that the Project will produce the following benefits to the City of Yuba City: provide affordable housing for seniors;
WHEREAS, the parties acknowledge and agree that this ENA sets forth general parameters of the Project but no commitments have been made and the ultimate terms of the DDA will be determined through the negotiation; and

NOW, THEREFORE, FOR VALUABLE CONSIDERATION, the receipt of which is hereby acknowledged, City and Developer hereto mutually agree as follows:

1. PURPOSE.

The purpose of this ENA is to provide for a one (1) year period of exclusivity during which Developer will (i) perform due diligence on the Site, (ii) negotiate and execute the DDA with the City, and (iii) raise the capital to fund the Project. Contemporaneously, City and Developer will negotiate in good faith with the goal of reaching terms amenable to both parties that would facilitate the execution of the DDA. Upon completion, the DDA will be presented to HCD for approval, and then the City Council at a public meeting for approval, in its sole discretion. The terms and provisions of a possible DDA shall be subject to, among other things, the following: (a) Any conveyance of property owned by the City (or its constituent agencies) shall be subject to all necessary entitlements / land use permits that are required to be issued by the City and other appropriate permitting authority, and (b) all necessary financing commitments and building permits are ready to be issued, all of which are needed to commence and complete the development of the Project. The development of any Project shall be subject to and consistent with the requirements of the California Environmental Quality Act (“CEQA”), as well as development regulations of City and any Federal, State or local applicable regulations, including those that may be required by funding sources used for the Project.

2. AGREEMENT TO EXCLUSIVELY COOPERATE.
(a) Term. City hereby agrees to cooperate with Developer for a period of three hundred sixty five (365) days, commencing on the effective date of this ENA (the “Term”); and, at the end of that period this ENA shall terminate without notice, unless this ENA is (i) terminated earlier pursuant to Section 8, below, or (ii) continued by mutual consent of the Parties, as evidenced by a written amendment to this Amendment signed on behalf of both parties (“Extended Term”). (b) Negotiate ENA. City and Developer agree, for the period set forth in Subsection

2.(a), above, to cooperate with each other in an effort to agree to and sign a DDA, which meets the terms described in Section 4, below.
(c) Exclusivity. During the term of this ENA, City agrees not to negotiate for the conveyance through sale, lease, or development of any Project similar to the Developer’s Project with any party, other than the Developer (or its successors/assigns, approved by City, for development of the Site.

3. AGREEMENT DEPOSIT.
(a) Initial Agreement Deposit. No deposit is required of Developer. (b) Initial Evaluation of Project Feasibility. Within four months of the commencement of the Term, Developer shall submit the information necessary to evaluate the feasibility of the Project including (i) the Concept Plan; (ii) the initial Pro Forma including all costs and revenues and projected returns; (iii) sources of financing;

and (iv) other information necessary to determine the financial feasibility. (c) ENA Submittals. Within eight months after the Effective Date of this ENA or such extended time as the parties may agree, Developer shall make the ENA submittals (“ENA Submittals”) defined as:
(1) Make due diligence submittals concerning the Site for the Project. (2) Submit to City’s Deputy Development Services Director, an initial proposed Site Plan to include the following: (i) all uses and square footages for the Project, (ii) parking facilities and requirements, and (iii) a proposed plan or plans to guide the overall development of the Site. Developer’s initial Site Plan may be updated from time to time during the Term of this Agreement.
(3) Prepare and submit a detailed Project Pro Forma describing: (i) costs of site grading, development, constructing and financing of all Project improvements; (ii) the assessment of costs for construction of necessary public improvements, including City fees and costs; (iii) the costs of all work and obligations necessary to develop the Project; and (v) all projected revenues from the operation of the Project. Developer’s initial Pro Forma may be updated from time to time during the Term of this Agreement. (4) Submit initial information regarding Developer’s affiliates/partners that will be involved in the Project and its Financial Capability Statement.

Within thirty (30) days after City’s receipt of the ENA Submittals, City shall provide written responses. Such responses may be made by the City Council as a body, from direction given after an open session and closed session, as permitted by law, or the City Manager, as he/she determines appropriate with or without consultation with the City Council.
(d) Additional Information. During the term of this ENA, both the City and Developer shall have the right to request reasonable additional information and data from each other as necessary for review and evaluation. Both parties agree to provide such additional information or data as requested in a timely manner. To the extent permitted by law, all information provided by both parties and marked as “proprietary” shall remain confidential. Both parties shall not distribute any information marked “proprietary” without receiving prior written authorization from either party. Both parties shall have the right to redact information it deems a trade-secret or of high commercial value.

4. TERMS TO BE NEGOTIATED FOR THE ENA OR DDA.

During the term of this ENA, City and Developer shall meet or schedule calls regularly with each other in order to negotiate the ENA or DDA which shall include, without limitation, the following provisions (to the extent applicable):

(a) Term of the DDA. Provisions indicating, the ENA or DDA will be for a period of three hundred sixty-five (365) days or more.
(b) Good Faith Negotiations for a DDA. Provisions stating City and Developer will agree, for the term of the DDA to negotiate diligently and in good faith for the preparation of the DDA to be entered into by City and Developer for the Project. (c) Negotiation with Others. Provisions requiring City, during the term of the ENA, not to approve or conduct a public hearing for any other development of the Project Site, or portion thereof.
(d) Pro Forma. Timing for submittal of a complete pro forma showing the fiscal feasibility for all aspects of the Project.
(e) Necessary Financing. Timing for submittal of evidence reasonably satisfactory to City, including the financing structure and preliminary commitments, demonstrating Developer can and will obtain the necessary financing in an amounts sufficient to pay for development, operation and maintenance of the Project. (f) Schedule of Performance. The term of the DDA and milestones, which must be met to continue the DDA’s effectiveness during its term and one or more options for renewal.
(g) Uses. Appropriate controls to limit the uses allowed for the Project. (h) Compatibility. The planning, design, construction, operation and maintenance of Project shall be coordinated to maximize its compatibility with the abutting and adjacent uses and to minimize environmental, traffic and other impacts on the abutting and adjacent uses.
(i) Real Estate Commissions. Provisions stating (i) neither City nor Developer shall be liable for any real estate commissions or brokerage fees, which may arise here from.

City and Developer each represents it has not engaged a broker, agent or finder in connection with this transaction; and (ii) each party agrees to hold harmless the other party from any claim by any broker, agent or finder retained, or claimed to have been retained, by that first party.
(j) Conflicts of Interest. A provision stating for the term of the ENA, no member, officer or employee of City, during the term of his or her service with City, shall have any direct or indirect interest in the ENA or obtain any present or anticipated material benefit arising, therefrom.
(k) Indemnity. A defense, indemnification and hold harmless provision similar to that set forth in Section 7 of this ENA.
(l) Legal Compliance. Compliance with all Federal, State and local laws, including labor laws.

5. CITY’S RESERVATION OF POLICE POWERS.

Environmental analysis pursuant to the CEQA will occur as the Project’s plans are developed. Developer has sole responsibility to pursue and obtain any and all necessary environmental approvals for the Project pursuant to CEQA at its sole cost and expense. Developer will undertake the studies, reports and analyses required at its sole cost and expense. The City shall serve as lead agency for purposes of environmental review under CEQA and Developer shall provide to City, in advance, all funds necessary to cover the costs of such environmental review.

Developer understands that all approvals are subject to the City’s sole and absolute discretion in the exercise of its police powers and assumes the risk of not obtaining its entitlements for the Project. Approval of all such entitlements shall be a condition precedent to the execution of the DDA which condition shall be for the benefit of each of Developer and City. Developer acknowledges and agrees that this Agreement does not constitute a disposition of property by the City and Developer acknowledges and agrees that it has not acquired and will not acquire, by virtue of the terms of this Agreement, any legal or equitable interest in real or personal property from City or the City. Execution of this Agreement does not constitute “approval” of a “project,” as those terms are defined in CEQA. The parties understand that City has complete and unfettered governmental discretion to reject the Project and/or any DDA, and other documents related to the development without explanation or cause prior to the mutual execution of the DDA or other binding documents between the parties. The risk of loss of all processing, design and developmental costs incurred by Developer with the City prior to the approval and execution of the DDA shall be absorbed entirely by Developer.

6. LIMITATION ON LIABILITIES AND REMEDIES FOR BREACH OR DEFAULT AND RELEASE OF CLAIMS.
(a) No Monetary Damages. Neither party would have agreed to any part of this ENA if it were to be liable to the other party for any amounts of monetary damages.

Accordingly, both parties acknowledge and agree each party’s exclusive right and remedy upon any breach or default of the other party to negotiate in good faith, as set forth in this ENA, is to terminate this ENA or seek specific performance regarding the exclusivity provisions of this ENA, as applicable. (b) Release and Waiver. Each party acknowledges it is aware of the meaning and legal effect of California Civil Code Section 1542, which provides:

A GENERAL RELEASE DOES NOT EXTEND TO

CLAIMS WHICH THE CREDITOR DOES NOT KNOW

OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT

THE TIME OF EXECUTING THE RELEASE, WHICH IF

KNOWN BY HIM OR HER MUST HAVE MATERIALLY

AFFECTED HIS OR HER SETTLE-MENT WITH THE
DEBTOR.

Civil Code Section 1542 notwithstanding, it is the parties’ intention to be bound by the limitation on remedies set forth in this Section, and each party hereby releases

any and all claims against the other party for monetary damages or other legal or equitable relief, whether or not such released claims were known or unknown to the releasing party as of its entry into this ENA. Each party hereby waives the benefits of Civil Code Section 1542 and all other statutes and judicial decisions (whether state or federal) of similar effect.
____________ ______________
City Initials Developer Initials

7. INDEMNIFICATION.

Developer agrees to defend City and each of its officers, contractors, agents and employees (the “City Indemnified Parties”) from any and all claims and legal actions by any third party alleging any act or omission related, directly or indirectly, to this ENA. In addition, Developer shall indemnify and hold harmless the City Indemnified Parties from any and all damages, liability, awards, judgments and costs, including reasonable attorneys’ fees and court costs (collectively, “Damages”) to the extent caused by Developer or any of its officers’, contractors’, agents’ or employees’ negligent act or omission or willful misconduct; except to the extent such Damages are caused by any of the City Indemnified Parties’ negligent act or omission or willful misconduct.

Developer understands that such indemnity includes the obligation to defend any entitlements granted and that such a provision will be included in the DDA.

8. PROHIBITION ON TRANSFER WITHOUT AUTHORITY APPROVAL.

The Developer shall not sell, transfer, or assign this Agreement or any part thereof without the prior written consent of the City Council expressed by resolution, and then only under such conditions as may therein be prescribed.

9. TERMINATION BY DEVELOPER.

If Developer, in its discretion, determines it is in the best interests of Developer to terminate this ENA, then with or without cause, upon forty-five-days’ (45-days’) notice (“Termination Notice”), Developer may terminate this ENA; provided, that the indemnification obligations of Developer hereunder shall remain in effect. The purpose of the 45-day Termination Notice is to allow the Parties a significant period to consult on whether any actions could be taken to avoid the termination but Developer is under no obligation to withdraw the Termination Notice.

10. NOTICES.

All notices, including, without limitation, all approvals and consents, required or permitted under this Agreement shall be delivered in person, by messenger, by overnight mail courier, or by registered or certified mail, postage prepaid, return receipt requested, to each party at its address shown below, or to any other notice address designated in writing by such party. Each such notice shall be deemed delivered to the party to whom it is addressed: (i) if personally served or delivered, upon delivery; (ii) if given by registered or certified mail, return receipt requested, deposited with the United States mail postage prepaid, two (2) days after such notice is deposited with the United States mail; (iii) if given by overnight courier, with courier charges prepaid, twenty-four (24) hours after

delivery to said overnight courier; or (iv) if sent by electronic mail, when received as evidenced by confirmation of receipt (provided that written notice shall have been simultaneously given by other means).

City: City of Yuba City
1201 Civic Center Boulevard
Yuba City, CA 95993
Attention: City Manager
With a copy to: Aleshire & Wynder, LLP
2440 Tulare Street, Suite 410
Fresno, CA 93721
Attention: Shannon Chaffin, Esq.

Developer: Habitat for Humanity Yuba/Sutter, Inc.
202 D Street
Marysville, CA 95901
Attention: Joseph Hale, CEO

11. COUNTERPART ORIGINALS.

This ENA may be executed in counterpart originals which, when taken together, shall constitute but one and the same instrument.

12. ENTIRE AGREEMENT; AMENDMENT.

This ENA represents the entire agreement of the parties and supersedes all negotiations or previous agreements between the parties with respect to the Project the matters contained herein.

This ENA may only be amended as agreed to in writing and upon the signatures of the parties hereto. Notwithstanding the foregoing, this ENA will be superseded by the ENA, if and when the proposed ENA is executed by Developer, approved by City, in the manner required by law, and executed by City.

13. GENERAL PROVISIONS.

This Agreement and all terms and conditions hereof shall be governed by and construed and enforced in accordance with the laws of the State of California. Any term herein can be waived only by a written waiver signed by the party against whom such waiver is to be asserted. All provisions shall not be construed in favor of or against either party, but rather as if both parties prepared this Agreement. This Agreement shall inure to the benefit of and bind the respective successors and assigns of City and Developer, provided, however, Developer shall not have the right to transfer or assign any of its rights or obligations under this Agreement. Nothing in this Agreement shall create any personal obligation or liability of City’s City Manager, staff member, employee, or agent of City for any obligation of City under this Agreement and, conversely, nothing in this Agreement shall create any personal obligation or liability of any partner, member, principal, shareholder, employee, or agent of Developer for any obligation of Developer under this

Agreement. The Recitals above are incorporated by reference as substantive provisions of this Agreement.

14. PURPOSE AND AUTHORITY.

City’s execution of this Agreement is merely an agreement to enter into an exclusive negotiation period pursuant to the terms set forth herein, reserving final discretion and approval by City as to any proposed DDA and all proceedings and decisions in connection therewith. The parties to this Agreement each represent and warrant to one another, that (i) the individual(s) executing this Agreement on behalf of such party has been duly authorized to execute and deliver this Agreement on behalf of such party, (ii) such party is duly organized and existing, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) entering into this Agreement does not violate any provision of any other agreement to which such party is bound.
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]

01135.0020/683566.1

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written.

CITY:

CITY OF YUBA CITY, a municipal
corporation
By:___________________________________
Shon Harris, Mayor
ATTEST:
_____________________________________
Ciara Wakefield, Deputy City Clerk
APPROVED AS TO FORM:
_____________________________________
Shannon Chaffin, City Attorney
DEVELOPER:

HABITAT FOR HUMANITY
YUBA/SUTTER, Inc., a non-profit
organization
By: __________________________________
Joseph Hale, CEO

Agenda Item 10

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Administration Department
Presentation By: Diana Langley, City Manager
Summary
Subject: Merriment Village Apartments - Homekey 3.0 Grant Application Submittal Recommendation: Repeal Resolution No. 23-056 and adopt a Resolution authorizing a joint application with Habitat for Humanity Yuba/Sutter, Inc, to apply for Homekey 3.0 funds through the State Department of Housing and Community Development for a 79-unit affordable housing project located at 428 North Walton Avenue, which is Phase 1 of the proposed 217-unit Merriment Village Apartments Fiscal Impact: Habitat for Humanity is requesting a contribution of $1,787,922 from the City toward City of Yuba City development fees, $465,000 of accumulated Permanent Local Housing Allocation (PLHA) Funding toward construction activities, and $155,000 of PLHA funds annually after the third year of operation, provided that the City continues to receive PLHA funds.

Purpose:

To provide affordable housing options through the development of Habitat for Humanity's proposed Merriment Village Apartment Project, a 217-unit apartment complex located on the east side of Walton Avenue, north of Franklin Road. The project will be broken into multiple phases, with Phase 1 including a 79-unit apartment building and the site work for the entire project.

Council's Strategic Goal:

This proposed project addresses Council's goals of Public Safety, Fiscal Responsibility, and the overarching goal of Quality of Life.

Background:

Vice Mayor Harris and Councilmember Boomgaarden worked on a committee with Habitat for Humanity to explore opportunities to provide affordable housing options within Yuba City utilizing the California Department of Housing and Community Development's (HCD) Homekey funding. Through the process, the team evaluated existing hotel/motel sites for the potential to convert to affordable housing. In evaluating these sites, the owners were either unwilling to sell, were asking too much for the property, or the sites were not a good fit for conversion to affordable housing. Once it was determined that an existing site was not an option, consideration was turned to vacant properties for new construction.

The committee looked at a couple of vacant properties that were large enough to accommodate a sizable project, and landed on a 7.47-acre property located on the east side of Walton Avenue, north of Franklin Road, identified as 428 North Walton Avenue, APN 58-120-001. Habitat for Humanity brought their design team together, consisting of Hilbers, Inc. of Yuba City and BSB Design of Sacramento to develop a site plan for a proposed 217-unit apartment complex titled Merriment Village Apartments.

Homekey is a statewide effort to sustain and rapidly expand housing for persons experiencing homelessness or at risk of homelessness. Homekey requires lead applicants to be cities, counties, cities and counties, and all other state, regional, and local public entities, which is why Habitat for Humanity is requesting the City's participation in the project. Homekey funding requires a 55-year commitment for the use of the property to be affordable permanent housing. There is an option that the City would be able to sell the property should it not be feasible. However, the use would still be required to meet Homekey standards and must be approved by HCD. Habitat for Humanity will be the owner and property manager for the site, and multiple agencies will provide support services to residents.

On March 21, 2023, the City Council received a presentation on Merriment Village from Habitat for Humanity, which included a request that the City Council consider waiving fees that would be owed the City, totaling $4,500,000, as well as contribute $155,000 of PLHA funding toward the annual ongoing operation of the project. Overall, Council expressed support for the project but had concerns regarding the fee waiver request and contribution of ongoing funding. Council directed staff to bring back the project for formal consideration.

On March 29, 2023, HCD issued a Notice of Funding Availability (NOFA) for Round 3 of Homekey and noted $736 million available statewide. For the Sacramento region, which includes the counties of El Dorado, Placer, Sacramento, Sutter, Yolo, and Yuba, there is a total of $37,158,338 available. Funding available through Homekey 3.0 will not be enough to fund the entire project, which is estimated at close to $75 million, so Habitat for Humanity is proposing to split the project into multiple phases and evaluate other funding programs for the remainder.

Also in regard to funding, in July 2020, the City applied for the Permanent Local Housing Allocation (PLHA) grant under HCD. The City was awarded approximately $310,000 on an annual basis. The City was required to submit a plan to allocate the PLHA funding with the grant application and the City committed to utilizing 50% for the pre-development, development, acquisition, rehabilitation, and preservation of affordable, multi-family rental housing projects in collaboration with the Regional Housing Authority and other affordable housing developers. The remaining 50% is to be used for supportive services and programs for the local homeless population in collaboration with Sutter County, Sutter Yuba Homeless Consortium, and other qualified homeless service providers. Over the five years covered by the current Notice of Funding Availability under the PLHA program, the City is projected to receive a total of $1,866,000.

The scope for the entire proposed Merriment Village Apartments includes the following:
• 70 Studio Units
• 67 1 Bedroom/1 Bathroom Units
• 79 2 Bedroom/1 Bathroom Units
• 1 3 Bedroom/2 Bathroom Unit
• Clubhouse/Supportive Services
• Facilities Building
On April 18, 2023, the City Council received an updated presentation on Merriment Village. HCD

released the Notice of Funding Availability for Homekey 3.0 and only $37,158,338 is available for the Sacramento region. With an estimated project cost close to $75 million, it is not possible for the entire proposed Merriment Village Project to be funded through the Homekey program. Habitat for Humanity is proposing to split the project into multiple phases, with Phase 1 including the 4-story, 79-unit building comprised of 2 bedroom/1 bathroom units fronting Walton Avenue, and the site work for the remainder of the site. If approved by Council, the City and Habitat for Humanity will be applying for up to $25 million for Phase 1.

On May 2, 2023, the City Council adopted Resolution No. 23-056 authorizing a joint application with Habitat for Humanity to apply for Homekey 3.0 funds for Phase 1, and authorized the Mayor to submit a Funding Commitment letter for the City contributions. The application was submitted to HCD in May 2023.

Analysis:

HCD reviewed the Homekey application and is requesting a modification to Resolution No. 23-056. The Resolution authorized the City Manager to execute the application and Homekey documents. However, HCD staff have indicated that unless the City has an Ordinance that allows the City Manager to execute the documents, the Mayor must execute the documents. The City does not have such and Ordinance, and therefore, staff is requesting that the City Council repeal Resolution No. 23-056 and adopt a new Resolution authorizing the Mayor to execute the Homekey documents.

Fiscal Impact:

Habitat for Humanity is requesting that the City Council consider waiving fees that would be owed to the City, totaling $1,787,922 as well as contribute $465,000 of accumulated Permanent Local Housing Allocation (PLHA) funding toward construction, and $155,000 of ongoing PLHA funds annually after the third year of operation, provided that the City continues to receive PLHA funds. If the application is approved by HCD, staff will prepare a formal proposal for repayment of the City development fees for Council consideration.

Alternatives:

Do not approve the modified Resolution and do not pursue Homekey 3.0 funds.

Recommendation:

Repeal Resolution No. 23-056 and adopt a Resolution authorizing a joint application with Habitat for Humanity Yuba/Sutter, Inc, to apply for Homekey 3.0 funds through the State Department of Housing and Community Development for a 79-unit affordable housing project located at 428 North Walton Avenue, which is Phase 1 of the proposed 217-unit Merriment Village Apartments.

Attachments:

1. Resolution - Joint Application with Habitat for Humanity Prepared By: Submitted By:

Diana Langley
City Manager
Diana Langley
City Manager

ATTACHMENT 1

AUTHORIZING RESOLUTION
RESOLUTION NO. ______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY

AUTHORIZING JOINT APPLICATION TO AND PARTICIPATION IN THE HOMEKEY

PROGRAM
WHEREAS:

A. The Department of Housing and Community Development (“Department”) has issued a Notice of Funding Availability, dated March 29, 2023 (“NOFA”), for the Homekey Program (“Homekey” or “Program”). The Department has issued the NOFA for Homekey grant funds pursuant to Health and Safety Code section 50675.1.3 (Assem. Bill No. 140 (2021-2022 Reg. Sess.), § 20.).

B. The City of Yuba City (“Co-Applicant”) desires to jointly apply for Homekey grant funds with Habitat for Humanity Yuba/Sutter, Inc. (“Corporation”).

Therefore, Co-Applicant is joining Corporation in the submittal of an application for Homekey funds (“Application”) to the Department for review and consideration.

C. The Department is authorized to administer Homekey pursuant to the Multifamily Housing Program (Chapter 6.7 (commencing with Section 50675) of Part 2 of Division 31 of the Health and Safety Code). Homekey funding allocations are subject to the terms and conditions of the NOFA, the Application, the Department-approved STD 213, Standard Agreement (“Standard Agreement”), and all other legal requirements of the Homekey Program.

THEREFORE, IT IS RESOLVED THAT:

1. Co-Applicant is hereby authorized and directed to submit a joint Application to the Department in response to the NOFA, and to jointly apply for Homekey grant funds in a total amount not to exceed $25,000,000.

2. If the Application is approved, Co-Applicant is hereby authorized and directed to enter into, execute, and deliver a Standard Agreement in a total amount not to exceed $25,000,000, any and all other documents required or deemed necessary or appropriate to secure the Homekey funds from the Department and to participate in the Homekey Program, and all amendments thereto (collectively, the “Homekey Documents”).

3. Co-Applicant acknowledges and agrees that it shall be subject to the terms and conditions specified in the Standard Agreement, and that the NOFA and Application will be incorporated in the Standard Agreement by reference and made a part thereof. Any and all activities, expenditures, information, and timelines represented in the Application are enforceable through the Standard Agreement. Funds are to be used for the allowable expenditures and activities

identified in the Standard Agreement.

4. The Mayor is authorized to execute the Application and the Homekey Documents on behalf of Co-Applicant for participation in the Homekey Program.

I HEREBY CERTIFY that the foregoing resolution was introduced and read at a Regular Meeting of the City Council of the City of Yuba City on the 20th day of February, 2024, and was duly adopted at said meeting by the following vote:

AYES:

NOES:

ABSENT:
_______________________
Shon Harris, Mayor
ATTEST:
______________________________
Ciara Wakefield, Deputy City Clerk

APPROVED AS TO FORM

COUNSEL FOR YUBA CITY
________________________________
Shannon Chaffin, City Attorney
Aleshire & Wynder, LLP

Agenda Item 11

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Development Services Department
Presentation By: Ben Moody, Public Works & Development Services Director Summary
Subject: Host Fee Agreement with Recycling Industries
Recommendation: Adopt a Resolution to approve the proposed Host Fee Agreement between the City of Yuba City and Recycling Industries
Fiscal Impact: $4.08 per ton of waste transferred to a landfill, approximately $22,000 per year at the current transfer volume
Purpose:

To replace the existing interim agreement a Host Fee Agreement between the City of Yuba City and Recycling Industries.

Council's Strategic Goal:

This item addresses Council’s goal of fiscal responsibility, in that a Host Fee is established to offset ongoing impacts related to the transfer station operations.

Background:

Recycling Industries Inc. (RI) initially operated a recycling center under Use Permit (UP) 07-12 at 140 Epley Drive. UP 07-12 was approved by the Planning Commission on February 29, 2008. In 2012, RI applied for a Use Permit, UP 12-01, to convert its recycling center into a Large Volume Transfer Station (LVTS). After a Public Hearing on July 23, 2014, the Planning Commission approved UP 12-01 for the project subject to compliance with an array of conditions, including a maximum volume of 100 tons per day (TPD) of mixed waste and recyclables and a requirement to enter into a Host Fee Agreement for the project site.

In February 2019, Council approved UP 17-05 and Development Plan 17-03, adopting a Mitigated Negative Declaration Environmental Assessment, and amending previous entitlements, with a key limitation setting a maximum allowable processing limit of 100 tons per day. In April 2021, the City began coordinating with industry experts R3 Consulting Group, of Roseville, CA to help provide relevant information and establish a nexus to determine an appropriate Host Fee amount. Due to the timeline to establish a study and work through the specifics of a long-term agreement, staff proposed to utilize an Interim Host Fee Agreement that was approved by Council on August 18, 2021, with a fee rate of $4.40 per ton of waste transferred to the landfill, with the intent to return with a final Agreement at completion of the R3 study and further consideration with RI.

Analysis:

The City finalized consultation with R3 to determine a new Host Fee amount and receive recommendations on establishing a Host Fee Agreement. The new Agreement considers R3’s findings as well as data analysis and negotiations with Recycling Industries. The new Agreement proposes the following:

1. A Host Fee of $4.08 per ton, beginning January 1, 2025. The existing Host Fee of $4.40 will remain in effect through December 31, 2024.

2. The Host Fee will adjust annually for inflation, utilizing the Consumer Price Index (CPI) for all urban consumers, CUURS49BSA0, not seasonally adjusted, all items index—San FranciscoOakland-Hayward, CA as published by the Bureau of Labor Statistics (BLS), and shall never be less than 0 percent or greater than 3 percent.

3. A 10-year term with up to a 5-year extension and an option to review the host fee if a change in entitlement should affect the allowed tonnage volume.

4. Beginning at the end of the third year of the term, the City and Recycling Industries reserve the right, at their own expense, to analyze the applicable Host Fee Rate during the term.

Each quarter, RI sends the City a check for the Host Fee amount, along with a report detailing how many tons of waste are transferred to the landfill.

Below is a summary of RI’s activity from the start of the Interim Agreement:

OUTBOUND TONS* HOST FEE**
FY 2022
2 nd QUARTER 54.9 (2 months only) $ 241.74
3 rd QUARTER 258.6 $ 1,155.36
4 th QUARTER 528.9 $ 2,327.20
FY 2023
1 st QUARTER 781.5 $ 3,438.78
2 nd QUARTER 706.9 $ 3,110.14
3 rd QUARTER 775.1 $ 3,410.35
4 th QUARTER 1224.4 $ 5,387.36
FY 2024
1 st QUARTER 1299.7 $ 5,718.55
*Outbound tons of waste transferred to landfill
**Host fee received by the City

Fiscal Impact:

The proposed Host Fee will establish a rate of $4.08 per ton of waste transferred to a landfill, inflated annually on July 1st, using the Consumer Price Index (CPI) for all urban consumers, CUURS49BSA0, not seasonally adjusted, all items index—San Francisco-Oakland-Hayward, CA. The Host Fee amount that is received by the City to offset the impacts to the community, related to the recycling and transfer station, will fluctuate depending on the actual tons of waste that are transferred to the landfill.

At the proposed rate of $4.08, at the most recent transfer volume, the Host Fee amount received by the City would be approximately $22,000 per year.

Alternatives:

Do not approve the proposed Host Fee Agreement and utilize the Interim Host Fee Agreement into the future.

Recommendation:

Adopt a Resolution to approve the proposed Host Fee Agreement between the City of Yuba City and Recycling Industries
Attachments:

1. Attachment 1 - Resolution - Host Fee Agreement

2. Attachment 2 - Host Fee Agreement (2024)

3. Attachment 3 - Interim Host Fee Agreement

4. Attachment 4 - Host Fee - R3 Recommendation Memo
Prepared By: Submitted By:

Shannon Sardo
Administrative Analyst
Diana Langley
City Manager

ATTACHMENT 1

RESOLUTION NO. _________

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY

AUTHORIZING THE CITY MANAGER TO EXECUTE A HOST FEE AGREEMENT WITH

RECYCLING INDUSTRIES
WHEREAS, Recycling Industries “Operator” currently operates a recycling center under Use Permit (UP) 07-12 at 140 Epley Drive, located within the corporate limits of the City (“Property”); and
WHEREAS, in 2014, the City approved Use Permit (“UP”) 12-01, which allowed the applicant to convert its recycling center into a Large Volume Transfer Station (“LVTS”) WHEREAS, the City further approved the Application for the siting of the proposed Transfer Station with or without conditions, and State of California, Cal Recycle, and the County of Yuba Environmental Health Department, the Local Enforcement Agency (LEA) issued a Solid Waste Facility Permit (SWFP) #51-AA-0008 for the development and operation of the Transfer Station, and if the Operator develops, constructs and operates the Transfer Station, the Operator is willing to pay to the City, and the City desires to accept Host Fees to defray the costs to the City of hosting the LVTS and development of the Project as hereinafter set forth.

WHEREAS, the Operator applied to modify its previously approved use of the Property to operate the revised LVTS to receive not more than 100 tons of materials per day (“Project”), which required a Development Permit (“DP”), Use Permit and appropriate Environmental Assessment (“EA”) of the Project;
WHEREAS, the Operator applied for DP 17-03, UP 17-05, and EA 17-10 to construct and operate the Project;
WHEREAS, the Operator shall comply with the terms of the SWFP and applicable conditions as identified in the State Minimum Standards for solid waste handling and disposal as specified in Title 14, California Code of Regulations.

WHEREAS, on February 5, 2019, the City Council of the City approved Resolution No. 19-005, denying an appeal of the Planning Commission of the City’s approval of the Project, thereby approving DP 17-03, UP 17-05, and EA 17-10 for the construction and operation of the Project;
WHEREAS, Condition No. 35 of Resolution No. 19-005 requires that, prior to use of the new building for the Project, the Operator is to negotiate a “Host Fee” with the City, calculated based upon the amount of garbage that is ultimately transferred to the Landfill by the Operator; WHEREAS, on August 17, 2021, the City Council approved, and the City and Recycling Industries entered into the Interim Host Fee Agreement; WHEREAS, the Interim Host Fee Agreement requires a New Agreement be negotiated between both parties that will replace the Interim Agreement and establish and annual adjustment to the Host Fee; and
WHEREAS, the Parties now wish to enter into this New Agreement to memorialize their

understandings on the Operator’s obligation to pay City a Host Fee for the operation of the Project.

NOW, THEREFORE, the City Council of the City of Yuba City does hereby resolve as follows:

1. The City Council approves the Host Fee Agreement with Recycling Industries, which was presented to the City Council on this date, as part of the report for this agenda item.

2. The City Manager is hereby authorized to execute the Host Fee Agreement with Recycling Industries, in a form substantially the same as that approved by the City Council on this date, and as approved as to form by the City Attorney.

The foregoing Resolution was duly and regularly introduced, passed, and adopted by the City Council of the City of Yuba City at a regular meeting thereof held on the 20th day of February 2024.

AYES:

NOES:

ABSENT:
________________________
Shon Harris, Mayor
ATTEST:

Ciara Wakefield, City Clerk Administrator

APPROVED AS TO FORM
COUNSEL FOR YUBA CITY:

Shannon Chaffin, City Attorney
Aleshire & Wynder, LLP

{00066384;1 }
ATTACHMENT 2

01248.0014/893497.4
RECYCLING INDUSTRIES INC.

HOST AGREEMENT
with

THE CITY OF YUBA CITY
This HOST AGREEMENT ("Agreement") is executed this day of 2024 (“Effective Date”), by and between the City of Yuba City, a California municipal corporation ("City") and Recycling Industries, Inc, a California Corporation ("Operator"). City and Operator shall each be referred to as “Party” or collectively as “Parties.”

RECITALS
A. Operator currently operates a recycling center under Use Permit (“UP”) 07-12 at 140 Epley Drive, located within the corporate limits of the City (“Property”); and B. In 2014, the City approved UP 12-01, which allowed the Operator to convert its recycling center into a Large Volume Transfer Station (“LVTS”) C. Operator applied to modify its previously approved use of the Property to operate the revised LVTS to receive not more than 100 tons of materials per day (“Project”), which required a Development Permit (“DP”), UP, and appropriate Environmental Assessment (“EA”) of the Project;
D. Operator applied for DP 17-03, UP 17-05, and EA 17-10 to construct and operate the Project and received those approvals attached hereto as Exhibit “B” (“Approvals”); E. The City further approved the application for the siting of the proposed Transfer Station with or without conditions. The State of California, Cal Recycle, and the County of Yuba Environmental Health Department, the Local Enforcement Agency (“LEA”) issued Solid Waste Facility Permit (“SWFP”) #51-AA-0008, a copy of which is attached hereto as Exhibit “C”, for the development and operation of the Project. If the Operator develops, constructs and operates the Project, the Operator is willing to pay to the City, and the City desires to accept Host Fees to defray the costs to the City of hosting and development of the Project as hereinafter set forth.

F. Operator shall comply with the terms of the SWFP and applicable conditions as identified in the State Minimum Standards for solid waste handling and disposal as specified in Title 14, California Code of Regulations.

G. On February 5, 2019, the City Council of the City approved Resolution No. 19-005, denying an appeal of the Planning Commission of the City’s approval of the Project, thereby approving DP 17-03, UP 17-05, and EA 17-10 for the construction and operation of the Project; H. Condition No. 35 of Resolution No. 19-005 requires that, prior to use of the new

01248.0014/893497.4
building for the Project, the Operator is to negotiate a “Host Fee” with the City, calculated based upon the amount of garbage that is ultimately transferred to the landfill by the Operator; I. The Parties wish to enter into this Agreement to memorialize their understandings on the Operator’s obligation to pay City a Host Fee for the operation of the Project, based upon the City’s evaluation of all costs it bears in hosting the Project. This Agreement shall constitute the “New Agreement” referenced in the “Interim Host Fee Agreement” dated August 17, 2021, and shall supersede and replace the Interim Host Fee Agreement, with the changes to the Host Effect Rate taking place the first day after the Effective Date of this Agreement.

NOW, THEREFORE, the preceding recitals and all cited permits and conditions are incorporated by reference and in consideration of the mutual obligations undertaken herein, the receipt and sufficiency of which are hereby acknowledged. It is mutually understood and agreed by the Operator and the City as follows:

1. Definitions. When used in this Agreement, all definitions shall be consistent with Title 27, Division 2 Definitions, Section 20164 (CCR), the following terms shall have the following meanings:
"Act" shall mean The California Integrated Waste Management Act (California Public Resources Code Sections 40000 et seq), as amended from time to time, which, in part, directs all local jurisdictions to promote recycling and to maximize the use of feasible source reduction, recycling, and composting options in order to reduce the amount of solid waste required to be disposed of by land disposal.
“ADC” shall mean Alternative Daily Cover.
“Applicable Law” shall mean all statutes, rules, regulations, guidelines, actions, determinations, permits, orders, or requirements of the United States, State of California, County, City, and local and regional government authorities and agencies having applicable jurisdiction, that apply to or govern the Transfer Station, the Property, or the performance of the Parties’ respective obligations hereunder, including any of the foregoing which concern health, safety, fire, environmental protection, labor relations, mitigation monitoring plans, building codes, zoning, non-discrimination, prevailing wages if applicable, and the Sutter County Integrated Waste Management Plan. All references herein to Applicable Law include subsequent amendments or modifications thereof, unless otherwise specifically limited in this Agreement.
"Construction and Demolition Debris", or "C&D Debris" shall mean solid waste that is source separated or separated for reuse, solid waste, and recyclable materials, including commingled and separated materials, that result from construction work, that are not hazardous, that contain no more than 10% putrescible wastes by volume calculated on a monthly basis, and that the putrescible wastes do not constitute a nuisance, as determined by the LEA.
"Effective Date" shall mean the date on which this Agreement is executed, as shown at the

01248.0014/893497.4
top of the first page of this Agreement.
"Green Material" shall have the meaning ascribed under 14 Cal. Code of Regulations Section 17582(a)(21), as amended, which is currently defined as “any plant material except food material and vegetative food material that is separated at the point of generation, contains no greater than 1.0 of percent physical contaminants by dry weight, and meets the requirements of section 17868.5. Green material includes, but is not limited to, tree and yard trimmings, untreated wood wastes, natural fiber products, wood waste from silviculture and manufacturing, and construction and demolition wood waste. Green material does not include food material, vegetative food material, biosolids, mixed material, material separated from commingled solid waste collection or processing, wood containing lead-based paint or wood preservative, or mixed construction and demolition debris. Agricultural material, as defined in this section 17852(a)(5), that meets this definition of "green material" may be handled as either agricultural material or green material.”.
"Host Fee" shall mean the payments by the Operator to the City for each ton of Permitted Waste and Recyclables delivered to a Landfill, which the Operator has agreed to pay to the City pursuant to the Conditions of Approval for the Transfer Station. Any Green Material delivered to a duly licensed organics composting facility shall be excluded from the calculation of Host Fees.
“Host Fee Rate” shall mean the per ton Host Fee paid by the Operator to the City in the amount and as provided in Section 4 herein.
“Household Hazardous Waste” or “HHW” shall mean material used in residences that may threaten human health or the environment when improperly discarded, usually having one or more of the following characteristics: flammable, toxic, corrosive, and/or reactive. “Household Waste” shall have the meaning ascribed under 27 CCR Section 20164, which as of the date of this Agreement, means any solid waste (including garbage, trash, and sanitary waste in septic tanks) derived from households (including single and multiple residences, hotels and motels, bunkhouses, ranger stations, crew quarters, campgrounds, picnic grounds, and day-use recreation areas).
"LEA" shall mean the Local Enforcement Agency designated by the City as the Sutter County Environmental Health Servicesto enforce the provisions of the Solid Waste Permit. “Landfill” shall have the meaning ascribed under 27 CCR Section 20164, which as of the date of this Agreement, means a waste management unit at which waste is discharged in or on land for disposal. Landfill does not include surface impoundment, waste pile, land treatment unit, injection well, or soil amendments.
"Operations Date" shall mean the first day of business at which Permitted Waste is accepted at the Transfer Station.

01248.0014/893497.4
"Operator" shall mean Recycling Industries, Inc and shall include its successors. “Permitted Waste” shall mean refuse, as defined in 27 CCR Section 20164, and further includes, without limitation: Household Waste, C&D Materials, Green Material, E-Waste, and HHW, which the Transfer Station may receive under its Permits and Applicable Law. "Property" shall mean a parcel of land approximately located at 140 Epley Drive, Yuba City, CA, as more particularly described on Exhibit A to this Agreement, which the Operator proposes to use for the development, construction, and operation of the Transfer Station.
“Project” shall have the meaning set forth in the Recitals. "Recyclables" shall mean any recyclable materials, whether or not source separated, which the Operator determines to accept.
“TPR” shall mean the Transfer Processing Report on file with the LEA and the City for this property.
"Transfer Station" or “LVTS” shall mean the transfer station, as defined in section 40200 of the Act, to be developed, constructed, and operated on the Property and subject to this Agreement.

Any term not otherwise attributed to it shall have the same meaning as defined under the Act.

2. Term of Agreement. This Agreement shall be valid beginning on the Effective Date first written above reflecting the date of approval of this Agreement by the Council of City and shall continue for ten (10) years from the Effective Date, subject to the right of the City, in its discretion, to approve one or more extensions totaling up to five (5) additional years, with the option to review the Host Fee if a change in entitlement should affect the allowed tonnage volume. Operator hereby acknowledges that the Host Fee complies with legal requirements and bears an appropriate nexus to the City’s need to address those impacts identified under the California Environmental Quality Act (CEQA), as described further in the 2019 mitigated negative declaration (MND) for Use Permit 12-01 approved for the Transfer Station. Beginning at the end of the third (3
rd) year of the term, each Party reserves
the right, at its own expense, to analyze the applicable Host Fee Rate during the Term and the Parties hereby acknowledge and agree that they will negotiate in good faith a new per ton Host Fee Rate to apply based on any updated nexus study to be prepared by a waste services consultant agreeable to both Parties. If Operator is initiating the nexus study, Operator shall provide City with a deposit of the estimated cost of such nexus study in advance of the City’s retention of the waste services consultant. The City may delay retaining such consultant to perform the analysis authorized in this Section 2 until such time as Operator provides the deposit.

3. Authorization for Transfer Station Development, Construction, and Operation. The Operator shall be responsible for obtaining all permits and authorizations necessary under applicable law for the development, construction, and/or operation of the Transfer Station on the Property. Operator shall provide the City with a reasonable opportunity to review

01248.0014/893497.4
and comment upon any application to modify or amend any permit before such is filed, provided that the City's approval cannot be unreasonably withheld, conditioned, or delayed.

Operator acknowledges that its experience and expertise are material considerations of the City in entering into this Agreement. As such, Operator shall not assign this Agreement or operations of the Transfer Station to any third party as described herein, without the express prior written consent of the City, not to be unreasonably withheld, conditioned, or delayed. An assignment for purposes of this provision includes any sale, exchange, or other transfer to a third party of more than twenty-five percent (25%) of Operator’s assets dedicated to operating the Transfer Station; or selling, exchanging, or otherwise transferring twenty-five percent (25%) or more of the then-outstanding ownership interests of Operator to a person other than the family members of any owner. Any other transfer shall be subject to City’s reasonable review.

4. Host Fees. From and after the Operations Date, the Operator shall pay to the City Host Fees at the Host Fee Rate based on the monthly tonnage of Permitted Waste and Recyclables delivered to a Landfill, as provided in this Section 4 below. a. Host Fee Rate. Starting on the Effective Date and ending on December 31, 2024, the Operator shall pay to City Four and 40/100 Dollars ($4.40) per ton (“First Host Fee Rate”) of Permitted Waste and Recyclables delivered to a Landfill. Starting on January 1, 2025, and continuing until the last day of the first three (3) years of the Term (as defined in Section 2), the Operator shall pay to City Four and 08/100 Dollars ($4.08) per ton (“Second Host Fee Rate”) of Permitted Waste and Recyclables delivered to a Landfill, which Second Host Fee Rate shall be adjusted for inflation on July 1 st of
each year, starting with July 1, 2025, and continuing through the end of the Term.

Rate adjustments shall be based on changes to the Consumer Price Index (CPI) for all urban consumers, CUURS49BSA0, not seasonally adjusted, all items index— San Francisco- Oakland-Hayward, CA as published by the Bureau of Labor Statistics (BLS). The percent changesin the CPIshall be computed using the current and prior year April values for this index. If this index is discontinued, it will be replaced by the index that most closely approximates the discontinued index, which index shall be approved by the Contract Administrator. The annual CPI adjustment to rates shall never be less than 0 percent or greater than 3.0 percent. Any percentage amount calculated which is lower or higher than these thresholds shall be carried forward and included in subsequent rate adjustments through the end of the Term; provided, however, that the total amount of those adjustments remain within the above range. After the conclusion of the third year of the Term, any further CPI adjustments shall be subject to the Parties’ rights set forth in Section 2 of this Agreement. The Parties further agree to draft and execute any addendum(s) to this Agreement as may be needed to memorialize the terms of any new or revised Host Fee Rates.
b. Books and Records. The Operator shall maintain complete and accurate books and records of Permitted Waste and Recyclables deposited at the Transfer Station sufficient to determine the amount of Host Fees payable to the City, including, without limitation, weight tickets for all Permitted Waste and Recyclables deposited at the Transfer Station as well as weight tickets for each outbound vehicle of Permitted Waste and Recyclables delivered to a Landfill, , buyback recycling facility, recycling center or other recycling, organics composting facility, or recovery or reuse facility of any type. Such books and records shall be available for

01248.0014/893497.4
inspection and copying by the City or its agent upon reasonable notice of not less than 48 hours at the Transfer Station during operating hours of the Transfer Station, or as otherwise required by this Agreement or any conditions of siting approval; c. Payment Method. Remit Host Fees payable to the City on a quarterly basis not later than the last calendar day of the calendar month following the end of each calendar quarter, for the preceding calendar quarter, beginning the first quarter following the Effective Date of the Agreement.
d. Accounting. Operator shall keep daily accurate and complete records of Transfer Station operations with respect to vehicular weight and tonnage of inbound Permitted Waste and Recyclables delivered to a Landfill, buyback recycling facility, recycling center or other recycling, organics composting facility, or recovery or reuse facility of any type. Such records shall be in paper, electronic, magnetic or other media in sufficient detail to allow Operator to calculate, and City to corroborate, the Host Fee, any tonnage received at the Transfer Station, any Landfill, buyback recycling facility, recycling center or other recycling, organics composting facility, or recovery or reuse facility of any type so as to allow City to determine compliance with the provisions of this Agreement. Submit with each payment of Host Fees to the City an accounting by month of the amount of fees payable to the City and all tonnage of Permitted Waste and Recyclables deposited at the Transfer Station during the calendar quarter for which payment is made and weight tickets for each outbound vehicle of Permitted Waste and Recyclables delivered to a Landfill, buyback recycling facility, recycling center or other recycling, organics composting facility, or recovery or reuse facility of any type for the same period. City acknowledges that the Permitted Waste or Recyclables deposited at the Transfer Station shall not be subject to payment of the Host Fee or other separate City fee, and that the information of such materials deposited at the Transfer Station is merely sought to assist the City in better ascertaining the flow of such materials into and out of the Transfer Station. e. Audit. The City shall cause a copy of any report of an audit by the City of the books and records of the Transfer Station delivered to the Operator and Permitted Waste and Recyclables delivered to a Landfill within thirty (30) calendar days from receipt thereof. If any such audit report establishes that there has been an underpayment of Host Fees to the City, the Operator shall remit the amount of the underpayment to the City within thirty (30) calendar days from receipt from the City of notice of the underpayment and a copy of the report plus a late fee equaling five percent (5%) of the amount of the shortfall. If any such audit report establishes that there has been an overpayment to the City, the Operator may take a credit against amounts otherwise payable to the City in the amount of the overpayment; or if there are no such amounts against which to take a credit. The City shall remit the overpayment to the Operator within thirty (30) calendar days from the City's receipt of the audit report and a written demand from the Operator. f. Payment Disputes. The City must notify the Operator in writing of any dispute regarding payment of Host Fees to the City within two (2) years from the last calendar day of the month for which disputed fees are payable. Otherwise, any such dispute is deemed waived;
g. Reimbursement of Costs. The Operator shall not be required to pay or reimburse the City, or otherwise compensate the City or its agent for costs incurred in

01248.0014/893497.4
connection with inspecting, copying or auditing of books and records of the Transfer Station. However, if a dispute arises between the City and the Operator regarding the amount of Host Fees payable to the City, and the City determines that it is necessary to conduct a special audit in connection with such dispute, the Operator shall reimburse the City for fifty percent (50%) of the reasonable costs incurred by the City in connection with such special audit. h. Confidentiality. The City acknowledges that the books and records of the Transfer Station contain information which constitutes trade secrets. The City shall treat all information obtained from inspection and copying of books and records of the Transfer Station as confidential and shall neither disclose nor permit disclosure of such information to persons other than the City, its employees or agents only as required by law or in a legal action subject to a protective order. The Operator may redact trade secrets or other confidential information from books and records of the Transfer Station prior to inspection or copying by the City or its agents, provided such redactions do not include numerical or other information required to determine the amount of Host Fees payable to the City.
i. Effect of Termination of Agreement. If this Agreement is terminated, Host Fees shall be paid to the date of termination and no further payments of Host Fees shall be due from the Operator to the City.
j. Calibration of Scales. The Operator shall test and calibrate all scales at the Transfer Station in accordance with Applicable Law. Upon City request, it shall provide the City with copies of scale testing results, including but not limited to any results from State-conducted inspections. The Operator shall further cause its qualified contractor to test and calibrate any or all scales upon written request therefore by the City, within three (3) days of such request; provided that if Operator can demonstrate to City that completion of such test and calibration is delayed by the LEA,said three (3)-day timeline shall be extended for the period of the delay caused by the LEA. If such test results indicate that the scale or scales comply with Applicable Law, the City will reimburse the Operator the direct costs of such tests, not including the cost of personnel time utilized in conduction such test. If Cityrequested test results indicate that the scale or scales did not comply with Applicable Law, then all weight measurements recorded and Host Fees calculated, charged and paid, as the case may be, from the date of such request, shall be adjusted and corrected consistent with the results of such test. Commercial collection vehicles and transfer trucks shall be assigned a number for weighing purposes. Tare weights shall be checked at least annually or promptly upon reasonable City request, but not more than twice per year.

5. Benefits to the Transfer Station. In consideration for the Operator's agreement to locate the Transfer Station in the City, and for Host Fees as provided in this Agreement, the City shall not levy any new taxes or assess any fees which are not uniformly assessed but rather are assessed upon a class based on the ownership or operation of a waste transfer station or solid waste management facility and which directly impact the services rendered by the Operator.

6. Assignment of Agreement. This Agreement shall be binding on the Operator, its successors and assigns. This Agreement shall be deemed to be a covenant running with the land.

01248.0014/893497.4

7. Default.
a. If Operator or the City commits a material breach of this Agreement in regard to payment, the breaching party shall have a period of thirty (30) calendar days from and after receipt of written notice from the other of such breach in which to cure the breach. If the breaching party fails to cure the breach during such period, the breaching party shall be in default;
b. If Operator or the City commits a material breach of this Agreement other than in regard to payment, the breaching party shall have a period of thirty (30) calendar days from and after receipt of written notice from the other of such breach in which to cure the breach, or a longer period if the breaching party has diligently attempted to cure the breach during such period but has been unable to do so. If the breaching party fails to cure the breach during such period, as extended, the breaching party shall be in default;
c. The City recognizes that the cure of breach may require regulatory approval from the LEA or some other regulatory agency and that the time of preparation of a request for such approval as well as the time it takes for the regulatory agency to review such a request shall be part of the cure period; d. In the event that either party is in default under this Agreement, the party not in default shall have the right to enforce all rights and remedies under this Agreement, as well as to pursue any other remedy now or hereafter available under applicable law; and
e. Nothing in this Agreement to the contrary shall delay or hinder the immediate enforcement of this Agreement, ordinance or law which may, in any manner, negatively impact the public health, safety or welfare.

8. Enforcement of Agreement. In any action to enforce this Agreement, the non-defaulting party shall be entitled to an award of reasonable attorney's fees and costs incurred in connection with such action.

9. Indemnification. The Operator shall defend, indemnify and hold the City, its agents, servants, officers, employees, consultants and attorneys harmless from and against all thirdparty claims, judgments, orders, fines, penalties and other liabilities (including without limitation reasonable attorney's fees and costs) resulting from the acts or omissions or negligence of the Operator during operation by the Operator of the Transfer Station or arising out of this Agreement.

10. Compliance with Applicable Laws. The Operator shall conduct operations at the Transfer Station in accordance with all applicable federal, state, and local laws.

11. General Provisions.
a. Amendments. This Agreement may be terminated, amended or otherwise modified only by written agreement duly executed on behalf of the City and the Operator; b. Captions. Captions in this Agreement are for the convenience of reference only and do not affect this Agreement or its interpretation; c. Exclusivity. This Agreement sets forth the entire, final and exclusive Agreement and understanding of the City and the Operator in respect to the matters covered

01248.0014/893497.4
hereby;
d. Governing Law, Venue and Jurisdiction. This Agreement and all disputes hereunder shall be governed by the laws of the State of California. e. Notification. All notices and other correspondence required permitted under this Agreement shall be given at the following addresses or such other addresses as the City or the Operator may in writing designate: If mailed, two (2) days after being deposited in the U.S. mail, registered or certified, return receipt requested, to the address shown above; or if deposited with a commercial courier for next day delivery, one (1) day after being so deposited,
f. Recitals. The Recitals are a part of this Agreement; g. Severability. If any provision of this Agreement or any document executed in connection herewith shall be or become invalid, illegal or unenforceable in any respect under any applicable law, the validity, legality or enforceability of the remaining provisions contained herein or therein shall not be affected or impaired.

In such case, the Parties shall achieve the purpose of the involved provision by agreeing to a new, legally valid and enforceable provision, which shall become part of this Agreement or such document;
h. Singular and Plural. The use of the singular form includes the plural and use of the plural form includes the singular;
i. Third Parties. Nothing in this Agreement is intended to confer any right or remedy on any person other than the City and the Operator, and their respective successors and permitted assigns, nor is anything in this Agreement intended to affect or discharge any obligation or liability of any third persons to the City or the Operator, nor to give any such third person any right of action or subrogation against the City or the Operator;
j. Waiver. The failure of the City or the Operator at any time to require the performance of any provision of this Agreement shall not affect its right to enforce the provision at a later time. No waiver of any nature by the City or the Operator, whether by conduct or otherwise, shall be deemed to be a continuing waiver.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement in the City of Yuba City, County of Sutter, State of California, on the date set forth above.

ATTEST:

City Clerk
APPROVED AS TO FORM:

City Attorney
CITY OF YUBA CITY, a California
municipal corporation
By:

Mayor
RECYCLING INDUSTRIES, INC, a
California corporation
By:

Name:

Its:

By:

Name:

Its:

01248.0014/893497.4
EXHIBIT “A”

DESCRIPTION OF PROPERTY

EXHIBIT “B”

APPROVALS

EXHIBIT “C”

FACILITY PERMIT

ATTACHMENT 3

ATTACHMENT 4

1512 Eureka Road, Suite 220, Roseville, CA 95661 | p 916.782.7821 | f 916.782.7824 | www.r3cgi.com Introduction
The City of Yuba City (City) contacted R3 Consulting Group Inc. (R3) to conduct a Host Fee Study regarding the proposed expansion of Recycling Industries’ transfer facility. This engagement focused on supporting the establishment of a Host Fee to allow Recycling Industries to expand its operations; and assisting the City in defining the parameters and justification of applying the Host Fee.

Background
Transfer Stations
Transfer Stations are light industrial facilities that accept waste material from solid waste collection trucks (contracted or municipal haulers) and/or private haulers (the general public). Communities rely on Transfer Stations to move solid waste material efficiently from the point of collection to receiving end-destination facilities (Materials Recovery Facilities (MRFs) or landfills). Transfer Stations are typically required to transfer material to an end-destination facility within 48 hours of receiving said material.

Benefits associated with Transfer Stations include consolidation of smaller waste material loads into more aggregated collection capacity, flexibility in waste handling and options for future disposal (at other facilities), screening of mixed waste material, reduction of traffic at disposal facilities (by utilizing a Transfer Station instead), and convenient drop-off centers for residential waste, green waste, and recyclables.

Transfer Stations are an intermediate location, not a final destination for solid waste material.

Recycling Industries Transfer Station
Recycling Industries Transfer Station is an active and permitted (SWIS #51-AA-0008) large volume transfer/processing facility located at 140 Epley Dr. in Yuba City California. The facility carries a design capacity for up to 500 tons of material per day but is currently permitted to receive up to only 100 tons per of material per day, or 238 vehicles through the front gate, whichever occurs first. The facility is permitted to accept mixed municipal waste, wood waste, and green waste. The facility operates 365 days per year, including holidays.

Recycling Industries submitted a proposal to modify existing Use Permit No. 12-01 and increase the operating capacity of the facility by:

Increasing tonnage capacity per day from 100 tons to 260 tons per day by 2020, and 300 tons per day by 2030;
Increasing the facility footprint from 3 to 4 acres;
To: Mr. Benjamin Moody, City of Yuba City
From: Nate Forst and Ryan Calkins, R3 Consulting Group, Inc.

Date: July 18, 2023
Subject: Version 3: Host Fee Development

July 18, 2023

Increasing the size of the onsite building from 18,000 to 21,600 sq. ft.; Adding additional driveways for increased public access; Increasing onsite parking;
Adding planters and trees to provide shade; and
Improving and enhancing onsite landscaping.

Host Fees Assessed on Solid Waste Facilities
Host Fees are compensation payments to a community in return for the community’s willingness to host a solid waste facility, such as a transfer station. Facilities assessed Host Fees may include landfills, transfer stations, or material recovery facilities (MRFs). A Host Fee may be determined in a variety of ways; however, they are primarily designated to compensate for impacts related to the community associated with a facility’s operations. In some cases, Host Fees are calculated by allocating a proportional share of those costs to each ton of material that the facility receives.

In most cases, Host Fees are associated with the following categories:

Typical Host Fee Categories
Road Impacts Litter Abatement Signage
Air Quality Code Enforcement Beautification
Hosts fees may be assessed on any/all the following, or another basis:

All tons received;
Out of City/County tons;
A percentage of gate revenue;
A fixed amount per year; and/or
Comparative research of similar facilities.

Consistency of Host Fees with City’s Existing Programs
Host Fees may be authorized through various mechanisms, including through the City’s municipal code, Conditional Use Permits, Franchise Agreements, Memorandums of Understandings (MOU’s), or Business Permits. Host Fee requirements are typically listed as a clause in the contract between the host city and the facility operator, and/or the contract may reference the municipal code. For the City, new Host Fees could be imposed at the time that new solid waste or recycling facilities are developed, or existing solid waste or recycling facilities are expanded (as is the case with Recycling Industries).

Host Fees may be considered either unrestricted revenue or revenue to be used for a defined purpose.

Many cities consider Host Fee revenues as unrestricted revenues and Host Fees are often deposited into a city’s general fund.

July 18, 2023

Host Fee Survey
Comparative Review of Facilities and Associated Host Fees Host Fees at solid waste facilities vary significantly based on factors such as size, location, and impact to the community in which the facility operates. Table 1 represents a comparative overview of Host Fees (cost per ton) completed by R3 pertaining to solid waste facilities1 proximal to the Recycling Industries’ facility with similar Host Fee considerations as Yuba City2 (see Background section of this memorandum for typical Host Fee categories).

Table 1: Host Fee Comparison
R3’s survey of facilities indicates that fees range from $1.10 to $7.40 per ton, indicating a mean of $5.57 and an average fee of $5.44. Under the current Use Permit for RI, if the facility were operating at capacity, 100 tons per day would be subject to the Host Fee. At the identified average of $5.44 per ton, the revenue generated annually for the City would be $198,5603 per year.

However, given the City’s indication that tonnage received is substantially lower than the 100 tons per day currently permitted at the RI facility4, it is reasonable to consider a Host Fee lower than the average of the facilities indicated in Table 1. A Host Fee of $4.775 would yield an annual $174,105 at the current capacity of 100 tons per day. Should the City choose this approach, the inclusion of an escalator, whereby the Host Fee is increased based on a tonnage volume, should be considered. Additionally, an annual Consumer Price Index (CPI) adjustment, is warranted to keep pace with inflation. 1 Represents R3’s most recent data, cost subject to change. 2 R3’s initial analysis focused on a broader review of Host Fees featuring a diverse set of facilities; that survey data was further refined to a more geographically targeted subset of facilities for Table 1. 3 $544 per day multiplied by 365 working days (Monday through Sunday, including holidays). 4 Per Yuba City, March 3, 2022.
5 The interim Host Fee of $4.40 with first annual CPI adjustment applied. $1.10
$2.00
$4.40
$4.40
$5.13
$6.19
$6.00
$6.00
$7.40
$7.40
0 2 4 6 8
Alameda County Ind. (San Leandro)
Galt Transfer Station
Ostrom Road Landfill
Marysville Transfer Station
Yolo County Central Landfill
Hay Road Landfill
Altamount Transfer Station/Landfill
Vasco Rd. Landfill (Livermore)
Pine Grove Transfer Station
Western Amidor Transfer Station
Yuba City Host Fee Survey

July 18, 2023

Key Findings:

The highest identified Host Fee in the refined survey is $7.40 per ton.

The lowest identified Host Fee is $1.10 per ton.

The average of identified Host Fees in the refined survey is $5.44 per ton.

RI is receiving less than the current per day capacity of 100 tons.

Recommendations:

Set the Host Fee for the RI transfer facility at $4.77 per ton.

Include an annual CPI6 adjustment (effective January 1, 2024) based on the percentage change in the CPI, beginning with the base and the preceding 12-month period ending July 31.

The next annual CPI adjustment (effective January 1, 2024) should be based on the percentage change between the CPI for the base year, August 1, 2021 through July 31, 2022 (the prior preceding 12-month period), and the CPI for the period of August 1, 2022 through July 31, 2023 (the preceding 12-month period).

If the tonnage volume at RI increases to 50% or more of the current permitted capacity of 100 tons per day, the Host Fee assessment should be re-opened to ensure the fee charged is still viable.
6 West region CPI-U

Agenda Item 12

CITY OF YUBA CITY

STAFF REPORT
Date: February 20, 2024
To: Honorable Mayor & Members of the City Council;
From: Development Services Department
Presentation By: Ashley Potocnik, Development Liaison
Summary
Subject: City Welcome Sign – Ad Hoc Committee
Recommendation: Establish and designate two (2) Councilmembers to steer the City Welcome Sign Ad Hoc Committee
Fiscal Impact: Minor staff costs associated with time supporting the committee Purpose:

To review the City Welcome Sign design submissions received during the design competition and recommend next steps for implementation.

Council’s Strategic Goal:

This item supports the City Council’s Strategic Goal of improving the Quality of Life and image of Yuba City.

Background:

Yuba City has two welcome signs located at the southwest intersection of Township Road / State Route 20 and approximately 1,100 feet southeast of the Bogue Road / Hwy 99 intersection. Due to disrepair, the signs were removed. Based on direction from Council, a two-part design process was implemented.

1. Design Concept Competition (Call for Artists)

2. Request for Proposals (final design, fabrication, and installation) On December 4, 2023, the Call for Artists was distributed in coordination with the Yuba Sutter Arts Council, Yuba Sutter Chamber of Commerce, and Yuba City Unified School District. The Call for Artists outlined the design competition process and submission details (See Attachment 2). On February 2, 2024, the competition was closed. Staff received ten (10) design concept submissions. The Call for Artists outlines a winning selection announcement of March 5, 2024.

Analysis:

Staff recommends establishing an Ad Hoc Committee for the review and selection process of a winning design concept and to recommend next steps for implementation. The two Councilmembers designated

to steer the Ad Hoc Committee will select a Committee member from each Commission – Planning Commission, Senior Commission, Parks & Recreation Commission, and the Youth Commission. The Committee will coordinate with staff to facilitate the meetings, identify necessary staff to participate in each meeting (if needed), and coordinate the preparation of a report with recommendations applicable to the entire City Council.

Fiscal Impact:

Minor staff costs associated with time supporting the committee.

Alternatives:

Do not form the committee and/or provide staff with alternative direction.

Recommendations:

Establish and designate two (2) Councilmembers to steer the City Welcome Sign Ad Hoc Committee.

Attachments:

1. Design Concept Submissions

2. Call for Artists, published December 4, 2023
Prepared By: Submitted By:

Ashley Potočnik
Development Liaison
Diana Langley
City Manager

ATTACHMENT 1

Plums - Made of steel, painted purple.

Leaves - Made of steel, painted to resemble metal witha blue-green and mint-green patina.Each leaf may contain a design within it representing some of various cultures prominent to the area's history. Examples of those culturesmight be Maidu, Mexican, European, Chinese, and Indian. Othercultures the city wishes to include can be added to the design, andeach design within the leaves could be researched and agreed uponby the city and the people groups from those cultures. Above aresimply examples of possilbe designs from five different cultures.

Plinth - Made of polished concrete, painted resembledark bronze, with the Sutter Buttes a brighter, moregolden polished bronze, and the lower parts of theplinth painted to resemble a blue-green and mintgreen patina over the top of the bronze look.The shape of the Sutter Buttes, as viewed fromYuba City, would be sculpted onto the plinth's top.

Sign - Made of steel."Welcome To" - This part of the signwould be painted a metallic bronze."Yuba City" - This part of the signwould be painted a metallic gold.Canada Geese - These birds wouldbe painted metallic gold, with thenecks painted metallic bronze, andthe cheeks painted white.Great Blue Heron - The body of thebird would be painted a gray-purple,with bronze painted crest feathersand a gold beak.Egret - The body of the bird wouldbe painted white with a gold beak.

Lights - These would be placed at the baseof the plinth, facing up, and could even beset into the top of the plinth itself, even withinthe Sutter Buttes, shining up onto the text.