The City has adopted a Reasonable Accommodations Policy that provides a procedure for receiving and resolving requests for accommodation to participate in this meeting. Please visit yubacity.net ADA & Accessibility Resources page. If you need assistance in order to attend the City Council meeting, or if you require auxiliary aids or services, e.g., hearing aids or signing services to make a presentation to the City Council, the City is happy to help. Accommodations should be requested as early as possible as additional time may be required in order to provide the requested accommodation; 72 hours in advance is suggested. Please contact City offices at (530) 822-4817 or (TTY: 530-822-4732), so such aids or services can be arranged. Requests may also be made by email at [email protected] or [email protected] or mail City Clerk, 1201 Civic Center Blvd, Yuba City, CA 95993.
AGENDA
SEPTEMBER 17, 2024
REGULAR MEETING
CITY COUNCIL
CITY OF YUBA CITY
6:00 P.M. REGULAR MEETING
COUNCIL CHAMBERS/VIRTUAL
MAYOR ● Shon Harris
VICE MAYOR ● Dave Shaw
COUNCILMEMBER ● Marc Boomgaarden
COUNCILMEMBER ● Wade Kirchner
COUNCILMEMBER ● Michael Pasquale
CITY MANAGER ● Diana Langley
CITY ATTORNEY ● Shannon L. Chaffin
1201 Civic Center Blvd
Yuba City CA 95993
Wheelchair Accessible
AGENDA
REGULAR MEETING
CITY COUNCIL - CITY OF YUBA CITY
SEPTEMBER 17, 2024
6:00 P.M. REGULAR MEETING
COUNCIL CHAMBERS/VIRTUAL
Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the City Clerk’s office at 1201 Civic Center Blvd., Yuba City, during normal business hours. Such documents are also available on the City of Yuba City’s website at www.yubacity.net, subject to staff’s availability to post the documents before the meeting.
The Council Chambers will be open for public attendance and participation. The meeting will also be live streamed for public viewing, but not participation, at the following link: https://yubacity-net.zoom.us/webinar/register/WN_HBjQszEiQSmarIxlrWaD-g. Emailed comments sent to [email protected] at least 24 hours before the meeting will be distributed to the City Council prior to the meeting. Please identify the Agenda item(s) addressed by the comments.
Public Comment:
Any member of the public wishing to address the City Council on any item listed on the closed session agenda will have an opportunity to present testimony to the City Council in the Council Chamber prior to the City Council convening into closed session. Comments from the public will be limited to three minutes. No member of the public will be allowed to be present once the City Council convenes into closed session.
Regular Meeting
Call to Order
Roll Call
__ Mayor Harris
__ Vice Mayor Shaw
__ Councilmember Boomgaarden
__ Councilmember Kirchner
__ Councilmember Pasquale
Invocation/Inspiration
Pledge of Allegiance to the Flag
City Attorney's Report on Closed Session Items, City Attorney Shannon Chaffin Agenda Modifications/Approval of Agenda
Presentations
1. Impact of the Johnson v. City of Grants Pass Decision on the Yuba City Police
Departments Response to Camping on Public Property
Public Communication
2. Appearance of Interested Citizens
You are welcome and encouraged to participate in this meeting. Public comment is taken on action items appearing on the Consent Calendar or Business Items on the Agenda when they are called. Public comment on any other items within the scope of the City’s jurisdiction, including items not listed on the Agenda will be considered at this time. Public comment is limited to three minutes per speaker. Members of the public submitting written requests at least 24 hours prior to the meeting will be allotted five minutes to comment per speaker. Repetitive comments may be limited, and large groups are encouraged to select representatives to express the opinions of the group.
Consent Calendar
All matters listed under Consent Calendar are considered to be routine and can be enacted in one motion. There will be no separate discussion of these items prior to the time that Council votes on the motion unless members of the City Council request specific items to be discussed or removed from the Consent Calendar for individual action.
3. Minutes of the September 3, 2024 Regular Meeting of the City Council Recommendation: Approve the Minutes of the September 3, 2024 Regular Meeting of the City Council
4. 2024 CalOES State and Local Cybersecurity Grant Application Recommendation: Adopt a Resolution authorizing the Finance Director to apply for the 2024 CalOES State and Local Cybersecurity Grant Program with the potential of being awarded up to $250,000 to fund proposed cybersecurity projects
Business Items
5. Staff Report for the 2025 STEP (Selective Traffic Enforcement Program) Grant Recommendation: A. Conduct a Public Hearing, and after consideration B. Adopt a Resolution authorizing the Chief of Police to accept $115,000 in grant funding from the 2024/2025 Selective Traffic Enforcement Program and approve expenditure
recommendations
C. Authorize a supplemental appropriation in the amount of $115,000 to Account No. 100-43418, 2163-61430, 2163-62801, 2163-63801.
6. Conversion of two (2) City-owned cell tower leases into a 50-year easement Recommendation: A. Adopt a Resolution to award easement and site management agreements for the antenna site at 1545 Poole Boulevard with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $648,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow
B. Adopt a Resolution to award easement and site management
agreements for the antenna site at 806 Gray Avenue with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $437,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow
C. Authorize the Finance Director to make a supplemental appropriation to the general fund revenue account, 100-49210
7. Development Plan 24-01 and Rezone 24-02: Sutter County Schools Career Training and Conference Center
Recommendation: A. Conduct a Public Hearing; then
B. Adopt a Resolution of the City Council of the City of Yuba City approving Environmental Assessment (EA) 24-02 by adopting a Mitigated Negative Declaration, subject to the Conditions of Approval and Mitigation Measures, and approval of Development Plan 24-01 for the Sutter County Schools Career Training Center and Conference Center, located at the southeast corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63-010-146 and -147).
C. Introduce an Ordinance of the City Council of the City of Yuba City to adopt Rezone 24-02 for the Sutter County Schools Career Training and Conference Center project located at the southeast corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63-010-146 and -147) by title only and waive the first reading.
8. 2023 CDBG - Consolidated Annual Performance & Evaluation Report Recommendation: A. Conduct a Public Hearing and after consideration; B. Adopt a Resolution Approving the 2023 CAPER and
authorizing staff to submit all necessary documents to the U.S.
Department of Housing and Urban Development (HUD)
9. City Council Endorsement of Measure D
Recommendation: Adopt a Resolution endorsing Measure D, the proposed City Transactions and Use Sales Tax Measure on the November 5, 2024 Ballot
10. 2024 Nagar Kirtan Sikh Parade
Recommendation: Receive an update from the Sikh Parade Ad Hoc Committee on the planning efforts for the 2024 Nagar Kirtan Sikh Parade Future Agenda Items
11. Future Agenda Items
Reports and Communications
The following reports and communication items are provided for the Council’s information. No
action can be taken on items under this section unless the Council agrees to include it on a subsequent agenda
12. City Manager's Report
13. City Council Reports
Adjournment
The Impact of the Johnson v. City of Grants Pass Decision on the Yuba City Police Departments Response to Camping on Public Property Presentation by: Brian Baker, Police Chief
CITY OF YUBA CITY
Public Communication
Members of the public may address the City Council on items of interest that are within the City’s jurisdiction. Individuals addressing general comments are encouraged to limit their statements.
Procedure
You are welcome and encouraged to participate in this meeting. Complete a Speaker Card located in the lobby and give to the Clerk, public comment is taken on action items appearing on the Consent Calendar or Business Items on the Agenda when they are called. Public comment on any other items within the scope of the City’s jurisdiction, including items not listed on the Agenda, will be considered at this time.
When a matter is announced, wait to be recognized by the Mayor to provide your comments to the Council. Comments should begin by providing your name and place of residence. A three minute limit is requested when addressing Council.
Request for additional time to address Council
Members of the public submitting written requests at least 24 hours prior to the meeting will be allotted 5 minutes to comment per speaker. Repetitive comments may be limited, and large groups are encouraged to select representatives to express the opinions of the group.
Procedure
When requesting to comment, please indicate your name and the topic and mail to:
City of Yuba City
Attn: City Clerk
1201 Civic Center Blvd
Yuba City CA 95993
Or email to:
Jackie Sillman, City Clerk
[email protected]
Agenda Item 3
CITY OF YUBA CITY
STAFF REPORT
Date: September 17, 2024
To: Honorable Mayor & Members of the City Council;
From: Administration Department
Presentation By: Ciara Wakefield, City Clerk Administrator Summary
Subject: Minutes of the September 3, 2024 Regular Meeting of the City Council Recommendation: Approve the Minutes of the September 3, 2024 Regular Meeting of the City Council
Fiscal Impact: None
Attachments:
1. 09-03-2024 Regular Meeting Minutes (DRAFT)
Prepared By: Submitted By:
Ciara Wakefield
City Clerk Administrator
Diana Langley
City Manager
ATTACHMENT 1
MINUTES (DRAFT)
REGULAR MEETING
CITY COUNCIL - CITY OF YUBA CITY
SEPTEMBER 3, 2024
5:00 P.M. CLOSED SESSION
SUTTER ROOM / VIRTUAL
6:00 P.M. REGULAR MEETING
COUNCIL CHAMBERS/VIRTUAL
Call to Order
The Closed Session meeting of the City Council was called to order by Mayor Harris at 5:03 PM Roll Call
Present: Mayor Harris and Councilmembers Boomgaarden, Kirchner, Shaw, and Pasquale
Absent: None
Closed Session
A. Threats to Public Services or Facilities (Pursuant to Government Code Section 54957(a).) Consultation with: City Attorney, and/or Yuba City Fire Chief, Police Chief, and City Manager
No public comment received
Regular Meeting
The Regular Meeting of the City Council was called to order by Mayor Harris at 6:03 PM Roll Call
Present: Mayor Harris and Councilmembers Boomgaarden, Kirchner, Shaw, and Pasquale
Absent: None
Invocation/Inspiration
Pastor Ron Fortenberry, YCPD Chaplain
Pledge of Allegiance to the Flag
Manny Cardoza
City Attorney's Report on Closed Session Items
City Attorney Michael Linden – No reportable action
Agenda Modifications
No changes were made
Ceremonial Presentations
1. Proclamation - September is Hunger Awareness and Action Month The Mayor presented a proclamation to Maria Ball, Executive Director Yuba-Sutter Food Bank Public Communication
2. Appearance of Interested Citizens
Manny Cardoza spoke
Consent Calendar
Councilmember Boomgaarden moved and Vice-Mayor Shaw seconded the motion to approve Consent Calendar items 3-5
3. Minutes of the August 20, 2024 Regular Meeting of the City Council Approve the Minutes of the August 20, 2024 Regular Meeting of the City Council
4. Side Letter for Shift Schedule and Shift Differential Pay with Public Employees' Union, Local 1/AFSCME 57 (Local 1) and Side Letter for Yuba City Firefighters' Local 3793 (Local 3793) Medical Examinations and Wellness Standard Programs
Adopt a Resolution approving:
A. A side letter that amends the Local 1 Memorandum of Understanding for the Wastewater Treatment Facility Operators shift schedule and shift differential pay
B. A side letter that amends the Local 3793 Memorandum of Understanding for the medical examinations and wellness standard programs
5. 457(b) Deferred Compensation and Retirement Health Savings Plans Statement of Investment Policies and Guidelines
Adopt a Resolution authorizing the City Manager to approve the Statement of Investment Policies and Guidelines for the City’s 457(b) Deferred Compensation and Health Savings Plans
The motion was passed unanimously
Business Items
6. Community Sponsorship
Councilmember Kirchner to recused himself
Councilmember Boomgaarden moved and Councilmember Pasquale seconded the motion to:
Consider the monetary sponsorship requests from the Sutter County Community Memorial Museum Association, Alliance for Hispanic Advancement (AHA), and SAYLove. If approved:
A. Adopt a Resolution to approve a monetary sponsorship request from the Sutter County Community Memorial Museum Association for $1,000.00 for sponsorship of the Annual Trees & Traditions fundraiser event B. Adopt a Resolution to approve a monetary sponsorship request from the Alliance for Hispanic Advancement (AHA) for $1,500.00 for the Primavera Otra Veze event
C. Adopt a Resolution to approve a monetary sponsorship request from SAYLove for $2,500.00 for the SAVOR SAYlove Fundraiser event The motion was passed with four (4) votes [Kirchner recused]
7. Revenue Sharing Agreement Between County of Sutter and City of Yuba City Councilmember Pasquale moved and Councilmember Kirchner seconded the motion to:
Adopt a Resolution authorizing the Mayor to execute a Revenue Sharing Agreement with the County of Sutter
The motion was passed unanimously
8. 2024 Nagar Kirtan Sikh Parade
Receive an update from the Sikh Parade Ad Hoc Committee on the planning efforts for the 2024 Nagar Kirtan Sikh Parade
No action taken. Information only
Future Agenda Items
9. Future Agenda Items
No suggestions were made
Reports and Communications
10. City Manager's Report
11. City Council Reports
- Councilmember Boomgaarden
- Councilmember Kirchner
- Councilmember Pasquale
- Vice Mayor Shaw
- Mayor Harris
Adjournment
Mayor Harris adjourned the Regular Meeting of the City Council at 6:45 PM
Agenda Item 4
CITY OF YUBA CITY
STAFF REPORT
Date: September 17, 2024
To: Honorable Mayor & Members of the City Council;
From: Finance/IT Department
Presentation By: Brian Hansen, IT Manager
Summary
Subject: 2024 CalOES State and Local Cybersecurity Grant Application Recommendation: Adopt a Resolution authorizing the Finance Director to apply for the 2024 CalOES State and Local Cybersecurity Grant Program with the potential of being awarded up to $250,000 to fund proposed cybersecurity projects Fiscal Impact: Up to $250,000 in grant funds for cybersecurity upgrades with no matching funds required
Purpose:
To obtain grant funding to purchase additional cybersecurity software in order to further protect the City’s digital assets and systems.
Council's Strategic Goal:
This item addresses City Council's Strategic Goal of fiscal responsibility by protecting the City's digital assets and systems from cryptographic ransomware and other malicious attacks.
Background:
In mid 2021, the City Council along with the Executive Team identified cybersecurity as a priority for the City. In coordination with the Information Technology (IT) division, the City determined that several projects were necessary to improve the City's security stance, and protect its digital assets and systems. City IT has implemented several security measures to limit our exposure. Those measures include: multifactor authentication (MFA), conducting security scans to ensure systems are not compromised, mobile device management (MDM), network access control, secure remote access and social engineering/phishing training.
City IT staff has built a good foundation towards protecting our digital assets and systems. With lingering memories of a regional county's cyber-attack in 2021 and recent events between April and May 2024 have increased City IT staff concerns. A North Bay Area city faced two attacks in less than a month. The second attack left the city offline for 72 hours before recovering. This same attack was used on two other California cities in February 2024. Continuing to develop, add and improve our cybersecurity stance is recommended to better secure the city from threats.
Analysis:
City IT staff have identified several key projects that would further protect and strengthen the City from attackers. The first phase, which is of high priority, would be an upgrade to the existing Security Information and Event Management (SIEM) for more detailed analyses. The second phase is to strengthen our Intrusion Detection and Intrusion Protection System (IDS/IPS) again for more detailed analyses. With these upgrades, our position will be strengthened, our visibility increased for security, and we will receive better protection from what we cannot see.
City IT staff has identified a cybersecurity grant through CalOES Grants Management. The State and Local Cybersecurity Grant Program (SLCGP) offers the ability to compete for the funds available to assist in the mentioned projects. The award amount is up to $250,000 between December 2024 and December 2025. The projects meet the eligibility requirements and timeline for the use of these funds.
Staff will follow the normal City purchasing guidelines when acquiring these products and services.
The proposed projects are critical to ongoing operations. A single successful attack has the potential to cost in excess of hundreds of thousands of dollars as well as system downtime that could affect critical systems like SCADA at the utility plants and 911. The loss of public trust and disruption to critical services cannot be calculated.
Fiscal Impact:
Up to $250,000 in grant funds for cybersecurity upgrades with no matching funds required.
Alternatives:
1. Postpone grant application until FY2025 when match requirements of 30% are expected; or
2. Do not apply for the grant and continue with the status quo.
Recommendation:
Adopt a Resolution authorizing the Finance Director to apply for the 2024 CalOES State and Local Cybersecurity Grant Program with the potential of being awarded up to $250,000 to fund proposed cybersecurity projects.
Attachments:
1. Resolution
Prepared By: Submitted By:
Steve Cooke
Information Security Administrator
Diana Langley
City Manager
ATTACHMENT 1
RESOLUTION NO.___
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY AUTHORIZING THE APPLICATION FOR THE 2024 CALOES STATE AND LOCAL
CYBERSECURITY GRANT PROGRAM
WHEREAS, in fiscal year 2020-21, City Council and the executive team identified cybersecurity as a priority for the City and the City’s Information Technology division determined that several projects were necessary in order to improve the City's security stance, and protect its digital assets and systems; and
WHEREAS, staff have built a good foundation towards protecting our digital assets and systems including multifactor authentication (MFA), conducting security scans to ensure systems are not compromised, mobile device management (MDM), network access control, secure remote access and social engineering/phishing training; and
WHEREAS, staff have identified several key projects that would further protect and strengthen the City from attackers, including an upgrade to the existing Security Information and Event Management (SIEM) and strengthening our Intrusion Detection and Intrusion Protection System (IDS/IPS); and
WHEREAS, the State and Local Cybersecurity Grant Program (SLCGP) from CalOES offers the ability to compete for the funds available to assist in the mentioned projects with an award amount up to $250,000 and the above noted projects meet the eligibility requirements and timeline for the use of these funds; and
WHEREAS, this new grant will be awarded with a matching requirement for the 2024 issuance only and is expected to require a 30% match thereafter; and WHEREAS, staff will hire a grant writer from Blais and Associates, an often used consultant with a long history of successful grants awards for the City, at a proposed cost of $8,845; and NOW THEREFORE, the City Council of Yuba City does resolve as follows:
Authorize the Finance Director to apply for the 2024 CalOES State and Local Cybersecurity Grant Program.
This resolution shall become effective immediately.
The forgoing 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 17th day of September 2024.
AYES:
NOES:
ABSENT:
Shon Harris, Mayor
ATTEST:
Ciara Wakefield, Deputy City Clerk
APPROVED AS TO FORM
COUNSEL FOR YUBA CITY
________________________
Shannon Chaffin, Esq.
Aleshire & Wynder, LLP
Agenda Item 5
CITY OF YUBA CITY
STAFF REPORT
Date: September 17, 2024
To: Honorable Mayor & Members of the City Council;
From: Police Department
Presentation By: David Krause, Police Sergeant - Traffic Summary
Subject: Staff Report for the 2025 STEP (Selective Traffic Enforcement Program) Grant Recommendation: A. Conduct a Public Hearing, and after consideration B. Adopt a Resolution authorizing the Chief of Police to accept $115,000 in grant funding from the 2024/2025 Selective Traffic Enforcement Program and approve expenditure recommendations
C. Authorize a supplemental appropriation in the amount of $115,000 to Account No. 100-43418, 2163-61430, 2163-62801, 2163-63801.
Fiscal Impact: $115,000 to Account No. 100-43418 (OTS Selective Traffic Enforcement Grant)- No City match required
Purpose:
Reduce the number of persons killed and injured in traffic collisions.
Council's Strategic Goal:
This meets the City Council's Strategic Goal of Public Safety.
Background:
In January 2024, the Yuba City Police Department submitted a grant application to the Selective Traffic Enforcement Program Grant offered by the California Office of Traffic Safety. In August 2024, the Department received award notification for the grant with authorization to receive funds in the amount of $115,000. No matching funds are required by the City of Yuba City to accept the grant. This grant runs in accordance with the Federal Fiscal year 10/01/24-09/30/25.
Analysis:
The Yuba City Police Department has had a positive working relationship with the California Office of Traffic Safety for many years. This year we were selected for funding to maintain an aggressive stance towards those individuals who continue to operate a motor vehicle in our community while under the influence of alcohol and/or drugs. This grant will allow the department to continue to combat impaired
drivers in our community. While having an impaired driving component, this grant also allows for other directed enforcement operations. These operations deploy officers within the city with a primary goal of reducing injury collisions through targeting primary collision factors, such as speed and red-light enforcement, in areas with a high frequency of collisions.
The goal of the grant is to reduce the number of persons killed and injured in traffic collisions. “Best practice” strategies will be conducted on an overtime basis. The funded strategies include DUI checkpoints, DUI saturation patrols, general traffic enforcement, bicycle and pedestrian safety enforcement, distracted driver enforcement, and street racing/side show operations. These strategies are designed to earn media attention, thus enhancing the overall deterrent effect. The California Office of Traffic Safety has designed these operations and the funding for them to be done in addition to our daily duties, thus having an additional impact on traffic safety.
In addition, the grant will fund the purchase of two new radar units utilized in patrol vehicles to detect the speed of vehicles on the roadway, 5 Preliminary Alcohol Screening (PAS) Devices and equipment to calibrate them, and DUI Checkpoint Supplies such as traffic safety cones, MUTCD compliant traffic signs, MUTCD compliant high visibility vests, traffic counters, generators, gas for generators, lighting, reflective banners, electronic flairs, PAS device calibration supplies, heaters and propane for the heaters, anti-fatigue mats, and canopies.
Fiscal Impact:
The City will be reimbursed $115,000 from the California Office of Traffic Safety. No matching funds are required for this grant. Funds will be drawn down through Account No. 2163-61430 ($101,488) for personnel overtime costs, No. 2163-62801 ($4,457) for travel and training, 2163-63801 ($9,055) for direct costs associated with the grant.
Alternatives:
Do not accept the grant and / or direct staff to research alternatives.
Recommendation:
A. Adopt a Resolution authorizing the Chief of Police to accept $115,000 in grant funding from the 2024/2025 Selective Traffic Enforcement Program and approve expenditure recommendations.
B. Authorize a supplemental appropriation in the amount of $115,000 to Account No. 100-43418, 2163-61430, 2163-62801, 2163-63801.
Attachments:
1. Resolution - 2025 STEP Grant
2. 2025 Grant Agreement - PT25092
Prepared By: Submitted By:
David Krause
Police Sergeant - Traffic
Diana Langley
City Manager
ATTACHMENT 1
RESOLUTION NO. ______
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY
AUTHORIZING RECEIPT, ALLOCATION AND EXPENDITURE, OF THE FY 2024-2025 CALIFORNIA OFFICE OF TRAFFIC SAFETY GRANT “SELECTIVE TRAFFIC ENFORCEMENT PROGRAM”
WHEREAS, the Yuba City Police Department submitted for the Selective Traffic Enforcement Program Grant offered by the California Office of Traffic Safety, and received an award notification for the grant with authorization to receive funds in the amount of $115,000.
WHEREAS, the goal of the grant is to reduce the number of persons killed and injured in traffic collisions, and will be used to cover the cost of new dash mounted RADAR equipment, educational materials, and DUI checkpoint supplies.
WHEREAS, the grant will also fund training and certification for two officers to become a Drug Recognition Expert (DRE) and one officer to become a certified Standardized Field Sobriety Test instructor.
WHEREAS, the Yuba City Council desires to undertake the projects designated as the Selective Traffic Enforcement Program to be funded in part from funds made available through the California Office of Traffic Safety (OTS).
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Yuba City as follows:
1. The Chief of Police of the City of Yuba City is authorized, on its behalf, to execute a contract, including any extensions or amendments thereof and any subsequent contract with the State and the OTS in relation thereto, to effectuate acceptance of the grant for the Selective Traffic Enforcement Program, subject to approval as to legal form by the City Attorney.
2. The City agrees that any liability arising out of the performance of this contract, including civil court actions for damages, shall be the responsibility of the grant recipient and the authorizing agency. The State of California and OTS disclaim responsibility for any such liability.
3. Grant funds received hereunder shall not be used to supplant expenditures controlled by this body.
4. This award is not subject to local hiring freezes.
I hereby certify that the foregoing is a true copy of the resolution adopted by the Yuba City Council of Yuba City in a meeting thereof held on September 17, 2024, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
__________________________________
Shon Harris, Mayor
City of Yuba City
ATTEST:
__________________________
Ciara Wakefield, Deputy City Clerk
APPROVED AS TO FORM:
____________________________________
Shannon Chaffin, City Attorney
Aleshire & Wynder, LLP
ATTACHMENT 2
8/14/2024 3:41:40 PM Page 1 of 20
State of California – Office of Traffic Safety
GRANT AGREEMENT
GRANT NUMBER
PT25092
1. GRANT TITLE
Selective Traffic Enforcement Program (STEP)
2. NAME OF AGENCY 3. Grant Period
Yuba City From:
To:
10/01/2024
09/30/2025 4. AGENCY UNIT TO ADMINISTER GRANT
Yuba City Police Department
5. GRANT DESCRIPTION
Best practice strategies will be conducted to reduce the number of persons killed and injured in crashes involving alcohol and other primary crash factors. The funded strategies may include impaired driving enforcement, enforcement operations focusing on primary crash factors, distracted driving, night-time seat belt enforcement, special enforcement operations encouraging motorcycle safety, enforcement and public awareness in areas with a high number of bicycle and pedestrian crashes, and educational programs. These strategies are designed to earn media attention thus enhancing the overall deterrent effect.
6. Federal Funds Allocated Under This Agreement Shall Not Exceed: $115,000.00
7. TERMS AND CONDITIONS: The parties agree to comply with the terms and conditions of the following which are by this reference made a part of the Agreement:
Schedule A – Problem Statement, Goals and Objectives and Method of Procedure Schedule B – Detailed Budget Estimate and Sub-Budget Estimate (if applicable) Schedule B-1 – Budget Narrative and Sub-Budget Narrative (if applicable) Exhibit A – Certifications and Assurances
Exhibit B* – OTS Grant Program Manual
Exhibit C – Grant Electronic Management System (GEMS) Access *Items shown with an asterisk (*), are hereby incorporated by reference and made a part of this agreement as if attached hereto.
These documents can be viewed at the OTS home web page under Grants: www.ots.ca.gov.
We, the officials named below, hereby swear under penalty of perjury under the laws of the State of California that we are duly authorized to legally bind the Grant recipient to the above described Grant terms and conditions.
IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.
8. Approval Signatures
A. GRANT DIRECTOR B. AUTHORIZING OFFICIAL
NAME:
TITLE:
EMAIL:
PHONE:
ADDRESS:
Bill Williams
Police Traffic Sergeant
[email protected]
(530) 822-6235
1545 Poole Boulevard
Yuba City, CA 95993
ADDRESS: Brian Baker
Chief of Police
[email protected]
(530) 822-4787
1545 Poole Boulevard
Yuba City, CA 95993
{{_es_signer2_signature}} {{_es_signer2_date}} {{_es_signer4_signature}} {{_es_signer4_date}} (Signature) (Date) (Signature) (Date)
C. FISCAL OFFICIAL D. AUTHORIZING OFFICIAL OF OFFICE OF TRAFFIC SAFETY ADDRESS: Spencer Morrison
Finance Director
[email protected]
(530) 822-4615
1201 Civic Center Blvd.
Yuba City, CA 95993
ADDRESS: Barbara Rooney
Director
[email protected]
(916) 509-3030
2208 Kausen Drive, Suite 300
Elk Grove, CA 95758
{{_es_signer3_signature}} {{_es_signer3_date}} {{_es_signer6_signature}} {{_es_signer6_date}} (Signature) (Date) (Signature) (Date)
Bill B. Williams (Aug 15, 2024 08:31 PDT)
Bill B. Williams Aug 15, 2024 Page 25 of 426
8/14/2024 3:41:40 PM Page 2 of 20
E. ACCOUNTING OFFICER OF OFFICE OF TRAFFIC SAFETY 9. SAM INFORMATION NAME: Carolyn Vu SAM #:
REGISTERED
ADDRESS:
CITY:
ZIP+4:
PBUJLH2KP9T9
1201 Civic Center Boulevard
Yuba City
95993-3005
ADDRESS: 2208 Kausen Drive, Suite 300
Elk Grove, CA 95758
10. PROJECTED EXPENDITURES
FUND CFDA ITEM/APPROPRIATION F.Y. CHAPTER STATUTE PROJECTED
EXPENDITURES
402PT-25.1 20.600 0521-0890-101 2023 12/23 BA/23 $11,626.00 164AL-25.1 20.608 0521-0890-101 2023 12/23 BA/23 $13,133.00 402PT-25 20.600 0521-0890-101 2024 22/24 BA/24 $42,374.00 164AL-25 20.608 0521-0890-101 2024 22/24 BA/24 $47,867.00
AGREEMENT
TOTAL $115,000.00
AMOUNT ENCUMBERED BY THIS DOCUMENT
I CERTIFY upon my own personal knowledge that the budgeted funds for the current budget year are available for the period and purpose of the expenditure stated above.
$115,000.00
PRIOR AMOUNT ENCUMBERED FOR THIS
AGREEMENT
$ 0.00
OTS ACCOUNTING OFFICER’S SIGNATURE DATE SIGNED TOTAL AMOUNT ENCUMBERED TO DATE {{_es_signer5_signature}} {{_es_signer5_date}} $115,000.00
8/14/2024 3:41:40 PM Page 3 of 20
State of California – Office of Traffic Safety
GRANT AGREEMENT
Schedule A
GRANT NUMBER
PT25092
1. PROBLEM STATEMENT
The City of Yuba City has a population of approximately 70,000 and covers approximately 15 square miles.
The metropolitan area for the City of Yuba City is approximately 164,000 which makes it the economic and recreational hub for the Yuba-Sutter area. Motorists, pedestrians, and bicyclists are drawn to the City of Yuba City for its economic and recreational opportunities. Maintaining directed enforcement efforts are needed to reduce the number of people injured and/or killed in traffic crashes in Yuba City.
According to the 2021 OTS rankings, Yuba City ranked 14th among the 105 cities in its size category for total fatal and injury crashes. This was an increase in rankings compared to the 2019 ranking of 16th. With the assistance of OTS funding for directed enforcement and traffic safety education programs, in 2020 we saw a decrease of 23% in injury crashes compared to 2019, some of this can be contributed to the statewide lockdowns that occurred for the majority of the year. While improvements have been made, continuing efforts are needed to reduce the number of people injured and killed in traffic crashes in Yuba City.
In 2022 we had 6 fatalities. That number was reduced to 2 in 2023, but for the first quarter of fiscal year 2024, we have already had 3 fatalities.
Speed continues to be the leading contributor to injury crashes in Yuba City. Speed as a primary crash factor (PCF) accounted for 24% of injury crashes in 2023. This is slightly down from 24.5% in 2022. Yuba City is positioned at the intersection of two State Route Highways, State Route 99 and State Route 20. Both highways bring a large volume of commuter traffic through the city. Both State Routes are multi-lane highways where radar enforcement is a challenge. Speed is the leading PCF for crashes on both state routes. State Route 20 has consistently remained the roadway with the most injury crashes per year. Additionally, speeding vehicles is a common call for service to the police department in neighborhoods creating a quality-of-life issue in our community. State Route 20 and State Route 99 are #1 and #2 out of the top 5 injury crash locations in Yuba City.
In 2023, the top PCF for State Route 20 was speed at 3.72% and State Route 99 at 3.04%.
Turning movement violations continue to be a safety hazard on our throughfares. Turning movement violations are a product of distracted driving and a driver’s inattention to their surroundings. In order to efficiently enforce these violations on the busy roadways, the Traffic Enforcement and Education Unit uses police motorcycles. The traffic unit is also responsible for handling injury and non-injury crashes during their regular duties in addition to all major and fatal injury crashes that occur during non-duty hours. Due to current staffing issues, the traffic unit is assigned three motor officers. To effectively enforce these violations, most often the enforcement occurs on overtime when motor officers are not assigned normal duties.
Turning movement violations accounted for 13.33% of injury crashes in 2023 and is the second leading PCF in Yuba City.
Driving Under the Influence (DUI) continues to be a societal issue as well as a contributing factor for crashes in the City of Yuba City. In 2022, there were a total of 239 total crashes and 34 injuries being alcohol related with 3 fatalities. Although the number of injuries increased from 2021 (22) the number of fatalities decreased by one (4 fatalities in 2021.) In 2023, there were a total of 87 DUI related crashes with 35 injured but no fatalities. The Yuba City Police Department has trained over 2/3rds of its personnel in Standardized Field Sobriety (SFST) testing and Advanced Roadside Impaired Driving Enforcement (ARIDE) with additional trainings scheduled in fiscal year 2024. The department is focusing on training in house personnel to be instructors in both areas to increase the availability and accessibility of training for new officers in an effort to make a positive impact on this continued issue. Ongoing efforts are needed to continue to reduce the number of alcohol and drug related crashes and associated injuries and deaths. Training and education of officers on DUI investigations can have a significant impact on the amount of DUI arrests. There is still work to do at the Yuba City Police Department (YCPD). In 2021 OTS rankings, YCPD only ranked 100/105 for DUI arrests. If we are to decrease the number of people injured
8/14/2024 3:41:40 PM Page 4 of 20
and killed on our roadways in alcohol related crashes, we need to increase the number of DUI related arrests.
Alcohol related DUI crashes accounted for 8.33% of the total crashes in 2023 and is the third leading PCF.
Red lights are a concern because studies have shown about 39% of crashes involving red light violations result in an injury. A large percentage of the injury red light crashes occur on the State Routes that contain the highest volume of traffic in Yuba City. Red light enforcement requires significant staffing due to traffic volume, roadway design on the State Routes and the difficulty for an officer to witness the color of the light and the positioning of the violator vehicle when the light changed. To overcome these challenges, red light enforcement tends to require more than one officer to safely work a red-light operation. Reducing red light violations is imperative toward reducing injury crashes in Yuba City.
Red light violations accounted for 8.33% of injury crashes in 2023 and is the fourth leading PCF in the City of Yuba City.
Pedestrian and Bicycle crashes are a continuing problem in Yuba City. 2021 OTS rankings placed Yuba City 35th for bicyclist victims killed and injured, but 10th for bicyclist victims under fifteen injured and or killed. Overall, Yuba City ranked 60th for pedestrians killed and injured. Since 2013, pedestrian injury crashes remained consistent at 33 for 2013 and 2014. 2015 saw a reduction to 23 pedestrian crashes but 2016 we were back up to 33 injuries and 2017 mirrored 2016 at 29. There were 3 pedestrian fatalities in each year 2013, 2014 and 2017. During 2017 pedestrians were found at fault in two fatal pedestrian crashes. Two of the pedestrian fatalities involved a pedestrian crossing the road during darkness outside of a crosswalk on or adjacent to a state highway. In 2019 pedestrian injury crashes were up from previous years at 24 and 2020 saw a decrease in pedestrian crashes of 19, two of which were fatalities. In 2022, there were a total of 32 pedestrians injured in crashes, three of which were fatalities. The number of injuries rose slightly in 2023 to 34 with one fatality. Already in fiscal year 2024, we have had one pedestrian killed in a crash. Recognizing the disturbing trend related to pedestrian and bicycle crashes, the Police Department began educational and directed enforcement efforts to address this issue. Ongoing efforts are needed to achieve the desired improvement toward decreasing pedestrian and bicyclist injuries and deaths.
Motorcycle crashes have been a traffic safety problem in Yuba City. 2018 OTS rankings listed Yuba City as 19th for motorcycle crashes compared to 15th in 2017. In 2018 we had 16 injury related motorcycle crashes, which remains consistent with previous years. In 2019 we saw that number decrease to only 10 and in 2020 we saw a slight increase to 12 motorcycle injury crashes. In 2021, Yuba City ranked 18th for motorcycle victims killed and injured. Traditionally, the department has not treated or even tracked motorcycle crashes separately from other motor vehicles. While department personnel have begun education efforts to reach out to motorcyclists, this effort needs to be expanded and supported by relevant crash research data to be effective.
Street racing and sideshow activity has become a major quality of life and safety issue for local residents beginning in 2021. Hundreds of cars have descended upon the city and gathered in empty parking lots such as the Yuba City Mall, Kohl’s, and the Yuba College Community Parking lot. Fortunately, no deaths have occurred to date as a result of sideshow activity or crashes, but we have had two serious injuries related to a pursuit that initiated at the scene of a sideshow and a patrol car, with an officer inside, vandalized by sideshow participants. Due to the increased lawlessness of sideshow activities, 2023 saw a concerted effort between city stakeholders and local jurisdictions to address the threat to the community. A new municipal ordinance was approved by the City of Yuba City Council to complement existing law to assist in addressing the rising trend, in addition to collaborative enforcement activities between local agencies. With the assistance of OTS, the City of Yuba City can continue to partner with local law enforcement agencies to combat illegal sideshow activity in an effort to make the roadways safer for everyone and reduce the number of citizens killed and/or injured on our roadways.
2. PERFORMANCE MEASURES
A. Goals:
1. Reduce the number of persons killed in traffic crashes.
8/14/2024 3:41:40 PM Page 5 of 20
2. Reduce the number of persons injured in traffic crashes.
3. Reduce the number of pedestrians killed in traffic crashes.
4. Reduce the number of pedestrians injured in traffic crashes.
5. Reduce the number of bicyclists killed in traffic crashes.
6. Reduce the number of bicyclists injured in traffic crashes.
7. Reduce the number of persons killed in alcohol-involved crashes.
8. Reduce the number of persons injured in alcohol-involved crashes.
9. Reduce the number of persons killed in drug-involved crashes.
10. Reduce the number of persons injured in drug-involved crashes.
11. Reduce the number of persons killed in alcohol/drug combo-involved crashes.
12. Reduce the number of persons injured in alcohol/drug combo-involved crashes.
13. Reduce the number of motorcyclists killed in traffic crashes.
14. Reduce the number of motorcyclists injured in traffic crashes.
15. Reduce hit & run fatal crashes.
16. Reduce hit & run injury crashes.
17. Reduce nighttime (2100 - 0259 hours) fatal crashes.
18. Reduce nighttime (2100 - 0259 hours) injury crashes.
B. Objectives: Target Number
1. Issue a press release announcing the kick-off of the grant by November 15. The kick-off press releases and media advisories, alerts, and materials must be emailed to the OTS Public Information Officer at [email protected], and copied to your OTS Coordinator, for approval 7 days prior to the issuance date of the release.
1 2. Participate and report data (as required) in the following campaigns; Quarter 1:
National Pedestrian Safety Month, National Walk to School Day, National Teen Driver Safety Week, NHTSA Winter Mobilization; Quarter 3: National Distracted Driving Awareness Month, National Motorcycle Safety Month, National Bicycle Safety Month, National Click it or Ticket Mobilization; Quarter 4: National Speed Prevention Campaigns, NHTSA Summer Mobilization, National Child Passenger Safety Week, and California's Pedestrian Safety Month.
12 3. Develop (by December 31) and/or maintain a “DUI BOLO” program to notify patrol and traffic officers to be on the lookout for identified repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. Updated DUI BOLOs should be distributed to patrol and traffic officers monthly. 12 4. Send law enforcement personnel to the NHTSA Standardized Field Sobriety Testing (SFST) (minimum 16 hours) POST-certified training. 3 5. Send law enforcement personnel to the NHTSA Advanced Roadside Impaired Driving Enforcement (ARIDE) 16 hour POST-certified training. 6 6. Send law enforcement personnel to the Drug Recognition Expert (DRE) training (classroom and field training must be completed).
2 7. Send law enforcement personnel to the DRE Recertification training. 2
8. Send law enforcement personnel to SFST Instructor training. 2
9. Send law enforcement personnel to DRE Instructor training. 1
10. Conduct DUI/DL Checkpoints. A minimum of 1 checkpoint should be conducted during the NHTSA Winter Mobilization and 1 during the Summer Mobilization. To enhance the overall deterrent effect and promote high visibility, it is recommended the grantee issue an advance press release and conduct social media activity for each checkpoint. For combination DUI/DL checkpoints, departments should issue press releases that mention DL's will be checked at the DUI/DL checkpoint. Signs for DUI/DL checkpoints should read "DUI/Driver's License Checkpoint Ahead." OTS does not fund or support independent DL checkpoints. Only on an exception basis and with OTS pre-approval will OTS fund checkpoints that begin prior to 1800 hours. When possible, DUI/DL Checkpoint screeners should be DRE- or ARIDE-trained.
6 11. Conduct DUI Saturation Patrol operation(s). 26
12. Conduct Traffic Enforcement operation(s), including but not limited to, primary crash factor violations.
20
8/14/2024 3:41:40 PM Page 6 of 20
13. Conduct highly publicized Distracted Driving enforcement operation(s) targeting drivers using hand held cell phones and texting.
5 14. Conduct highly publicized Motorcycle Safety enforcement operation(s) in areas or during events with a high number of motorcycle incidents or crashes resulting from unsafe speed, DUI, following too closely, unsafe lane changes, improper turning, and other primary crash factor violations by motorcyclists and other drivers. 3 15. Conduct highly publicized pedestrian and/or bicycle enforcement operation(s) in areas or during events with a high number of pedestrian and/or bicycle crashes resulting from violations made by pedestrians, bicyclists, and drivers. 4 16. Conduct Traffic Safety educational presentation(s) with an effort to reach community members. Note: Presentation(s) may include topics such as distracted driving, DUI, speed, bicycle and pedestrian safety, seat belts and child passenger safety.
2 17. Participate in highly visible collaborative DUI Enforcement operations. 2
18. Participate in highly visible collaborative Traffic Enforcement operations. 2
19. Send law enforcement personnel to DUI Checkpoint Planning and Management training.
1 20. Conduct specialized enforcement operations focusing specifically on street racing and sideshow activities.
10 3. METHOD OF PROCEDURE
A. Phase 1 – Program Preparation (1st Quarter of Grant Year) The department will develop operational plans to implement the “best practice” strategies outlined in the objectives section.
All training needed to implement the program should be conducted in the first quarter. All grant related purchases needed to implement the program should be made in the first quarter. In order to develop/maintain the “DUI BOLOs,” research will be conducted to identify the “worst of the worst” repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. The DUI BOLO may include the driver’s name, last known address, DOB, description, current license status, and the number of times suspended or revoked for DUI. DUI BOLOs should be updated and distributed to traffic and patrol officers at least monthly. Implementation of the STEP grant activities will be accomplished by deploying personnel at high crash locations.
Media Requirements:
Issue a press release approved by the OTS PIO announcing the kick-off of the grant by November 15, but no sooner than October 1. The kick-off release must be approved by the OTS PIO and only distributed after the grant is fully signed and executed. If you are unable to meet the November 15 deadline to issue a kick-off press release, communicate reasons to your OTS grant coordinator and OTS PIO.
B. Phase 2 – Program Operations (Throughout Grant Year) The department will work to create media opportunities throughout the grant period to call attention to the innovative program strategies and outcomes.
Media Requirements
The following requirements are for all grant-related activities:
Send all media advisories, alerts, videos, graphics, artwork, posters, radio/PSA/video scripts, storyboards, digital and/or print educational materials for grant-related activities to the OTS PIO at [email protected] for approval and copy your OTS grant coordinator. Optimum lead time would be 7 days before the scheduled release but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
Send all Powerpoint presentations, online presentations and trainings for grant-related activities to the OTS PIO at [email protected] for approval and copy your OTS grant coordinator. Certified training courses are EXEMPT from the approval process.
The OTS PIO is responsible for the approval of the design and content of materials. The agency understands OTS PIO approval is not authorizing approval of budget expenditure or cost. Any cost approvals must come from the OTS grant coordinator.
8/14/2024 3:41:40 PM Page 7 of 20
Pre-approval is not required when using any OTS-supplied template for media advisories, press releases, social media graphics, videos or posts, or any other OTS-supplied educational material.
However, copy the OTS PIO at [email protected] and your OTS grant coordinator when any material is distributed to the media and public, such as a press release, educational material, or link to social media post. The OTS-supplied kick-off press release templates and any kickoff press releases are an exception to this policy and require prior approval before distribution to the media and public.
If an OTS-supplied template, educational material, social media graphic, post or video is substantially changed, the changes shall be sent to the OTS PIO at [email protected] for approval and copy to your OTS grant coordinator. Optimum lead time would be 7 days prior to the scheduled release date, but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
Press releases, social media posts and alerts on platforms such as NextDoor and Nixle reporting immediate and time-sensitive grant activities (e.g. enforcement operations, day of event highlights or announcements, event invites) are exempt from the OTS PIO approval process. The OTS PIO and your OTS grant coordinator should still be notified when the grant-related activity is happening (e.g. car seat checks, bicycle rodeos, community presentations, DUI checkpoints, etc.).
Enforcement activities such as warrant and probation sweeps, court stings, etc. that are embargoed or could impact operations by publicizing in advance are exempt from the PIO approval process. However, announcements and results of activities should still be copied to the OTS PIO at [email protected] and your OTS grant coordinator with embargoed date and time or with “INTERNAL ONLY: DO NOT RELEASE” message in subject line of email. Any earned or paid media campaigns for TV, radio, digital or social media that are part of a specific grant objective, using OTS grant funds, or designed and developed using contractual services by a subgrantee, requires prior approval. Please send to the OTS PIO at [email protected] for approval and copy your grant coordinator at least 3 business days prior to the scheduled release date.
Social media posts highlighting state or national traffic safety campaigns (Distracted Driving Month, Motorcycle Safety Awareness Month, etc.), enforcement operations (DUI checkpoints, etc.), or any other grant-related activity such as Bicycle rodeos, presentations, or events, are highly encouraged but do not require prior approval.
Submit a draft or rough-cut of all digital, printed, recorded or video material (brochures, posters, scripts, artwork, trailer graphics, digital graphics, social posts connected to an earned or paid media campaign grant objective) to the OTS PIO at [email protected] and copy your OTS grant coordinator for approval prior to the production or duplication. Use the following standard language in all press, media, and printed materials, space permitting:
Funding for this program was provided by a grant from the California Office of Traffic Safety, through the National Highway Traffic Safety Administration. Space permitting, include the OTS logo on all grant-funded print materials, graphics and paid or earned social media campaign grant objective; consult your OTS grant coordinator for specifics, format-appropriate logos, or if space does not permit the use of the OTS logo. Email the OTS PIO at [email protected] and copy your OTS grant coordinator at least 21 days in advance, or when first confirmed, a short description of any significant grant-related traffic safety event or program, particularly events that are highly publicized beforehand with anticipated media coverage so OTS has sufficient notice to arrange for attendance and/or participation in the event.
If unable to attend, email the OTS PIO and coordinator brief highlights and/or results, including any media coverage (broadcast, digital, print) of event within 7 days following significant grantrelated event or program. Media and program highlights are to be reflected in QPRs. Any press releases, work plans, scripts, storyboards, artwork, graphics, videos or any educational or informational materials that received OTS PIO approval in a prior grant year needs to be resubmitted for approval in the current grant year. For additional guidance, refer to the OTS Grants Materials Approval Process Guidelines and OTS Grants Media Approval Process FAQs on the OTS website. Contact the OTS PIO or your OTS grant coordinator for consultation when changes from any of the above requirements might be warranted.
8/14/2024 3:41:40 PM Page 8 of 20
C. Phase 3 – Data Collection & Reporting (Throughout Grant Year)
1. Prepare and submit grant claim invoices (due January 30, April 30, July 30, and October 30)
2. Prepare and submit Quarterly Performance Reports (QPR) (due January 30, April 30, July 30, and October 30)
Collect and report quarterly, appropriate data that supports the progress of goals and objectives. Provide a brief list of activity conducted, procurement of grant-funded items, and significant media activities. Include status of grant-funded personnel, status of contracts, challenges, or special accomplishments.
Provide a brief summary of quarterly accomplishments and explanations for objectives not completed or plans for upcoming activities.
Collect, analyze and report statistical data relating to the grant goals and objectives.
4. METHOD OF EVALUATION
Using the data compiled during the grant, the Grant Director will complete the “Final Evaluation” section in the fourth/final Quarterly Performance Report (QPR). The Final Evaluation should provide a brief summary of the grant’s accomplishments, challenges and significant activities. This narrative should also include whether goals and objectives were met, exceeded, or an explanation of why objectives were not completed.
5. ADMINISTRATIVE SUPPORT
This program has full administrative support, and every effort will be made to continue the grant activities after grant conclusion.
8/14/2024 3:41:40 PM Page 9 of 20
State of California – Office of Traffic Safety
GRANT AGREEMENT
Schedule B
GRANT NUMBER
PT25092
FUND NUMBER CATALOG
NUMBER (CFDA)
FUND DESCRIPTION TOTAL AMOUNT
402PT-25 20.600 State and Community Highway
Safety
$54,000.00
164AL-25 20.608 Minimum Penalties for Repeat
Offenders for Driving While
Intoxicated
$61,000.00
COST CATEGORY FUND
NUMBER
UNIT COST OR
RATE
UNITS TOTAL COST TO
GRANT
A. PERSONNEL COSTS
Straight Time
$0.00
Overtime
DUI/DL Checkpoints 164AL-25 $4,400.00 6 $26,400.00
DUI Saturation Patrols 164AL-25 $1,000.00 26 $26,000.00 Collaborative DUI Enforcement 164AL-25 $1,000.00 2 $2,000.00 Benefits 164 OT @ 4.31% 164AL-25 $54,400.00 1 $2,345.00 Traffic Enforcement 402PT-25 $1,000.00 20 $20,000.00
Distracted Driving 402PT-25 $990.00 5 $4,950.00
Motorcycle Safety 402PT-25 $990.00 3 $2,970.00
Pedestrian and Bicycle Enforcement 402PT-25 $990.00 4 $3,960.00 Street Racing and Sideshow Enforcement
Operations
402PT-25 $1,000.00 10 $10,000.00
Collaborative Traffic Enforcement 402PT-25 $507.00 2 $1,014.00 Benefits 402 OT @ 4.31% 402PT-25 $42,894.00 1 $1,849.00 Category Sub-Total $101,488.00
B. TRAVEL EXPENSES
In State Travel 402PT-25 $4,457.00 1 $4,457.00
$0.00
Category Sub-Total $4,457.00
C. CONTRACTUAL SERVICES
$0.00
Category Sub-Total $0.00
D. EQUIPMENT
$0.00
Category Sub-Total $0.00
E. OTHER DIRECT COSTS
Radar Device 402PT-25 $2,400.00 2 $4,800.00
DUI Checkpoint Supplies 164AL-25 $1,960.00 1 $1,960.00
PAS Device/Calibration Supplies 164AL-25 $459.00 5 $2,295.00 Category Sub-Total $9,055.00
F. INDIRECT COSTS
$0.00
Category Sub-Total $0.00
GRANT TOTAL $115,000.00
8/14/2024 3:41:40 PM Page 10 of 20
State of California – Office of Traffic Safety
GRANT AGREEMENT
Schedule B-1
GRANT NUMBER
PT25092
BUDGET NARRATIVE
PERSONNEL COSTS
DUI/DL Checkpoints - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
DUI Saturation Patrols - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Collaborative DUI Enforcement - Overtime for grant funded Collaborative DUI Enforcement operations conducted by appropriate department personnel
Benefits 164 OT @ 4.31% - Worker's comp - 2.86%
Medicare - 1.45%
Claimed amounts must reflect actual benefit costs for overtime hours charged to the grant.
Traffic Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Distracted Driving - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Motorcycle Safety - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Pedestrian and Bicycle Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Street Racing and Sideshow Enforcement Operations - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.
Collaborative Traffic Enforcement - Overtime for grant funded Collaborative Traffic Enforcement operations conducted by appropriate department personnel
Benefits 402 OT @ 4.31% - Worker's comp - 2.86%
Medicare - 1.45%
Claimed amounts must reflect actual benefit costs for overtime hours charged to the grant.
TRAVEL EXPENSES
In State Travel - Costs are included for appropriate staff to attend conferences and training events supporting the grant goals and objectives and/or traffic safety. Local mileage for grant activities and meetings is included. Anticipated travel may include Lifesavers in Long Beach and the OTS Traffic Safety Law Enforcement Forum. All conferences, seminars or training not specifically identified in the Budget Narrative must be approved by OTS. All travel claimed must be at the agency approved rate. Per Diem may not be claimed for meals provided at conferences when registration fees are paid with OTS grant funds.
CONTRACTUAL SERVICES
-
EQUIPMENT
-
OTHER DIRECT COSTS
Radar Device - To measure the speed of motor vehicles. This device will be used for speed enforcement.
DUI Checkpoint Supplies - On-scene supplies needed to conduct sobriety checkpoints. Costs may include 28" traffic cones, MUTCD compliant traffic signs, MUTCD compliant high visibility vests (maximum of 10), traffic counters (maximum of 2), generator, gas for generators, lighting, reflective banners, electronic flares, PAS Device/Calibration Supplies, heater, propane for heaters, fan, anti-fatigue mats, and canopies.
Additional items may be purchased if approved by OTS. The cost of food and beverages will not be reimbursed. Each item must have a unit cost of less than $5,000 (including tax and shipping).
PAS Device/Calibration Supplies - Preliminary alcohol screening device to detect the presence of alcohol in a person's breath and calibration supplies to ensure accuracy. Costs may include mouth pieces, gas and accessories.
8/14/2024 3:41:40 PM Page 11 of 20
INDIRECT COSTS
-
STATEMENTS/DISCLAIMERS
There will be no program income generated from this grant.
Nothing in this “agreement” shall be interpreted as a requirement, formal or informal, that a particular law enforcement officer issue a specified or predetermined number of citations in pursuance of the goals and objectives here under.
The OTS grant funded activities must be separate from the CHP Cannabis Tax Fund Grant Program activities and maintained under separate accounting/tracking/other codes (example: the same DUI checkpoint may not be funded by both the CHP and the OTS).
Benefits for personnel costs can only be applied to straight time or overtime hours charged to the grant.
8/14/2024 3:41:40 PM Page 12 of 20
State of California – Office of Traffic Safety
GRANT AGREEMENT
Exhibit A
GRANT NUMBER
PT25092
Certifications and Assurances for Fiscal Year 2024 Highway Safety Grants (23 U.S.C. Chapter 4 or Section 1906, Public Law 109-59, as amended by Section 25024, Public Law 117-58) The officials named on the grant agreement, certify by way of signature on the grant agreement signature page, that the Grantee Agency complies with all applicable Federal statutes, regulations, and directives and State rules, guidelines, policies, and laws in effect with respect to the periods for which it receives grant funding. Applicable provisions include, but are not limited to, the following:
GENERAL REQUIREMENTS
The State will comply with applicable statutes and regulations, including but not limited to:
23 U.S.C. Chapter 4—Highway Safety Act of 1966, as amended; Sec. 1906, Public Law 109-59, as amended by Sec. 25024, Public Law 117-58; 23 CFR part 1300—Uniform Procedures for State Highway Safety Grant Programs; 2 CFR part 200—Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards; 2 CFR part 1201—Department of Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.
NONDISCRIMINATION
(applies to all subrecipients as well as States)
The State highway safety agency [and its subrecipients] will comply with all Federal statutes and implementing regulations relating to nondiscrimination (“Federal Nondiscrimination Authorities”). These include but are not limited to:
Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin);
49 CFR part 21 (entitled Non-discrimination in Federally-Assisted Programs of the Department of Transportation— Effectuation of Title VI of the Civil Rights Act of 1964); 28 CFR 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964); The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); Federal-Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended, (prohibits discrimination on the basis of disability) and 49 CFR part 27;
The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits discrimination on the basis of age);
The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage, and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal aid recipients, subrecipients and contractors, whether such programs or activities are Federally-funded or not); Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing) and 49 CFR parts 37 and 38;
Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations (preventing discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations);
Executive Order 13166, Improving Access to Servicesfor Persons with Limited English Proficiency (requiring that recipients of Federal financial assistance provide meaningful access for applicants and beneficiaries who have limited English proficiency (LEP));
Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities through the Federal Government (advancing equity across the Federal Government); and Executive Order 13988, Preventing and Combating Discrimination on the Basis of Gender Identity or Sexual Orientation (clarifying that sex discrimination includes discrimination on the grounds of gender identity or sexual orientation).
The preceding statutory and regulatory cites hereinafter are referred to as the “Acts” and “Regulations,” respectively.
GENERAL ASSURANCES
8/14/2024 3:41:40 PM Page 13 of 20
In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient hereby gives assurance that it will promptly take any measures necessary to ensure that:
“No person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity, for which the Recipient receives Federal financial assistance from DOT, including NHTSA.”
The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI of the Civil Rights Act of 1964 and other non-discrimination requirements (the Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these nondiscrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted.
SPECIFIC ASSURANCES
More specifically, and without limiting the above general Assurance, the Recipient agrees with and gives the following Assurances with respect to its Federally assisted Highway Safety Grant Program:
1. The Recipient agrees that each “activity,” “facility,” or “program,” as defined in 49 CFR part 21 will be (with regard to an “activity”) facilitated, or will be (with regard to a “facility”) operated, or will be (with regard to a “program”) conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations.
2. The Recipient will insert the following notification in all solicitations for bids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with all Highway Safety Grant Programs and, in adapted form, in all proposals for negotiated agreements regardless of funding source:
“The [name of Recipient], in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award.”
3. The Recipient will insert the clauses of appendix A and E of this Assurance (also referred in every contract or agreement subject to the Acts and the Regulations.
4. The Recipient will insert the clauses of appendix B of DOT Order 1050.2A, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient.
5. That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith.
6. That where the Recipient receives Federal financial assistance in the form of, or for the acquisition of, real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property.
7. That the Recipient will include the clauses set forth in appendix C and appendix D of this DOT Order 1050.2A, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.
8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the following periods:
a. the period during which the property is used for a purpose for which the Federal financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of the property.
9. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub-recipients, sub- grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance.
10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance.
By signing this ASSURANCE, the State highway safety agency also agrees to comply (and require any sub-recipients, sub-grantees, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing NHTSA's access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or compliance reviews, and/or complaint investigations conducted by NHTSA. You must keep records, reports, and submit the material for review
8/14/2024 3:41:40 PM Page 14 of 20
upon request to NHTSA, or its designee in a timely, complete, and accurate way. Additionally, you must comply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance.
The State highway safety agency gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contracts, agreements, property, and/or discounts, or other Federal-aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under the Highway Safety Grant Program. This ASSURANCE is binding on the State highway safety agency, other recipients, sub-recipients, sub-grantees, contractors, subcontractors and their subcontractors', transferees, successors in interest, and any other participants in the Highway Safety Grant Program. The person(s) signing below is/are authorized to sign this ASSURANCE on behalf of the Recipient.
THE DRUG-FREE WORKPLACE ACT OF 1988 (41 U.S.C. 8103)
The Subgrantee will provide a drug-free workplace by:
a. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the grantee's workplace, and specifying the actions that will be taken against employees for violation of such prohibition;
b. Establishing a drug-free awareness program to inform employees about:
1. The dangers of drug abuse in the workplace;
2. The grantee's policy of maintaining a drug-free workplace;
3. Any available drug counseling, rehabilitation, and employee assistance programs;
4. The penalties that may be imposed upon employees for drug violations occurring in the workplace;
5. Making it a requirement that each employee engaged in the performance of the grant be given a copy of the statement required by paragraph (a);
c. Notifying the employee in the statement required by paragraph (a) that, as a condition of employment under the grant, the employee will—
1. Abide by the terms of the statement;
2. Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction;
d. Notifying the agency within ten days after receiving notice under subparagraph (c)(2) from an employee or otherwise receiving actual notice of such conviction;
e. Taking one of the following actions, within 30 days of receiving notice under subparagraph (c)(2), with respect to any employee who is so convicted—
1. Taking appropriate personnel action against such an employee, up to and including termination;
2. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; f. Making a good faith effort to continue to maintain a drug-free workplace through implementation of all of the paragraphs above.
POLITICAL ACTIVITY (HATCH ACT)
(applies to all subrecipients as well as States)
The State will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds.
CERTIFICATION REGARDING FEDERAL LOBBYING
(applies to all subrecipients as well as States)
CERTIFICATION FOR CONTRACTS, GRANTS, LOANS, AND COOPERATIVE AGREEMENTS The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement;
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions;
3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grant, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.
8/14/2024 3:41:40 PM Page 15 of 20
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
RESTRICTION ON STATE LOBBYING
(applies to subrecipients as well as States)
None of the funds under this program will be used for any activity specifically designed to urge or influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal pending before any State or local legislative body. Such activities include both direct and indirect (e.g., “grassroots”) lobbying activities, with one exception. This does not preclude a State official whose salary is supported with NHTSA funds from engaging in direct communications with State or local legislative officials, in accordance with customary State practice, even if such communications urge legislative officials to favor or oppose the adoption of a specific pending legislative proposal.
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
(applies to all subrecipients as well as States)
INSTRUCTIONS FOR PRIMARY TIER PARTICIPANT CERTIFICATION (STATES)
1. By signing and submitting this proposal, the prospective primary tier participant is providing the certification set out below and agrees to comply with the requirements of 2 CFR parts 180 and 1200.
2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective primary tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary tier participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction.
3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the prospective primary tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default or may pursue suspension or debarment.
4. The prospective primary tier participant shall provide immediate written notice to the department or agency to which this proposal is submitted if at any time the prospective primary tier participant learns its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.
5. The terms covered transaction, civil judgment, debarment, suspension, ineligible, participant, person, principal, and voluntarily excluded, as used in this clause, are defined in 2 CFR parts 180 and 1200. You may contact the department or agency to which this proposal is being submitted for assistance in obtaining a copy of those regulations.
6. The prospective primary tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction.
7. The prospective primary tier participant further agrees by submitting this proposal that it will include the clause titled “Instructions for Lower Tier Participant Certification” including the “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion—Lower Tier Covered Transaction,” provided by the department or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions and will require lower tier participants to comply with 2 CFR parts 180 and 1200.
8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any prospective lower tier participants, each participant may, but is not required to, check the System for Award Management Exclusions website (https://www.sam.gov/).
9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate the transaction for cause or default.
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS—
PRIMARY TIER COVERED TRANSACTIONS
8/14/2024 3:41:40 PM Page 16 of 20
1. The prospective primary tier participant certifies to the best of its knowledge and belief, that it and its principals:
a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency; b. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; c. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and
d. Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State, or local) terminated for cause or default.
2. Where the prospective primary tier participant is unable to certify to any of the Statements in this certification, such prospective participant shall attach an explanation to this proposal.
INSTRUCTIONS FOR LOWER TIER PARTICIPANT CERTIFICATION
1. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below and agrees to comply with the requirements of 2 CFR parts 180 and 1200.
2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension or debarment.
3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.
4. The terms covered transaction, civil judgment, debarment, suspension, ineligible, participant, person, principal, and voluntarily excluded, as used in this clause, are defined in 2 CFR parts 180 and 1200. You may contact the person to whom this proposal is submitted for assistance in obtaining a copy of those regulations.
5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated.
6. The prospective lower tier participant further agrees by submitting this proposal that it will include the clause titled “Instructions for Lower Tier Participant Certification” including the “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion—Lower Tier Covered Transaction,” without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions and will require lower tier participants to comply with 2 CFR parts 180 and 1200.
7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any prospective lower tier participants, each participant may, but is not required to, check the System for Award Management Exclusions website ( https://www.sam.gov/).
8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension or debarment.
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION—
LOWER TIER COVERED TRANSACTIONS
1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency.
8/14/2024 3:41:40 PM Page 17 of 20
2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.
BUY AMERICA
(applies to subrecipients as well as States)
The State and each subrecipient will comply with the Buy America requirement (23 U.S.C. 313) when purchasing items using Federal funds. Buy America requires a State, or subrecipient, to purchase with Federal funds only steel, iron and manufactured products produced in the United States, unless the Secretary of Transportation determines that such domestically produced items would be inconsistent with the public interest, that such materials are not reasonably available and of a satisfactory quality, or that inclusion of domestic materials will increase the cost of the overall project contract by more than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must submit a waiver request that provides an adequate basis and justification for approval by the Secretary of Transportation.
CERTIFICATION ON CONFLICT OF INTEREST
(applies to subrecipients as well as States)
GENERAL REQUIREMENTS
No employee, officer, or agent of a State or its subrecipient who is authorized in an official capacity to negotiate, make, accept, or approve, or to take part in negotiating, making, accepting, or approving any subaward, including contracts or subcontracts, in connection with this grant shall have, directly or indirectly, any financial or personal interest in any such subaward. Such a financial or personal interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of the parties indicated herein, has a financial or personal interest in or a tangible personal benefit from an entity considered for a subaward. Based on this policy:
1. The recipient shall maintain a written code or standards of conduct that provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents. a. The code or standards shall provide that the recipient's officers, employees, or agents may neither solicit nor accept gratuities, favors, or anything of monetary value from present or potential subawardees, including contractors or parties to subcontracts.
b. The code or standards shall establish penalties, sanctions, or other disciplinary actions for violations, as permitted by State or local law or regulations.
2. The recipient shall maintain responsibility to enforce the requirements of the written code or standards of conduct.
DISCLOSURE REQUIREMENTS
No State or its subrecipient, including its officers, employees, or agents, shall perform or continue to perform under a grant or cooperative agreement, whose objectivity may be impaired because of any related past, present, or currently planned interest, financial or otherwise, in organizations regulated by NHTSA or in organizations whose interests may be substantially affected by NHTSA activities. Based on this policy:
1. The recipient shall disclose any conflict of interest identified as soon as reasonably possible, making an immediate and full disclosure in writing to NHTSA. The disclosure shall include a description of the action which the recipient has taken or proposes to take to avoid or mitigate such conflict.
2. NHTSA will review the disclosure and may require additional relevant information from the recipient. If a conflict of interest is found to exist, NHTSA may (a) terminate the award, or (b) determine that it is otherwise in the best interest of NHTSA to continue the award and include appropriate provisions to mitigate or avoid such conflict.
3. Conflicts of interest that require disclosure include all past, present, or currently planned organizational, financial, contractual, or other interest(s) with an organization regulated by NHTSA or with an organization whose interests may be substantially affected by NHTSA activities, and which are related to this award. The interest(s) that require disclosure include those of any recipient, affiliate, proposed consultant, proposed subcontractor, and key personnel of any of the above. Past interest shall be limited to within one year of the date of award. Key personnel shall include any person owning more than a 20 percent interest in a recipient, and the officers, employees or agents of a recipient who are responsible for making a decision or taking an action under an award where the decision or action can have an economic or other impact on the interests of a regulated or affected organization.
PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE (applies to all subrecipients as well as States)
The State and each subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to create checkpoints that specifically target motorcyclists.
8/14/2024 3:41:40 PM Page 18 of 20
POLICY ON SEAT BELT USE
In accordance with Executive Order 13043, Increasing Seat Belt Use in the United States, dated April 16, 1997, the Grantee is encouraged to adopt and enforce on-the-job seat belt use policies and programs for its employees when operating company-owned, rented, or personally-owned vehicles. The National Highway Traffic Safety Administration (NHTSA) is responsible for providing leadership and guidance in support of this Presidential initiative. For information and resources on traffic safety programs and policies for employers, please contact the Network of Employers for Traffic Safety (NETS), a public-private partnership dedicated to improving the traffic safety practices of employers and employees. You can download information on seat belt programs, costs of motor vehicle crashes to employers, and other traffic safety initiatives at www.trafficsafety.org. The NHTSA website (www.nhtsa.gov) also provides information on statistics, campaigns, and program evaluations and references.
POLICY ON BANNING TEXT MESSAGING WHILE DRIVING
In accordance with Executive Order 13513, Federal Leadership On Reducing Text Messaging While Driving, and DOT Order 3902.10, Text Messaging While Driving, States are encouraged to adopt and enforce workplace safety policies to decrease crashes caused by distracted driving, including policies to ban text messaging while driving companyowned or rented vehicles, Government-owned, leased or rented vehicles, or privately-owned vehicles when on official Government business or when performing any work on or behalf of the Government. States are also encouraged to conduct workplace safety initiatives in a manner commensurate with the size of the business, such as establishment of new rules and programs or re-evaluation of existing programs to prohibit text messaging while driving, and education, awareness, and other outreach to employees about the safety risks associated with texting while driving.
8/14/2024 3:41:40 PM Page 19 of 20
INSTRUCTIONS FOR ADDING OR UPDATING GEMS USERS
1. Each agency is allowed a total of FIVE (5) GEMS Users.
2. GEMS Users listed on this form will be authorized to login to GEMS to complete and submit Quarterly Performance Reports (QPRs) and reimbursement claims.
3. Complete the form if adding, removing or editing a GEMS user(s).
4. The Grant Director must sign this form and return it with the Grant Agreement.
CURRENT GEMS USER(S)
1. Diona Pope
Title: Accounting Manager Media Contact: No
Phone: (530) 822-4803
Email: [email protected]
2. Bill Williams
Title: Police Traffic Sergeant Media Contact: No
Phone: (530) 822-6235
Email: [email protected]
State of California – Office of Traffic Safety
OTS-55 Grant Electronic Management System (GEMS) Access Exhibit C
GRANT NUMBER
PT25092
GRANT DETAILS
Grant Number: PT25092
Agency Name: Yuba City Police Department
Grant Title: Selective Traffic Enforcement Program (STEP) Agreement Total: $115,000.00
Authorizing Official: Brian Baker
Fiscal Official: Spencer Morrison
Grant Director: Bill Williams
8/14/2024 3:41:40 PM Page 20 of 20
Complete the below information if adding, removing or editing a GEMS user(s) GEMS User 1
Add/Change {{[]c11_es_:signer1}} Remove Access {{[] c12_es_:signer1}} Add as a media contact? Yes {{[]c1_es_:signer1}} No{{[]c2_es_:signer1}} {{UserName1_es_:signer1 }} {{UserTitle1_es_:signer1 }}
Name Job Title
{{UserEmail1_es_:signer1 }} {{UserPhone1_es_:signer1 }} Email address Phone number
GEMS User 2
Add/Change {{[]c13_es_:signer1}} Remove Access {{[]c14_es_:signer1}} Add as a media contact? Yes {{[]c3_es_:signer1}}No {{[]c4_es_:signer1}} {{UserName2_es_:signer1 }} {{UserTitle2_es_:signer1 }}
Name Job Title
{{UserEmail2_es_:signer1 }} {{UserPhone2_es_:signer1 }} Email address Phone number
GEMS User 3
Add/Change {{[]c15_es_:signer1}} Remove Access {{[]c16_es_:signer1}} Add as a media contact? Yes {{[]c5_es_:signer1}}No {{[]c6_es_:signer1}} {{UserName3_es_:signer1 }} {{UserTitle3_es_:signer1 }}
Name Job Title
{{UserEmail3_es_:signer1 }} {{UserPhone3_es_:signer1 }} Email address Phone number
GEMS User 4
Add/Change {{[]c17_es_:signer1}} Remove Access {{[]c18_es_:signer1}} Add as a media contact? Yes {{[]c8_es_:signer1}}No {{[]c7_es_:signer1}} {{UserName4_es_:signer1 }} {{UserTitle4_es_:signer1 }}
Name Job Title
{{UserEmail4_es_:signer1 }} {{UserPhone4_es_:signer1 }} Email address Phone number
GEMS User 5
Add/Change {{[]c19_es_:signer1}} Remove Access {{[]c20_es_:signer1}} Add as a media contact? Yes {{[]c9_es_:signer1}}No {{[]c10_es_:signer1}} {{UserName5_es_:signer1 }} {{UserTitle5_es_:signer1 }}
Name Job Title
{{UserEmail5_es_:signer1 }} {{UserPhone5_es_:signer1 }} Email address Phone number
Form completed by: {{Sig_es_:signer1:signature}} Date: {{Dte1_es_:signer1:date}} As a signatory I hereby authorize the listed individual(s) to represent and have GEMS user access. {{Sig_es_:signer2:signature}} {{Name1_es_:signer2:fullname }} Signature Name
{{Dte2_es_:signer2:date}} Grant Director
Date Title
Bill B. Williams (Aug 15, 2024 08:29 PDT)
Bill B. Williams ✔
✔
David Krause [email protected] Ethan Gutierrez [email protected] ✔ Bill Williams [email protected] Aug 15, 2024 Bill B. Williams (Aug 15, 2024 08:31 PDT) Bill B. Williams Bill B. Williams Aug 15, 2024 Page 44 of 426 Agenda Item 6
CITY OF YUBA CITY
STAFF REPORT
Date: September 17, 2024
To: Honorable Mayor & Members of the City Council;
From: Finance/IT Department
Presentation By: Spencer Morrison, Finance Director
Summary
Subject: Conversion of two (2) City-owned cell tower leases into a 50-year easement Recommendation: A. Adopt a Resolution to award easement and site management agreements for the antenna site at 1545 Poole Boulevard with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $648,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow
B. Adopt a Resolution to award easement and site management agreements for the antenna site at 806 Gray Avenue with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $437,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow C. Authorize the Finance Director to make a supplemental appropriation to the general fund revenue account, 100-49210
Fiscal Impact: The City's general fund will receive a onetime, discounted payment of $1,085,000, less a six percent commission to Steep Steel, Inc., plus 50% of all additional tenant revenue generated during the term of the easement Purpose:
To convert the City’s cell tower lease contracts to revenue to increase near-term cash flow.
Council's Strategic Goal:
The proposed easement supports the City Council priority of fiscal responsibility.
Background:
The City of Yuba City has three cell tower antenna sites and receives $5,807.61 each month for the
carriers to keep and use their transmission equipment on these towers at 806 Gray Avenue (Sam Brannan Park), 824 Clark Avenue (Fire Station No. 1), and 1545 Poole Boulevard (Police Department), adding just under $70 thousand each year to the general fund budget. One year ago, the Finance Department began receiving calls from these carriers to amend existing agreements, then a call proposing an acquisition of these leases was taken by staff. Given that the future of the tower revenue and the technology behind the revenue over the next 50 years is uncertain, and after some discussion with the City Manager, the Finance Director entered into a contract with SteepSteel, LLC to help the City navigate the cell tower leasing industry, conduct a request for quotes, and negotiate on the City’s behalf.
Analysis:
As City staff began talking through the needs for each site, consulting with each affected department head, it became apparent to all at the table that placing a 50-year easement on the obsolete (not in use) water tower at 824 Clark Avenue did not make as much sense as it does for the sites at 806 Gray Avenue and 1545 Poole Boulevard due to the future need to raze the tower to make room for an expanded and updated Fire Station No. 1. With guidance from SteepSteel, staff signed a short contract extension with the carrier at 824 Clark Avenue with the intention of letting the contract run out in a few years in order to proceed with the removal of the water tower. This contract extension also increased the monthly rent from almost $1,526 to $2,500.
For the tower easements at 806 Gray Avenue and 1545 Poole Boulevard, SteepSteel marketed to prospective, highly-qualified bidders directly, and began negotiations based on the responses received.
SteepSteel received several inquiries from interested parties, and negotiated best and final written proposals from TowerPoint and Wireless Propco, LLC as each proposal was for a far greater amount than the others. The following table lists the best and final written proposals that represent the result of several rounds of negotiation:
TowerPoint Wireless Propco, LLC
$1,085,000 + 50% revenue sharing $1,078,996
Staff discussed the offers with SteepSteel, the City Manager and the City Attorney to determine the best option for the City. TowerPoint’s proposal of a new 50-year prepayment on the site is the recommended and approved proposal. This proposal will also provide TowerPoint the option to add a total of 500 square feet of land area at the 806 Gray Avenue site, and TowerPoint will pay the City 50% of the revenue received from any revenue generated from additional services at each site. The site location and the current land area utilized is listed below:
# Site Locations Current Land Area Utilized
1 806 Gray Avenue &
1545 Poole Blvd
3000 SF between both sites (plus ingress-egress
easements and utility easements).
This offer will provide the City with a one-time payment of $1,085,000. The term of the Agreements will expire in 2074, after which the land areas utilized will revert to the City.
Fiscal Impact:
The City's general fund will receive a onetime, discounted payment of $1,085,000, less a $65,100 (6%) commission to Steep Steel, Inc., plus 50% of all additional tenant revenue generated during the term of the easement.
Alternatives:
1. Do not sell the leases and negotiate lease extensions for all tower sites; or
2. Let the leases for all or some of the tower sites expire and negotiate a sale or lease extensions for any remaining tower sites.
Recommendation:
A. Adopt a Resolution to award easement and site management agreements for the antenna site at 1545 Poole Boulevard with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $648,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow.
B. Adopt a Resolution to award easement and site management agreements for the antenna site at 806 Gray Avenue with TowerPoint (TPA VII, LLC) of Atlanta, Georgia for a 50-year term for the sum of $437,000 plus 50% of any additional revenue generated under the easement and agreements and authorize the City Manager to execute the aforementioned documents, associated rent redirect letters and any other related documents to close on the escrow.
C. Authorize the Finance Director to make a supplemental appropriation to the general fund revenue account, 100-49210.
Attachments:
1. Resolution - 1545 Poole Blvd
2. 1545 Poole Agreements & Documents
3. Resolution - 806 Gray Ave
4. 806 Poole Agreements & Documents
5. TowerPoint Letter of Intent
6. TowerPoint Site Management Agreement
Prepared By: Submitted By:
Spencer Morrison
Finance Director
Diana Langley
City Manager
ATTACHMENT 1
RESOLUTION NO.___
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY,
CALIFORNIA, APPROVING THE EXECUTION OF AN EASEMENT AGREEMENT BY AND
BETWEEN THE CITY OF YUBA CITY AND TPA VII, LLC, A DELAWARE LIMITED
LIABILITY COMPANY AND AUTHORIZING THE CITY MANAGERR OF THE CITY OF
YUBA CITY TO SIGN SAID EASEMENT AGREEMENT ON BEHALF OF THE CITY OF
YUBA CITY AND TO EXECUTE ALL CLOSING DOCUMENTS RELATED TO SUCH
EASEMENT AGREEMENT, INCLUDING AN ASSIGNMENT OF LEASE
WHEREAS, the City Council of the City of Yuba City authorized the City Manager to enter negotiations for granting a Easement Agreement (the “Easement”) as to the City’s interest in an existing cell tower site (the “Site”) located at 1545 Poole Boulevard, Yuba City, California; and
WHEREAS, pursuant to the direction of the City Council, the City Manager negotiated the terms of the Easement Agreement for the Site in substantial compliance with the terms and provisions of the Letter of Intent executed as of July 12, 2024, with TowerPoint Acquisitions, LLC, its successors and assigns; and
WHEREAS, the terms of the Easement Agreement provide for transfer of the City’s interest in the Site for placement of telecommunications facilities to TPA VII, LLC for a lump sum of $648,000.00; and
WHEREAS, pursuant to the provisions of the Charter of the City of Yuba City, state statutes, and the Joint Meeting of the City of Yuba City, City Council, the City Manager is granted the authority to sign written contracts and conveyances entered into and made by the City; and WHEREAS, pursuant to the provisions of the Charter of the City of Yuba City, state statutes, and the City of Yuba City Code of Ordinances, the City Clerk is authorized to acknowledge the execution of all instruments executed by the City which required acknowledgment is by the City Manager.
NOW THEREFORE, the City Council of Yuba City does resolve as follows:
Section 1. an Easement Agreement by and between the City of Yuba City and TPA VII, LLC, a Delaware limited liability company, in the form presented, is hereby approved and authorized for execution.
Section 2. the City Manager of the City of Yuba City, Diana Langley, is hereby authorized to execute on behalf of the City of Yuba City, all closing documents required to close the transaction described in the Easement Agreement and the Letter of Intent.
This resolution shall become effective immediately.
The forgoing 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 17th day of September 2024.
AYES:
NOES:
ABSENT:
Shon Harris, Mayor
ATTEST:
Ciara Wakefield, Deputy City Clerk
APPROVED AS TO FORM
COUNSEL FOR YUBA CITY
________________________
Shannon Chaffin, Esq.
Aleshire & Wynder, LLP
ATTACHMENT 2
Asset File #: TwPS0400610 Page 1 of 11
Record and Return to:
Joseph Mangus
TitleVest Agency, LLC
110 E. 42nd Street, 10th Floor
New York, NY 10017
TitleVest Title No.: TCA944822__________
Prepared by:
James Nothdurft
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE
EASEMENT AGREEMENT
This telecommunication easement and lease assignment agreement (“Agreement”) is made and shall be effective on the ____ day of ____________________, 2024 (“Effective Date”), by and between City of Yuba City, a municipal corporation (“Grantor”) and TPA VII, LLC, a Delaware limited liability company (“Grantee”).
1. Grantor’s Property and the Telecom Tenant Lease. Grantor represents and warrants that it holds fee simple title to certain real property located at 1545 Poole Boulevard, Yuba City, California 95993, as more fully described in the legal description attached hereto as Exhibit A (the “Parent Property”).
Grantor and T-Mobile West LLC, as successor in interest to Sprint Spectrum L.P. (the “Telecom Tenant”) are parties to that certain lease agreement, including all amendments and modifications thereto, cited in Exhibit B and incorporated by reference herein (the “Telecom Tenant Lease”).
2. Grant of Easement. For the sum of TEN AND NO/100 DOLLARS and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge as paid on or about the Effective Date along with the purchase price pursuant to the settlement statement executed contemporaneously with this Agreement (“Purchase Price”), Grantor grants and conveys unto Grantee, its successors and assigns, an exclusive easement (subject to the Telecom Tenant Lease) for the Permitted Use defined herein, together with a non-exclusive access easement for ingress and egress to and from the exclusive easement, seven days per week, twenty-four hours per day and a non-exclusive utility easement to install, replace and maintain utilities servicing the exclusive easement, including, but not limited to the installation of power and telephone service cable, wires, switches, boxes and the like as may be required by the Permitted Use (collectively “Easement” as further described in Exhibit C). Notwithstanding the foregoing, Grantee acknowledges that the Parent Property is currently operating as a City of Yuba City Police Department facility, and Grantee shall use commercially reasonable efforts to enforce Easement Tenant’s (defined below) access obligations, if any, pursuant to the applicable Easement Tenant lease. Grantor shall permit Grantee, Easement Tenant(s) (as hereinafter defined), and any of their affiliates, customers, tenants, subtenants, lessees, sublessees, licensees,
Asset File #: TwPS0400610 Page 2 of 11
successors and/or assigns together with any of the employees, contractors, consultants, and or agents of the foregoing to use the Easement for the installation, construction, operation, maintenance, repair, modification, relocation, replacement and removal of improvements and equipment (“Equipment”) for the facilitation of telecommunications uses, communications uses and other related uses, including, but not limited to, any uses permitted by the Telecom Tenant Lease (“Permitted Use”). To help ensure the structural integrity of the current Tower (defined below) is not jeopardized by any new telecommunications equipment installation, Grantee shall use commercially reasonable efforts to have Telecom Tenant provide Grantor construction plans, drawings and specifications to approve prior to commencement of any new construction, such approval not to be unreasonably conditioned, delayed, denied or withheld, and without any further compensation owed to Grantor. Consent shall be deemed given by Grantor where Grantor has failed to respond within ten (10) days of receipt. Grantor represents that there is no pending or threatened action that would adversely affect Grantor’s ability to enter into this Agreement or grant the Easement and that entering into this Agreement will not violate or conflict with any provision of Grantor’s organizational documents (if Grantor is an organization) or conflict with the provisions of any agreement to which Grantor is a party. Grantor further represents and warrants that Grantee shall have peaceful and quiet possession and enjoyment of the Easement during the term of this Agreement without any disturbance of Grantee’s possession or Permitted Use hereunder.
3. Term. Commencing on the Effective Date, the term of this Agreement and the Easement shall be for fifty (50) years (the “Term”) and this Agreement and the Easement shall terminate on _________________, 2074. Upon notice to Grantor as provided herein, Grantee may surrender the Easement to Grantor and execute such documents reasonably required to terminate the Agreement and the Easement. Grantor may not unilaterally terminate the Agreement or Easement, but if the Easement is not used for the Permitted Use for a period of five (5) years the Easement shall be deemed abandoned and shall terminate upon Grantor’s notice of such default to Grantee as provided herein. Sections 11 and 12 shall survive expiration or termination of this Agreement and shall remain in effect in perpetuity, subject to applicable law.
4. Assignment of Lease, Renewal and Right of Replacement. Grantor hereby assigns to Grantee all of Grantor’s right, title and interest in the Telecom Tenant Lease for the Term, including the right to renew the Telecom Tenant Lease throughout the Term. Except as provided herein, Grantee agrees to assume all of Grantor’s rights and obligations under the Telecom Tenant Lease. If Telecom Tenant is obligated under the Telecom Tenant Lease to pay to Grantor any fees (other than base rent and any escalations thereto) for the purpose of utility service or access or tax reimbursement, Grantor shall continue to be entitled to such fees, although Grantee may collect and distribute same to Grantor. Grantor shall continue to perform all obligations of the lessor under the Telecom Tenant Lease which relate to the use, ownership, and maintenance of the Parent Property so that Grantee may fulfill all the obligations under the Telecom Tenant Lease without breaching any provision therein, including, but not limited to, Grantor maintaining the Parent Property in a commercially reasonable condition to allow the Permitted Use of the Easement. Grantor shall not maintain the Equipment or installations of any Easement Tenant (hereinafter defined), but shall be responsible and liable for the maintenance of the tower structure owned by Grantor (“Tower”) in compliance with any and all applicable laws, statutes, rules and regulations, including but not limited to, those rules and regulations, promulgated by the FCC and FAA regarding painting, marking and lighting of the Tower, and Grantor shall be responsible for landscaping on the ground underneath the Tower in those areas not exclusively occupied by any Easement Tenant.
Grantor represents and warrants that it has delivered to Grantee true and correct copies of the Telecom Tenant Lease and that Grantor owns 100% of the lessor/landlord’s interest in the Telecom Tenant Lease, including the right to collect all rent thereunder. To the best of Grantor’s knowledge, no party to the Telecom Tenant Lease has breached or is in default of their respective obligations under the Telecom Tenant Lease and no party has requested or discussed a modification or termination of the Telecom Tenant Lease. If during the Term the Telecom Tenant terminates the Telecom Tenant
Asset File #: TwPS0400610 Page 3 of 11
Lease or otherwise vacates the Parent Property, Grantee may lease all or a portion of the Easement to a replacement telecommunications tenant (“Replacement Telecom Tenant”) on terms consistent with the Telecom Tenant Lease and such Replacement Telecom Tenant shall occupy the Easement rather than locating on other portions of the Parent Property (“Replacement Telecom Tenant Lease”).
Additionally, Grantee shall use commercially reasonable efforts to also include the following provisions in any Replacement Telecom Tenant Lease to the extent including them does not materially impair Grantee’s negotiation of any other term in such lease:
i. Replacement Telecom Tenant shall have non-emergency access during normal business hours (9:00 am – 5:00 pm, Monday through Friday), subject to all applicable and reasonable Parent Property rules and security procedures; provided, in the event of an emergency, Grantor shall permit access twenty-four (24) hours per day, seven (7) days a week. ii. Replacement Telecom Tenant shall maintain Commercial General Liability Insurance in an amount of One Million and no/100 ($1,000,000.00) per occurrence, Two Million and no/100 ($2,000,000.00) aggregate with Grantor and Grantee included as an additional insured.
Grantee shall also use commercially reasonable efforts to include the foregoing Replacement Telecom Tenant Lease terms in any renewal or extension of the Telecom Tenant Lease.
5. Right of First Refusal. Grantor grants to Grantee the right to acquire through assignment, purchase, or other means any lease or similar conveyance for telecommunications purposes in which Grantor retains an interest outside the Easement (“Grantor’s Lease”). Grantor shall deliver to Grantee, a copy of any offer to purchase an interest in Grantor’s Lease. Grantee shall have thirty (30) business days to match the terms of any offer by delivering written notice of Grantee’s intent to match the offer.
6. Grantor Cooperation and Non-interference. Grantor hereby agrees to cooperate with Grantee and/or Telecom Tenant and Replacement Telecom Tenant (collectively, “Easement Tenants”) in obtaining all licenses, permits or authorizations from all applicable governmental and/or regulatory entities and in acquiring any necessary upgrades to or relocation of utility service to support the Permitted Use. In furtherance of the foregoing, Grantor hereby appoints Grantee as Grantor's attorney-in-fact to execute all land use applications, permits, licenses and other approvals on Grantor's behalf in connection with the Permitted Use. Grantor’s cooperation shall be at no cost to Grantor and without requiring payment of additional rent or fees by Grantee or Easement Tenants. Grantor shall not interfere with any construction in the Easement so long as such construction is to support the Permitted Use and is proceeding pursuant to a building permit or other required municipal or governmental approvals.
Grantor shall not, nor shall Grantor permit its lessees, licensees, employees, invitees or agents to, use any portion of the Parent Property or the Easement in a way which materially interferes with the operations of the Easement Tenants who shall have peaceful and quiet possession and enjoyment of the Easement. Grantor may not directly or indirectly induce, invite, or conspire to induce or invite any Easement Tenants to use or lease space in direct competition with the Easement. Notwithstanding any other provision of this Agreement, Grantee acknowledges and agrees that Grantor is a governmental agency, and that: (i) the Grantor reserves all of its police power and/or statutory or other legal powers or responsibilities; (ii) the Grantor reserves all of its authority to enact regulations; and (iii) this Agreement shall not be construed to limit the authority or obligation of the Grantor to hold necessary public hearings, to limit the discretion of the Grantor or any of its officers or officials with regard to rules, regulations, ordinances, laws, and entitlement of use which require the exercise of reasonable discretion by the Grantor or any of its officers or officials. This Agreement shall not be construed to limit the obligations of the Grantor to comply with any federal or state law.
7. Assignment. Grantee may pledge, assign, mortgage, grant a security interest, or otherwise encumber its interest created by this Agreement. Grantee may freely assign this Agreement in part or in its entirety,
Asset File #: TwPS0400610 Page 4 of 11
and any or all of its rights hereunder, including the right to receive rent payments. Upon the absolute assumption of such assignee of all of the obligations of Grantee under this Agreement, then Grantee will be relieved of all obligations and liabilities hereunder.
8. Taxes and Other Obligations. Except as provided for in the applicable Easement Tenant Lease or otherwise herein, all taxes and other obligations that are or could become liens against the Parent Property or any subdivision of the Parent Property containing the Easement, whether existing as of the Effective Date or hereafter created or imposed, shall be paid by Grantor prior to delinquency or default.
Grantor shall be solely responsible for payment of all taxes and assessments now or hereafter levied, assessed or imposed upon the Parent Property, or imposed in connection with the execution, delivery, performance or recordation hereof, including without limitation any sales, income, documentary or other transfer taxes. If Grantor fails to pay when due any taxes or other obligations affecting the Parent Property, Grantee shall have the right but not the obligation to pay such and demand payment therefor from Grantor, which payment Grantor shall make within ten (10) days of such demand by Grantee.
Grantee shall use commercially reasonable efforts to enforce the tax payment obligations of Easement Tenants as such may appear under the applicable Easement Tenant lease. Nothing herein shall diminish any right of Grantor for tax reimbursement directly from any Easement Tenant, as may be provided for in the applicable Easement Tenant Lease. Each new Easement Tenant Lease shall require the Easement Tenant to be responsible for all ad valorum taxes, non-ad valorum assessments and personal property taxes resulting from the Easement Tenant’s lease. Notwithstanding anything here to the contrary, so long as the named Grantor City of Yuba City, California or any other tax-exempt agency shall be a party to this Agreement and shall be exempt from taxation, Grantor the City of Yuba City, California or any other tax-exempt agency shall have no obligation hereunder to pay any taxes or assessments on the Parent Parcel or this Easement and nothing herein shall be deemed a waiver of the City of Yuba City, California’s or any other tax-exempt agency’s tax-exempt status.
9. Insurance. During the Term, Easement Tenants shall maintain general liability insurance as required under their respective Easement Tenant lease and Grantee shall use commercially reasonable efforts to have Easement Tenant include Grantor as an additional insured on all such policies. Grantor shall maintain any insurance policies in place on the Parent Property or as required under the Telecom Tenant Lease. Should Grantee require entry on the Parent Property, Grantee shall maintain insurance coverage in the following amounts: Workers’ Compensation Insurance in the applicable state statutory limits and commercial general liability insurance of $1,000,000 per occurrence $2,000,000 in the aggregate.
10. Subordination and Non-Disturbance. Grantee agrees to subordinate this Agreement to any existing or future mortgage, bond, or deed of trust on the Parent Property ("Security Instrument"), provided the beneficiary or secured party ("Secured Party") under the Security Instrument agrees for itself and its successors in interest and assigns that Grantee's rights under this Agreement and rights to the Easement shall remain in full force and effect and shall not be affected or disturbed by the Secured Party in the exercise of Secured Party's rights under the Security Instrument during the Term, including Grantee's right to collect and retain, in accordance with the terms of this Agreement, all rents, fees and other payments due from Easement Tenants. Such non-disturbance agreement must apply whether Secured Party exercises its rights under the Security Instrument, including foreclosure, sheriff's or trustee's sale under the power of sale contained in the Security Instrument, and any other transfer, sale or conveyance of Grantor's interest in the Parent Property under peril of foreclosure, including, without limitation to the generality of the foregoing, an assignment or sale in lieu of foreclosure.
11. Mutual General Indemnification. Grantor and Grantee shall each indemnify and hold harmless the other against any and all claims, damages, costs and expenses (including reasonable attorney’s fees and disbursements) caused by or arising out of the indemnifying party’s breach of this Agreement or the negligent acts or omissions or willful misconduct on the Parent Property by the indemnifying party or the employees, agents, or contractors of the indemnifying party.
Asset File #: TwPS0400610 Page 5 of 11
12. Environmental Representations and Indemnification.
a. Grantor represents and warrants that, to the best of Grantor’s knowledge, no pollutants or other toxic or hazardous substances, as defined under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C. 9601 et seq., or any other federal or state law, including any solid, liquid, gaseous, or thermal irritant or contaminant, such as smoke, vapor, soot, fumes, acids, alkalis, chemicals or waste (including materials to be recycled, reconditioned or reclaimed) (collectively, “Hazardous Substances”) have been, or shall be discharged, disbursed, released, stored, treated, generated, disposed of, or allowed to escape or migrate (collectively referred to as the “Release”) on or from the Parent Property.
Neither Grantor nor Grantee shall introduce or use any Hazardous Substances on the Parent Property or the Easement in violation of any applicable federal, state or local environmental laws.
b. Grantor and Grantee each agree to defend, indemnify, and hold harmless the other from and against any and all administrative and judicial actions and rulings, claims, causes of action, demands and liability including, but not limited to, damages, costs, expenses, assessments, penalties, fines, cleanup, remedial, removal or restoration work required by any governmental authority, losses, judgments and reasonable attorneys’ fees that the indemnified party may suffer or incur due to the existence or discovery of any Hazardous Substances on the Parent Property caused by the other party. Grantee shall not be responsible for and shall not defend, indemnify or hold harmless Grantor for any Release of Hazardous Substances on or before the Effective Date.
13. Dispute Resolution and Notice.
a. Jurisdiction and venue under this Agreement shall be in the state and county the Parent Property is located. The parties may enforce this Agreement and their rights under applicable law, and may seek specific performance, injunction, appointment of a receiver and any other equitable rights and remedies available under applicable law. Money damages may not be an adequate remedy for the harm caused to Grantee by a breach or default by Grantor hereunder, and Grantor waives the posting of a bond. Damages as against Grantee shall be limited to the amount of consideration received by Grantor under this Agreement, following any insurance settlement which may have effect. The prevailing party shall be entitled to an award of its reasonable attorneys’ fees and costs. Neither party shall be liable to the other for consequential, indirect, speculative or punitive damages.
b. The non-defaulting party shall provide written notice of a default under this Agreement or under an Easement Tenants’ lease, not more than thirty (30) days from discovery of the default.
Grantor shall have thirty (30) days to cure the default. Grantee shall have thirty (30) days to commence cure of the default.
c. All communications shall be delivered by certified mail, return receipt requested or a nationally recognized overnight courier to the address beneath each party’s signature block or such other address as advised to the other party pursuant to this Section. Notice shall be deemed given upon receipt if by certified mail, return receipt requested or one (1) business day following the date of sending, if sent by nationally recognized overnight courier service or upon attempted delivery if delivery is refused or if delivery is impossible because of failure to provide reasonable means for accomplishing delivery.
14. Miscellaneous.
Asset File #: TwPS0400610 Page 6 of 11
a. The terms and conditions of the existing Telecom Tenant Lease shall govern over any conflicting term of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Grantor and Grantee acknowledge that this Agreement is subject and subordinate to the Telecom Tenant Lease.
b. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and the successors and assigns of the parties to this Agreement. It is the intention of the parties hereto that all of the various rights, obligations, restrictions and easements created in this Agreement shall run with the Parent Property upon which the Easement is located and be binding upon all future owners and lessees of the Parent Property and all persons claiming under them for the Term.
c. Casualty and Condemnation. In the event of any casualty or condemnation of the Easement in whole or in part, Grantee shall be entitled to receive any insurance proceeds or condemnation award attributable to the value of the Easement.
d. Bankruptcy. Grantee does not consent to rejection in bankruptcy, and Grantor shall provide notice and a copy of any bankruptcy or related filing to Grantee and Grantee’s Lender. e. Severability. If any provision contained in this Agreement (or any portion of such provision) shall be held to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement (or any portion of any such provision.)
f. Counterparts. This Agreement may be executed in separate counterparts with each counterpart deemed an original and all of which together shall constitute a single agreement. g. Entire Agreement. This Agreement and any documents, certificates, instruments and agreements referred to herein constitute the entire agreement between Grantor and Grantee.
Without limiting the generality of the foregoing, Grantor acknowledges that it has not received or relied upon any advice of Grantee or its representatives regarding the merits or tax consequences of this Agreement.
[Signature pages and exhibits follow.]
Asset File #: TwPS0400610 Page 7 of 11 }ss.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date on page one above.
GRANTOR: CITY OF YUBA CITY
_______________________________________________
Diana Langley, City Manager
Grantor Notice Address:
City of Yuba City, California
1201 Civic Center Blvd.
Admin. Services Department-Business License
Yuba City, CA 95993
Attn: City Manager
STATE OF _____________________
COUNTY ______________________
On this _____ day of ______________________, 2024, before me, the undersigned notary public, personally appeared _________________________, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ __________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as ____________________ of _________________________.
________________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
Asset File #: TwPS0400610 Page 8 of 11 }}
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date on page one above.
GRANTEE: TPA VII, LLC
_______________________________________________
Jesse M. Wellner, Chief Executive Officer
Grantee Notice Address:
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
Attn: Chief Executive Officer
With a copy to:
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
Attn: General Counsel
STATE OF GEORGIA
COUNTY OF FULTON
On this ____ day of __________________, 2024, before me, the undersigned notary public, personally appeared Jesse M. Wellner, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ ________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as Chief Executive Officer of TPA VII, LLC.
______________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
Asset File #: TwPS0400610 Page 9 of 11
EXHIBIT A
LEGAL DESCRIPTION OF THE PARENT PROPERTY
Real property in the City of Yuba, County of Sutter, State of California described as follows:
PARCEL 1:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 269 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 2 OF PARCEL MAPS, AT PAGE 19, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE NORTH 0 DEGREES 30’ 13" WEST ALONG THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 38.01 FEET MORE, OR LESS, TO THE POINT OF BEGINNING; THENCE FROM SAID POINT OF BEGINNING SOUTH 89 DEGREES 36’ 09" WEST ON A LINE NORTHERLY OF, PARALLEL WITH AND 38.0 FEET MEASURED AT. RIGHT ANGLES FROM THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET; THENCE NORTH 0 DEGREES 31’ 13" WEST PARALLEL TO THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 338.00 FEET; THENCE NORTH 89 DEGREES 36’ 09" EAST PARALLEL TO THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET TO THE EASTERLY, LINE OF SAID PARCEL 2; THENCE SOUTH 0 DEGREES 31’ 13" EAST ALONG SAID LINE A DISTANCE OF 338.00 FEET TO THE POINT OF BEGINNING.
PARCEL 2:
THE EASTERLY 50.00 FEET OF PARCEL 2, AS SHOWN ON PARCEL MAP NO. 971, FILED FEBRUARY 15, 2000 IN BOOK 6 OF PARCEL MAPS, PAGE 51 AND 51A, SUTTER COUNTY RECORDS.
PARCEL 3:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 814 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 5 OF PARCEL MAPS, AT PAGE 24, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE SOUTH 89° 36’ 09” WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET; THENCE NORTH 0° 32’ 07” WEST PARALLEL WITH THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 20 FEET; THENCE NORTH 89° 36’ 09” EAST PARALLEL WITH THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0°32’07” EAST ALONG SAID EASTERLY LINE A DISTANCE OF 20 FEET TO THE POINT OF BEGINNING.
APN: 059-010-047-000
Asset File #: TwPS0400610 Page 10 of 11
EXHIBIT B
TELECOM TENANT LEASE
That certain PCS Site Agreement dated January 28, 2000, by and between City of Yuba City, California, a California municipal corporation and Sprint Spectrum L.P., a Delaware limited partnership/
Asset File #: TwPS0400610 Page 11 of 11
EXHIBIT C
EASEMENT AREA DESCRIPTION
In the event of a discrepancy between the area actually occupied by the existing Telecom Tenant’s equipment and the area described below, the described area shall be understood to also include any portion of the actual used area not captured by the description or as may have been granted to the existing Telecom Tenant that is currently outlined in each Telecom Tenant Lease referenced in Exhibit B. Grantor or Grantee may elect to engage a professional surveyor, the product of which may be substituted upon Grantor acceptance for the contents herein. The part of the Parent Property described in Exhibit A hereto, on which any equipment exists on the Effective Date together with the portion of the Parent Property used and leased by Grantor as the existing Telecom Tenant lease premises under the Telecom Tenant Lease including but not limited as follows:
Exclusive Easement Area:
Upon that certain portion of the Parent Property located at what is commonly known as 1545 Poole Boulevard, Yuba City, California 95993, the tower and antenna space located at the one hundred thirty (130) foot level of that certain Tower owned by Grantor that is co-extensive with the area leased under each Telecom Tenant Lease referenced in Exhibit B attached hereto, and the area of the Tower necessary for the installation, construction, operation, maintenance, repair, modification, addition, expansion, relocation, replacement and removal of Equipment necessary for the Permitted Use.
Also, and including, that certain portion of the Parent Property located at what is commonly known as 1545 Poole Boulevard, Yuba City, California 95993, that is co-extensive with the area leased under each Telecom Tenant Lease referenced in Exhibit B attached hereto.
NON-EXCLUSIVE UTILITY EASEMENT and NON-EXCLUSIVE ACCESS EASEMENT SPACE The part of the Parent Property, described in Exhibit B hereto, on which any equipment exists on the Effective Date together with the portion of the Parent Property used by utility providers and leased by Landlord as the existing Telecom Tenant lease premises under each Telecom Tenant Lease including but not limited as follows:
Utilities and Telecommunications. Grantee is herein granted, consistent with the existing Telecom Tenant Lease, a non-exclusive easement in, to, under and over the portions of the Parent Property for ingress and egress to the Easement, shaft ways, chase ways, soffits, risers, columns, crawl spaces, rafters, or any other space for placement of cables, wiring, etc., which is necessary to install, operate and maintain the telecommunications equipment and/or personal property, together with the right to use such easement for the development, repair, maintenance and removal of utilities and/or cables providing service to the Easement and any related activities and uses.
Access. Grantee is herein granted, consistent with the existing Telecom Tenant Lease, all rights of ingress and egress to and from the Easement, across the Parent Property described in Exhibit A hereto, providing access to a publicly dedicated roadway, including but not limited to Poole Boulevard, along with the right to use such access easement for the development, repair, maintenance and removal of utilities providing service to the Easement and any related activities and uses.
Asset File #: TwPS0400610
Record and Return to:
Name: Joseph Mangus
Address: TitleVest Agency, LLC
110 East 42nd Street, 10th Floor
New York, NY 10017
TitleVest Agency, LLC Title #: TCA944822
Prepared by:
James Nothdurft
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
ASSIGNMENT OF LEASE
To be effective on __________________________, 2024, and in consideration of One Dollar ($1) and other good and valuable consideration paid by the undersigned party hereto executing this instrument as assignee TPA VII, LLC, a Delaware limited liability company, with principal offices at 1170 Peachtree Street, Suite 1650, Atlanta, Georgia 30309 (hereinafter referred to as “Assignee”) to the undersigned party hereto executing this instrument as assignor CITY OF YUBA CITY, a municipal corporation, with principal offices located at 1201 Civic Center Boulevard, Administrative Services Department-Bus License, Yuba City, California 95993 (hereinafter referred to as “Assignor”), the receipt and sufficiency thereof being hereby acknowledged, Assignor, subject to that certain Easement Agreement which is recorded contemporaneous to recording of this instrument, does hereby transfer, set over and assign to the Assignee all of Assignor’s right, title and interest in and to the lease(s) and/or tenancy(ies) upon certain Property owned by Assignor (Legal Description attached as Exhibit A) referenced below and in Exhibit B attached hereto, in which the Assignor has any right, title and interest currently existing and relating to:
That certain PCS Site Agreement dated January 28, 2000, by and between City of Yuba City and Sprint Spectrum, L.P., a Delaware limited partnership.
Assignor represents that Assignor has no knowledge of any default now outstanding by Assignor in his capacity as the landlord/lessor under the Tenancy.
Asset File #: TwPS0400610
Assignee hereby assumes and agrees to faithfully perform and discharge any and all obligations of the landlord/lessor in and to the hereby assigned lease(s) and/or tenancy(ies) subsequent to the date hereof, subject to that certain Easement Agreement.
Subject to that certain Easement Agreement, Assignee agrees to hold Assignor harmless and indemnified from any and all loss, cost, damage and expenses, which Assignor may incur on account of Assignee’s failure to perform and discharge any and all obligations of lessor and landlord in and to the herein assigned lease and/or tenancy subsequent to the date hereof.
Assignor agrees to hold Assignee harmless and indemnified from any and all loss, cost, damage and expenses, which Assignee may incur for claims related to activity prior to the date hereof.
The above shall be binding upon and inure to the benefit of Assignor and Assignee and their respective heirs, executors, legal representatives, successors and assigns.
SIGNATURES FOLLOW
Asset File #: TwPS0400610
IN WITNESS WHEREOF, Assignor has caused this instrument to be signed and sealed on its behalf this ______day of ____________________, 2024.
Assignor: CITY OF YUBA CITY
_______________________________________________
Diane Langley
City Manager
1201 Civic Center Boulevard
Admin Services Department-Bus License
Yuba City, California 95993
Asset File #: TwPS0400610
}ss.
IN WITNESS WHEREOF, Assignee has caused this instrument to be signed and sealed on its behalf this ______day of ____________________, 2024.
Assignee: TPA VII, LLC
_______________________________________________
Jesse M. Wellner
Chief Executive Officer
1170 Peachtree Street, Suite 1650
Atlanta, Georgia 30309
678-775-0360
678-775-0361
STATE OF GEORGIA
COUNTY OF FULTON
On this ______ day of ________________________, 2024, before me, the undersigned notary public, personally appeared Jesse M. Wellner, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ ________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as Chief Executive Officer of TPA VII, LLC.
__________________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
Asset File #: TwPS0400610
EXHIBIT A
LEGAL DESCRIPTION
Real property in the City of Yuba, County of Sutter, State of California described as follows:
PARCEL 1:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 269 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 2 OF PARCEL MAPS, AT PAGE 19, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE NORTH 0 DEGREES 30’ 13" WEST ALONG THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 38.01 FEET MORE, OR LESS, TO THE POINT OF BEGINNING; THENCE FROM SAID POINT OF BEGINNING SOUTH 89 DEGREES 36’ 09" WEST ON A LINE NORTHERLY OF, PARALLEL WITH AND 38.0 FEET MEASURED AT. RIGHT ANGLES FROM THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET; THENCE NORTH 0 DEGREES 31’ 13" WEST PARALLEL TO THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 338.00 FEET; THENCE NORTH 89 DEGREES 36’ 09" EAST PARALLEL TO THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET TO THE EASTERLY, LINE OF SAID PARCEL 2; THENCE SOUTH 0 DEGREES 31’ 13" EAST ALONG SAID LINE A DISTANCE OF 338.00 FEET TO THE POINT OF BEGINNING.
PARCEL 2:
THE EASTERLY 50.00 FEET OF PARCEL 2, AS SHOWN ON PARCEL MAP NO. 971, FILED FEBRUARY 15, 2000 IN BOOK 6 OF PARCEL MAPS, PAGE 51 AND 51A, SUTTER COUNTY RECORDS.
PARCEL 3:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 814 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 5 OF PARCEL MAPS, AT PAGE 24, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE SOUTH 89° 36’ 09” WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET; THENCE NORTH 0° 32’ 07” WEST PARALLEL WITH THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 20 FEET; THENCE NORTH 89° 36’ 09” EAST PARALLEL WITH THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0°32’07” EAST ALONG SAID EASTERLY LINE A DISTANCE OF 20 FEET TO THE POINT OF BEGINNING.
APN: 059-010-047-000
Asset File #: TwPS0400610
EXHIBIT B
DESCRIPTION OF TELECOM TENANT LEASE(S)
That certain PCS Site Agreement dated January 28, 2000 by and between City of Yuba City and Sprint Spectrum, L.P., a Delaware limited partnership; amended by that certain First Amendment to PCS Site Agreement dated April 18, 2024 by and between the City of Yuba City, a California municipal corporation and Sprint Spectrum LLC, a Delaware limited liability company.
Asset File #: TwPS0400610 Page 1 of 7
THIS ESCROW AGREEMENT made and entered into this ______ day of ______________________, 2024, by and between CITY OF YUBA CITY (hereinafter referred to as "Seller"); TPA VII, LLC (hereinafter referred to as "Purchaser"); (Seller and Purchaser are sometimes hereinafter referred to jointly as “Parties and individually as “Party”) and TITLEVEST AGENCY, LLC (hereinafter referred to as "Escrow/Settlement Agent");
WITNESSETH
WHEREAS, Seller and Purchaser have entered into an agreement for the purchase and sale of an easement to a portion of that certain property more particularly described on attached "EXHIBIT A" attached hereto (hereinafter referred to as the "Property"); and
WHEREAS, Purchaser and Seller desire to have Escrow/Settlement Agent receive original executed documents, receive proceeds from Purchaser and disburse said proceeds according the instructions set forth below.
NOW, THEREFORE, in consideration of the premises and of good and valuable consideration the receipt and sufficiency whereof is hereby acknowledged, the parties hereto hereby covenant and agree as follows:
1. Purchaser and Seller hereby appoint TitleVest Agency, LLC as Escrow/Settlement Agent hereunder.
2. Purchaser shall deliver to Escrow/Settlement Agent the Purchaser’s Closing Costs, as set forth on the Purchaser’s Settlement Statement, in the form of a wire transfer to an account so designated by Escrow/Settlement Agent. Said account shall have immediate availability to funds as to not delay funding of Seller’s proceeds.
3. The Escrow/Settlement Agent agrees to hold and disburse said funds, in accordance with the executed Settlement Statement, as hereinafter provided.
4. Upon receipt of the required “Closing Documents” as noted on Closing Instruction Letter attached hereto as Exhibit “B” and the Purchaser’s closing costs as noted in Item #2 above, Escrow/Settlement Agent shall timely deliver the Seller’s Proceeds to Seller, as directed by Seller pursuant to the Seller Disbursement Authorization on Exhibit ‘C’. Escrow/Settlement Agent is specifically given permission to withhold a reserve to pay and/or secure evidence of payment of delinquent taxes, interest and penalties, if any.
5. Upon funding of the Seller’s Proceeds, Escrow/Settlement Agent will forward the appropriate original documents for recordation in the appropriate jurisdiction and title to the estate purchased shall be considered vested in Purchaser and the document shall be considered binding and enforceable.
6. In the event that the contemplated sale shall not take place, upon written notification from both Purchaser and Seller the Escrow/Settlement Agent shall deliver any funds received to Purchaser or as otherwise instructed by the parties hereto. Original documents shall be returned or destroyed as instructed by the parties hereto.
7. The Parties hereto covenant and agree that in performing any of its duties under this Agreement, Escrow/Settlement Agent shall be reimbursed by the responsible party for any loss or damage (including reasonable in-house or outside attorney’s fees and expenses) which it may incur as a result of serving as Escrow/Settlement Agent hereunder, except for any loss, costs or damage arising out of its willful default or gross negligence. Accordingly, Escrow/Settlement Agent shall not incur any liability with respect to any action taken or omitted to be taken in reliance upon any document, including any written notice of instruction provided for in the Escrow Agreement, not only as to its due execution and the validity and effectiveness of its provisions, but also to the truth and accuracy of any information contained therein, which Escrow/Settlement Agent shall in good faith believe (a) to be genuine, (b) to
Asset File #: TwPS0400610 Page 2 of 7
have been signed or presented by a proper person or persons, and/or (c) to conform with the provisions of this Escrow Agreement. In no event shall Escrow/Settlement Agent’s liability exceed the amount of its fee for acting as Escrow/Settlement Agent.
8. In the event of a dispute between any of the parties hereto sufficient in the sole discretion of Escrow/Settlement Agent to justify its doing so, Escrow/Settlement Agent shall be entitled to tender unto the registry or custody of any court of competent jurisdiction all money or property in its hands held under the terms of this Escrow Agreement, together with such legal pleading as it deems appropriate, and thereupon be discharged. Escrow/Settlement Agent shall be reimbursed for all costs and fees incurred, including reasonable attorney fees, from the unsuccessful Party or out of the escrow if no judicial determination is made.
9. With regard to any transfer taxes or title related charges which are required to be paid by the responsible party for payment in connection with this transaction, the responsible party for payment hereby agrees to pay to TitleVest Agency, LLC ("Title Company") promptly upon demand, any shortfall in any such transfer taxes or charges that should have been charged and collected from the responsible party for payment but were not for whatever reason including a County Clerk’s, Recorder’s or Registry's clerical error or oversight in collecting said transfer taxes or title related charges. The Parties further agree, if requested by the Title Company, to promptly and fully cooperate and adjust any clerical error, correction or omission of any document, if deemed necessary or desirable by the Title Company. Excess transfer taxes, if any, shall be held by the Title Company for up to six (6) months following the closing, pending possible assessment or re-assessment by the taxing authority.
10. This document may be executed in counterparts and said counter parted signatures shall be considered as a whole. Facsimile signature of this Escrow Agreement, and any instructions, directions or requests, made among the parties hereto shall be deemed to be reliable, binding and enforceable upon said parties.
11. In the event any of the original executed documents deposited in escrow misstate or inaccurately reflect information contained therein, and said misstatement or inaccuracy is due to a mistake on the part of clerical error, then in such event Purchaser or Seller shall, upon request by the other and in order to correct such misstatement or inaccuracy, execute such new documents as may be deemed necessary to remedy said inaccuracy or mistake, or slip sheet pages of documents to remedy said inaccuracy or mistake upon receipt of written approval by the parties to the original executed document. Further, Purchaser and Seller agree that in such event they will provide joint direction to Escrow Agent to revise the documents accordingly.
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
SELLER: CITY OF YUBA CITY
BY: _______________________________________________
Diane Langley, City Manager
ADDRESS: 1201 Civic Center Boulevard, Admin Services Department-Bus License Yuba City, California 95993
PHONE: (530) 822-4638
Asset File #: TwPS0400610 Page 3 of 7
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
PURCHASER: TPA VII, LLC
BY: _____________________________________________
NAME: JESSE M. WELLNER
TITLE: CHIEF EXECUTIVE OFFICER
ADDRESS: 1170 PEACHTREE STREET, SUITE 1650
ATLANTA, GEORGIA 30309
PHONE: 678-775-0360
FAX: 678-775-0361
Asset File #: TwPS0400610 Page 4 of 7
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
ESCROW AGENT: TITLEVEST AGENCY, LLC
BY: ____________________________
NAME: Joseph Mangus
TITLE: Escrow Agent
ADDRESS: 110 East 42nd Street, 10th Floor
New York, NY 10017
PHONE: 646-429-3125 (direct)
FAX: 212-757-0466 (fax)
EMAIL: [email protected]
[email protected]
Asset File #: TwPS0400610 Page 5 of 7
EXHIBIT A
Real property in the City of Yuba, County of Sutter, State of California described as follows:
PARCEL 1:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 269 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 2 OF PARCEL MAPS, AT PAGE 19, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE NORTH 0 DEGREES 30’ 13" WEST ALONG THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 38.01 FEET MORE, OR LESS, TO THE POINT OF BEGINNING; THENCE FROM SAID POINT OF BEGINNING SOUTH 89 DEGREES 36’ 09" WEST ON A LINE NORTHERLY OF, PARALLEL WITH AND 38.0 FEET MEASURED AT. RIGHT ANGLES FROM THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET; THENCE NORTH 0 DEGREES 31’ 13" WEST PARALLEL TO THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 338.00 FEET; THENCE NORTH 89 DEGREES 36’ 09" EAST PARALLEL TO THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET TO THE EASTERLY, LINE OF SAID PARCEL 2; THENCE SOUTH 0 DEGREES 31’ 13" EAST ALONG SAID LINE A DISTANCE OF 338.00 FEET TO THE POINT OF BEGINNING.
PARCEL 2:
THE EASTERLY 50.00 FEET OF PARCEL 2, AS SHOWN ON PARCEL MAP NO. 971, FILED FEBRUARY 15, 2000 IN BOOK 6 OF PARCEL MAPS, PAGE 51 AND 51A, SUTTER COUNTY RECORDS.
PARCEL 3:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 814 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 5 OF PARCEL MAPS, AT PAGE 24, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE SOUTH 89° 36’ 09” WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET; THENCE NORTH 0° 32’ 07” WEST PARALLEL WITH THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 20 FEET; THENCE NORTH 89° 36’ 09” EAST PARALLEL WITH THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0°32’07” EAST ALONG SAID EASTERLY LINE A DISTANCE OF 20 FEET TO THE POINT OF BEGINNING.
APN: 059-010-047-000
Asset File #: TwPS0400610 Page 6 of 7
EXHIBIT ‘B’
Closing Instruction Letter
1) Seller and Purchaser to execute in Counterpart this Escrow Agreement. Facsimile or Originals to be provided to TitleVest Agency, LLC (1 Copy or Original) 2) Seller and Purchaser to Execute, Notarize and Witness the Easement Agreement and other required documents in form for recording/filing, together with recording/filing fees and transfer taxes. Original fully executed document to be forwarded to TitleVest Agency, LLC (2 Originals) 3) Seller and Purchaser to execute the Settlement Statement and forward originals to TitleVest Agency, LLC (1 Original or Copy-with 1 Original to be received within 2 business days of closing)
4) Seller to provide Owners Affidavit executed and notarized by all Sellers. (1 Original) 5) Seller to provide Corporate Resolution executed. (1 Original or Copy). 6) Seller to complete Exhibit ‘C’ of this Escrow Agreement. In the event the Seller Disbursement Authorization is not completed as enclosed the Escrow Agent shall forward Sellers Proceeds via standard U.S. Mail to the address for Seller as set forth with its signature above. 7) If there is one or more mortgages on this property the Seller is to provide a fully executed Subordination Non-Disturbance and Attornment Agreement from all Lender’s listed as Mortgagee’s on the Mortgage Schedule of the Title Report. 8) If Seller is an LLC, then the following must be provided prior to closing:
a. Proof of due formation:
i. Proof of filing of the Articles of Organization with the Secretary of State; ii. Proof of publication of the Article of Organization (or a notice containing the substance of the articles).
b. Articles of Organization and Operating Agreement must be produced and reviewed; additional exceptions may be raised upon review of same. c. Proof is required that there has been no change in the make-up or composition of the organization, and that there have been no amendments to the Articles of Organization or Operating Agreement. Proof is required that the party or parties executing instruments on behalf of the organization have authority to act.
Asset File #: TwPS0400610 Page 7 of 7
EXHIBIT C
SELLER DISBURSEMENT AUTHORIZATION
RE: 1545 Poole Boulevard, Yuba City, California 95993 Escrow No.: TCA944822 PROCEEDS/FUNDS DISBURSEMENT INSTRUCTIONS: The undersigned directs that the proceeds/funds due will be disbursed in the following manner:
[ ] Held for pick up at this office (ID will be required) [ ] Sent via overnight delivery [ ] Mail to: _____________________________________________________________________________ [ ] Other: ______________________________________________________________________________ [ ] Sent via wire transfer
(if checked, Attach wiring instructions of receiving bank or fill in below. With cyber fraud on the increase, we suggest you mail, use an overnight service or hand-deliver any items containing banking or other private information and not send via email.)
Please Note: Modified or amended disbursement instructions must be signed by the parties at an office of TitleVest Agency, LLC. Proof of identity will be required.
Funds disbursed to other than record owner must be in writing with authorized approval by TitleVest Agency, LLC and possibly buyer/borrower's lender on a TILA-RESPA Integrated Disclosure (TRID) regulated loan.
Receiving Banks may impose a charge for the receipt of any wire transfers.
Escrow Holder is not responsible for delays in wiring caused by time restrictions of the Federal Reserve Board or late confirmation of recording.
When funds are sent to a bank outside the United States, Escrow Holder shall not be responsible or liable for any loss or expense incurred as a result of currency exchange rates, delays in availability of funds, or delays due to the U.S. bank or foreign bank requiring additional information. Escrow Holder shall have no liability or responsibility after properly initiating the outgoing wire transfer. For best results on an outgoing international wire transfer, the international bank should provide written wire instructions.
Bank Name: _____________________________________________________ Name on Acct: _____________________________________________________ Account No.: _____________________________________________________ FEDWIRE Routing No.: _____________________________________________________ Any further instructions: _____________________________________________________ Date: ________________________
SELLER: CITY OF YUBA CITY
BY: _______________________________________________
Diane Langley, City Manager
Best Phone No:
Forwarding Address:
ASSET FILE #: TwPS0400610
NOTICE OF ASSIGNMENT OF LEASE AND
REDIRECTION OF RENT PAYMENTS
_____________________, 2024
T-Mobile USA, Inc.
12920 SE 38th Street
Bellevue, WA 98006 Site No:
Re: Cell Site
Telecommunications Site Lease (“Lease”)
Site No: SC70121A
Site Name: Butte House
Site Address: 1545 Poole Boulevard, Yuba City, California 95993 Property Owner (“Landlord”): City of Yuba City
Dear Sir or Madam:
Effective ____________________________, 2024, all rights of the undersigned Landlord in and to the Lease were assigned to TPA VII, LLC. The Landlord will continue to own the premises. Please find enclosed an executed Assignment of Lease which will be recorded evidencing the transfer of the Landlord’s interest.
Any amounts payable by you to Landlord under the Lease, other than property tax reimbursements, should now be made payable to “TPA VII, LLC.” However, payments of real or personal property taxes, assessments and utilities, should continue to be paid as provided since commencement of the lease. Payments made by you to taxing authorities should continue without interruption. Reimbursements by you to Landlord for real or personal property taxes and utility reimbursement should continue without interruption.
PAYMENTS TO BE SENT TO:
TPA VII, LLC
P. O. Box 31114
Tampa, FL 33631-3114
ASSET FILE #: TwPS0400610
This notice is subject to further information you may receive from TPA VII, LLC. All future correspondence regarding the lease or any other issue related to your use of the property should be delivered to:
TPA VII, LLC
c/o TowerPoint Capital, LLC
1170 Peachtree Street, Suite 1650
Atlanta, Georgia 30309
If you would like to make payments electronically or if you have any questions about the foregoing, please contact Jenni Ling, whose phone number is 678-775-0375, and fax number is 678-775-0361.
Thank you very much,
CITY OF YUBA CITY
By: _____________________________________
Name: Diane Langley, City Manager
Asset File # TwPS0400610
OWNER’S AFFIDAVIT OF TITLE AND GAP INDEMNITY AGREEMENT
STATE OF ________________________)
COUNTY OF ________________________} SS: FILE NO.: TCA944822 BEFORE ME, the undersigned, personally appeared Diane Langley (“Affiant”), who first being duly sworn, deposes and says:
1. Affiant is the City Manager of City of Yuba City (“the “Owner”) and is duly authorized to make this Affidavit of Title and Gap Indemnity Agreement (“Agreement”) on behalf of Owner and to bind Owner as Indemnitor to TitleVest Agency, LLC individually and as agent for First American Title Insurance Company (“First American”), under all representations and agreements stated herein.
2. Owner is the titleholder of that certain real property described in the above-referenced Title Commitment or as identified on Exhibit A attached hereto (the Property).
3. Affiant has no knowledge of any unrecorded easements, or claims of easements affecting the Property, except as shown in commitments issued and surveys provided for the Property.
4. No proceedings in bankruptcy or receivership have been instituted by or against the Owner within the last 10 years, and that the Owner has never made an assignment for the benefit of creditors within the last 10 years.
5. Affiant is not aware of any boundary line disputes or discrepancies affecting the Property, or any material encroachments of improvements located on the Property, other than described on surveys provided or described in commitments issued on said Property.
6. Owner has not entered into any written agreement, nor is the Owner aware of anyone else entering into any written agreement with any real estate broker, nor is Owner aware of anyone who has provided licensed services that resulted in the procuring of a person or entity for the purpose of buying, selling, or otherwise conveying or acquiring any interest in the Property.
7. All real estate taxes, special assessments, water and sewer charges, and management fees, if any, are fully paid, except for those real estate taxes to be paid at closing.
8. There are no unrecorded options or contracts to purchase, rights of first refusal, contracts for deed or mortgage commitments, or unrecorded deeds, easements or rights-of-way for users or adverse interest with respect to the Property, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable).
9. There are no unrecorded existing tenancies, leases or other occupancies affecting the Property, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable), and that such unrecorded leases or other occupancies, if any, contain no options to purchase the Property or rights of first refusal, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable).
Asset File # TwPS0400610
10. There is no action or proceeding, including, but not limited to, bankruptcy, which is now pending against Owner in any State or Federal Court, nor is there any attachment, judgment or other encumbrance which may now constitute a lien upon the Property, nor are there any claims or pending claims against Owner which may be satisfied through a lien or attachment against the Property.
11. Owner has received no written notice (except as may have been disclosed in the public records of the applicable jurisdiction) of an officially proposed or pending special assessment or a pending taking of any portion of the Property by any governmental body; and to the undersigned’s knowledge, there has been no work done on the Property, nor notice received that work is to be done on the Property by the municipality (county, city, borough or township), or at its discretion, including but not limited to the installation of water or sewer lines or of other utilities, or for water or sewer lines or of other utilities, or for improvements such as paving or repaving of streets or alleys, or the installation of curbs and sidewalks.
12. That there are no unrecorded labor, mechanics’ or materialmen’s liens against the Property, and no material has been furnished to or labor performed upon the Property except such that have been paid for in full.
For and in consideration of First American and its agents issuing the policies to be issued under the Title Commitment without taking exception to or making requirements to remedy the effect of (i) interests in the Property described in the affidavit portion of this Agreement (“Affidavit Matters”) or (ii) interests created by instruments first appearing of record after the effective date of the Title Commitment and prior to the effective date of the policies of title insurance to be issued under the Title Commitment (“Gap Matters”), Owner hereby agrees (a) to promptly defend, remove, bond or otherwise dispose of any Affidavit Matter or any Gap Matter that is the result of any act or omission of the Owner and (b) to hold and save First American and its agents harmless, and to protect and indemnify First American and its agents, from and against any and all liabilities or claims of liability, losses, costs, charges, expenses and damages of any kind or character whatsoever, including, but not limited to reasonable attorney’s fees, incurred or sustained, directly or indirectly, by First American and its agents by reason of or arising out of any Affidavit Matter or any Gap Matter that is the result of any act or omission of Owner. [Signature page follows.]
Asset File # TwPS0400610
Affiant makes this Affidavit under the penalty of perjury. ____________________________________________
Name: Diane Langley
Title: City Manager
Asset File # TwPS0400610
EXHIBIT A
Real property in the City of Yuba, County of Sutter, State of California described as follows:
PARCEL 1:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 269 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 2 OF PARCEL MAPS, AT PAGE 19, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE NORTH 0 DEGREES 30’ 13" WEST ALONG THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 38.01 FEET MORE, OR LESS, TO THE POINT OF BEGINNING; THENCE FROM SAID POINT OF BEGINNING SOUTH 89 DEGREES 36’ 09" WEST ON A LINE NORTHERLY OF, PARALLEL WITH AND 38.0 FEET MEASURED AT. RIGHT ANGLES FROM THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET; THENCE NORTH 0 DEGREES 31’ 13" WEST PARALLEL TO THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 338.00 FEET; THENCE NORTH 89 DEGREES 36’ 09" EAST PARALLEL TO THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET TO THE EASTERLY, LINE OF SAID PARCEL 2; THENCE SOUTH 0 DEGREES 31’ 13" EAST ALONG SAID LINE A DISTANCE OF 338.00 FEET TO THE POINT OF BEGINNING.
PARCEL 2:
THE EASTERLY 50.00 FEET OF PARCEL 2, AS SHOWN ON PARCEL MAP NO. 971, FILED FEBRUARY 15, 2000 IN BOOK 6 OF PARCEL MAPS, PAGE 51 AND 51A, SUTTER COUNTY RECORDS.
PARCEL 3:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 814 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 5 OF PARCEL MAPS, AT PAGE 24, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE SOUTH 89° 36’ 09” WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET; THENCE NORTH 0° 32’ 07” WEST PARALLEL WITH THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 20 FEET; THENCE NORTH 89° 36’ 09” EAST PARALLEL WITH THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0°32’07” EAST ALONG SAID EASTERLY LINE A DISTANCE OF 20 FEET TO THE POINT OF BEGINNING.
APN: 059-010-047-000
CERTIFICATE OF NON FOREIGN STATUS
Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real property interest must withhold tax if the transferor (seller) is a foreign person. To inform TPA VII, LLC (the “Transferee”) that withholding of tax is not required upon the disposition of a U.S. real property interest by CITY OF YUBA CITY (the “Transferor”), the undersigned hereby certifies the following on behalf of the Transferor:
1. That the Transferor is the owner of the following described property, to wit:
Block/lot:
Parcel ID: 059-010-047-000
County: Sutter
Address: 1545 Poole Boulevard, Yuba City, California 95993
2. The Transferor is not a non-resident alien for purposes of the U.S. income taxation (as such term is defined in the Internal Revenue Code and Income Tax Regulations).
3. The Transferor’s U.S. taxpayer identification number is: 94-6000460.
4. The Transferor’s address is 1201 Civic Center Boulevard, Administrative Services Department-Bus License, Yuba City, California 95993.
5. The Transferor has presented to the Notary Public, as proof of identity, a valid state/U.S. government issued Photo ID to establish and verify that the Transferor is the same party involved in the subject transaction.
ID Type: ________________________________________
Issued in the State of: ________________________________________ Number: ________________________________________
Date of Birth: ________________________________________
6. The Transferor understands that this certification will be disclosed to the Internal Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment or both.
[Signature page follows.]
UNDER PENALTIES OF PERJURY, I DECLARE THAT I HAVE EXAMINED THIS
CERTIFICATION AND TO THE BEST OF MY KNOWLEDGE AND BELIEVE IT IS TRUE,
CORRECT AND COMPLETE, AND I FURTHER DECLARE THAT I HAVE AUTHORITY TO SIGN THIS DOCUMENT ON BEHALF OF THE TRANSFEROR.
DATED: _______________________
BY: CITY OF YUBA CITY
________________________________________
NAME: Diane Langley
TITLE: City Manager
ATTACHMENT 3
RESOLUTION NO.___
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY, CALIFORNIA,
APPROVING THE EXECUTION OF AN EASEMENT AGREEMENT BY AND BETWEEN THE
CITY OF YUBA CITY AND TPA VII, LLC, A DELAWARE LIMITED LIABILITY COMPANY
AND AUTHORIZING THE CITY MANAGER OF THE CITY OF YUBA CITY TO SIGN SAID
EASEMENT AGREEMENT ON BEHALF OF THE CITY OF YUBA CITY AND TO EXECUTE
ALL CLOSING DOCUMENTS RELATED TO SUCH EASEMENT AGREEMENT, INCLUDING
AN ASSIGNMENT OF LEASE
WHEREAS, the City Council of the City of Yuba City authorized the City Manager to enter negotiations for granting a Easement Agreement (the “Easement”) as to the City’s interest in an existing cell tower site (the “Site”) located at 806 Gray Avenue, Yuba City, California; and WHEREAS, pursuant to the direction of the City Council, the City Manager negotiated the terms of the Easement Agreement for the Site in substantial compliance with the terms and provisions of the Letter of Intent executed as of July 12, 2024, with TowerPoint Acquisitions, LLC, its successors and assigns; and
WHEREAS, the terms of the Easement Agreement provide for transfer of the City’s interest in the Site for placement of telecommunications facilities to TPA VII, LLC for a lump sum of $437,000.00; and
WHEREAS, pursuant to the provisions of the Charter of the City of Yuba City, state statutes, and the Joint Meeting of the City of Yuba City, City Council, the City Manager is granted the authority to sign written contracts and conveyances entered into and made by the City; and WHEREAS, pursuant to the provisions of the Charter of the City of Yuba City, state statutes, and the City of Yuba City Code of Ordinances, the City Clerk is authorized to acknowledge the execution of all instruments executed by the City which required acknowledgment is by the City Manager.
NOW THEREFORE, the City Council of Yuba City does resolve as follows:
Section 1. An Easement Agreement by and between the City of Yuba City and TPA VII, LLC, a Delaware limited liability company, in the form presented, is hereby approved and authorized for execution.
Section 2. The City Manager of the City of Yuba City, Diana Langley, is hereby authorized to execute said Easement Agreement on behalf of the City of Yuba City.
Section 3. The City Manager of the City of Yuba City, Diana Langley, is hereby authorized to execute on behalf of the City of Yuba City, all closing documents required to close the transaction described in the Easement Agreement and the Letter of Intent.
This resolution shall become effective immediately.
The forgoing 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 17th day of September 2024.
AYES:
NOES:
ABSENT:
Shon Harris, Mayor
ATTEST:
Ciara Wakefield, Deputy City Clerk
APPROVED AS TO FORM
COUNSEL FOR YUBA CITY
________________________
Shannon Chaffin, Esq.
Aleshire & Wynder, LLP
ATTACHMENT 4
Asset File #: CCG0172431 Page 1 of 11
Record and Return to:
Joseph Mangus
TitleVest Agency, LLC
110 E. 42nd Street, 10th Floor
New York, NY 10017
TitleVest Title No.: TCA944819
Prepared by:
James Nothdurft
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE
EASEMENT AGREEMENT
This telecommunication easement and lease assignment agreement (“Agreement”) is made and shall be effective on the _______ day of _______________________, 2024 (“Effective Date”), by and between City of Yuba City, a municipal corporation (“Grantor”) and TPA VII, LLC, a Delaware limited liability company (“Grantee”).
1. Grantor’s Property and the Telecom Tenant Lease. Grantor represents and warrants that it holds fee simple title to certain real property located at 806 Gray Avenue, Yuba City, California 95991, as more fully described in the legal description attached hereto as Exhibit A (the “Parent Property”). Grantor and Crown Castle, as successor in interest to Pacific Bell Mobile Services (the “Telecom Tenant”) are parties to that certain lease agreement, including all amendments and modifications thereto, cited in Exhibit B and incorporated by reference herein (the “Telecom Tenant Lease”).
2. Grant of Easement. For the sum of TEN AND NO/100 DOLLARS and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge as paid on or about the Effective Date along with the purchase price pursuant to the settlement statement executed contemporaneously with this Agreement (“Purchase Price”), Grantor grants and conveys unto Grantee, its successors and assigns, an exclusive easement (subject to the Telecom Tenant Lease) for the Permitted Use defined herein, together with a non-exclusive access easement for ingress and egress to and from the exclusive easement, seven days per week, twenty-four hours per day and a non-exclusive utility easement to install, replace and maintain utilities servicing the exclusive easement, including, but not limited to the installation of power and telephone service cable, wires, switches, boxes and the like as may be required by the Permitted Use (collectively “Easement” as further described in Exhibit C). Grantor shall permit Grantee, Easement Tenant(s) (as hereinafter defined), and any of their affiliates, customers, tenants, subtenants, lessees, sublessees, licensees, successors and/or assigns together with any of the employees, contractors, consultants, and or agents of the foregoing to use the Easement for the installation, construction, operation, maintenance, repair, modification, relocation, replacement and removal of improvements and equipment (“Equipment”) for the facilitation of
Asset File #: CCG0172431 Page 2 of 11
telecommunications uses, communications uses and other related uses, including, but not limited to, any uses permitted by the Telecom Tenant Lease (“Permitted Use”). Grantor represents that there is no pending or threatened action that would adversely affect Grantor’s ability to enter into this Agreement or grant the Easement and that entering into this Agreement will not violate or conflict with any provision of Grantor’s organizational documents (if Grantor is an organization) or conflict with the provisions of any agreement to which Grantor is a party. Grantor further represents and warrants that Grantee shall have peaceful and quiet possession and enjoyment of the Easement during the term of this Agreement without any disturbance of Grantee’s possession or Permitted Use hereunder.
3. Term. Commencing on the Effective Date, the term of this Agreement and the Easement shall be for fifty (50) years (the “Term”) and this Agreement and the Easement shall terminate on ______________________, 2074. Upon notice to Grantor as provided herein, Grantee may surrender the Easement to Grantor and execute such documents reasonably required to terminate the Agreement and the Easement. Grantor may not unilaterally terminate the Agreement or Easement, but if the Easement is not used for the Permitted Use for a period of five (5) years the Easement shall be deemed abandoned and shall terminate upon Grantor’s notice of such default to Grantee as provided herein.
Sections 12 and 13 shall survive expiration or termination of this Agreement and shall remain in effect in perpetuity, subject to applicable law.
4. Assignment of Lease, Renewal and Right of Replacement. Grantor hereby assigns to Grantee all of Grantor’s right, title and interest in the Telecom Tenant Lease for the Term, including the right to renew the Telecom Tenant Lease throughout the Term. Except as provided herein, Grantee agrees to assume all of Grantor’s rights and obligations under the Telecom Tenant Lease. If Telecom Tenant is obligated under the Telecom Tenant Lease to pay to Grantor any fees (other than base rent and any escalations thereto) for the purpose of utility service or access or tax reimbursement, Grantor shall continue to be entitled to such fees, although Grantee may collect and distribute same to Grantor. Grantor shall continue to perform all obligations of the lessor under the Telecom Tenant Lease which relate to the use, ownership, and maintenance of the Parent Property so that Grantee may fulfill all the obligations under the Telecom Tenant Lease without breaching any provision therein, including, but not limited to, Grantor maintaining the Parent Property in a commercially reasonable condition to allow the Permitted Use of the Easement. Grantor represents and warrants that it has delivered to Grantee true and correct copies of the Telecom Tenant Lease and that Grantor owns 100% of the lessor/landlord’s interest in the Telecom Tenant Lease, including the right to collect all rent thereunder. To the best of Grantor’s knowledge, no party to the Telecom Tenant Lease has breached or is in default of their respective obligations under the Telecom Tenant Lease and no party has requested or discussed a modification or termination of the Telecom Tenant Lease. If during the Term the Telecom Tenant terminates the Telecom Tenant Lease or otherwise vacates the Parent Property, Grantee may lease all or a portion of the Easement to a replacement telecommunications tenant (“Replacement Telecom Tenant”) on terms consistent with the Telecom Tenant Lease and such Replacement Telecom Tenant shall occupy the Easement rather than locating on other portions of the Parent Property (“Replacement Telecom Tenant Lease”). Additionally, Grantee shall use commercially reasonable efforts to also include the following provisions in any Replacement Telecom Tenant Lease to the extent including them does not materially impair Grantee’s negotiation of any other term in such lease:
i. Replacement Telecom Tenant shall have non-emergency access during normal business hours (9:00 am – 5:00 pm, Monday through Friday), subject to all applicable and reasonable Parent Property rules and security procedures; provided, in the event of an emergency, Grantor shall permit access twenty-four (24) hours per day, seven (7) days a week. ii. Replacement Telecom Tenant shall maintain Commercial General Liability Insurance in an amount of One Million and no/100 ($1,000,000.00) per occurrence, Two Million and no/100 ($2,000,000.00) aggregate with Grantor and Grantee included as an additional insured.
Asset File #: CCG0172431 Page 3 of 11
Grantee shall also use commercially reasonable efforts to include the foregoing Replacement Telecom Tenant Lease terms in any renewal or extension of the Telecom Tenant Lease
5. Rent Sharing. When a new telecommunications tenant (“Rent Share Tenant”), other than a Replacement Telecom Tenant, executes a lease for space within the Easement outside the Telecom Tenant or Replacement Telecom Tenant lease premises and commences rent payment, Grantee will collect such rent with Grantee retaining fifty percent (50%) of the rent collected and Grantee remitting fifty percent (50%) of the rent collected to Grantor. Notwithstanding the foregoing, Grantee shall be entitled to collect and retain rent from all telecommunications tenants within the Easement in an amount equal to the rent scheduled in the existing Telecom Tenant Lease and any Replacement Telecom Tenant Lease, including scheduled escalators (“Minimum Scheduled Rent”). Should the rent collected equal an amount less than the Minimum Scheduled Rent, such deficit (“Minimum Scheduled Rent Deficit”) shall accrue and shall be applied against any and all future rents collected within the Easement, until collected rent payments fully offset the total Minimum Scheduled Rent Deficit. Grantee is permitted and authorized to enter into leases with Rent Share Tenants subject to the requirements for leasing to Replacement Telecom Tenants as set forth in Section 4.
6. Right of First Refusal. Grantor grants to Grantee the right to acquire through assignment, purchase, or other means any lease or similar conveyance for telecommunications purposes in which Grantor retains an interest outside the Easement (“Grantor’s Lease”). Grantor shall deliver to Grantee, a copy of any offer to purchase an interest in Grantor’s Lease. Grantee shall have thirty (30) business days to match the terms of any offer by delivering written notice of Grantee’s intent to match the offer.
7. Grantor Cooperation and Non-interference. Grantor hereby agrees to cooperate with Grantee and/or Telecom Tenant, Replacement Telecom Tenant and Rent Share Tenant (collectively, “Easement Tenants”) in obtaining all licenses, permits or authorizations from all applicable governmental and/or regulatory entities and in acquiring any necessary upgrades to or relocation of utility service to support the Permitted Use. In furtherance of the foregoing, Grantor hereby appoints Grantee as Grantor's attorney-in-fact to execute all land use applications, permits, licenses and other approvals on Grantor's behalf in connection with the Permitted Use. Grantor’s cooperation shall be at no cost to Grantor and without requiring payment of additional rent or fees by Grantee or Easement Tenants. Grantor shall not interfere with any construction in the Easement so long as such construction is to support the Permitted Use and is proceeding pursuant to a building permit or other required municipal or governmental approvals. Grantor shall not, nor shall Grantor permit its lessees, licensees, employees, invitees or agents to, use any portion of the Parent Property or the Easement in a way which materially interferes with the operations of the Easement Tenants who shall have peaceful and quiet possession and enjoyment of the Easement. Grantor may not directly or indirectly induce, invite, or conspire to induce or invite any Easement Tenants to use or lease space in direct competition with the Easement.
Notwithstanding any other provision of this Agreement, Grantee acknowledges and agrees that Grantor is a governmental agency, and that: (i) the Grantor reserves all of its police power and/or statutory or other legal powers or responsibilities; (ii) the Grantor reserves all of its authority to enact regulations; and (iii) this Agreement shall not be construed to limit the authority or obligation of the Grantor to hold necessary public hearings, to limit the discretion of the Grantor or any of its officers or officials with regard to rules, regulations, ordinances, laws, and entitlement of use which require the exercise of reasonable discretion by the Grantor or any of its officers or officials. This Agreement shall not be construed to limit the obligations of the Grantor to comply with any federal or state law
8. Assignment. Grantee may pledge, assign, mortgage, grant a security interest, or otherwise encumber its interest created by this Agreement. Grantee may freely assign this Agreement in part or in its entirety, and any or all of its rights hereunder, including the right to receive rent payments. Upon the absolute
Asset File #: CCG0172431 Page 4 of 11
assumption of such assignee of all of the obligations of Grantee under this Agreement, then Grantee will be relieved of all obligations and liabilities hereunder.
9. Taxes and Other Obligations. Except as provided for in the applicable Easement Tenant Lease or otherwise herein, all taxes and other obligations that are or could become liens against the Parent Property or any subdivision of the Parent Property containing the Easement, whether existing as of the Effective Date or hereafter created or imposed, shall be paid by Grantor prior to delinquency or default.
Grantor shall be solely responsible for payment of all taxes and assessments now or hereafter levied, assessed or imposed upon the Parent Property, or imposed in connection with the execution, delivery, performance or recordation hereof, including without limitation any sales, income, documentary or other transfer taxes. If Grantor fails to pay when due any taxes or other obligations affecting the Parent Property, Grantee shall have the right but not the obligation to pay such and demand payment therefor from Grantor, which payment Grantor shall make within ten (10) days of such demand by Grantee.
Grantee shall use commercially reasonable efforts to enforce the tax payment obligations of Easement Tenants as such may appear under the applicable Easement Tenant lease. Nothing herein shall diminish any right of Grantor for tax reimbursement directly from any Easement Tenant, as may be provided for in the applicable Easement Tenant Lease. Each new Easement Tenant Lease shall require the Easement Tenant to be responsible for all ad valorum taxes, non-ad valorum assessments and personal property taxes resulting from the Easement Tenant’s lease. Notwithstanding anything here to the contrary, so long as the named Grantor City of Yuba City, California or any other tax-exempt agency shall be a party to this Agreement and shall be exempt from taxation, Grantor the City of Yuba City, California or any other tax-exempt agency shall have no obligation hereunder to pay any taxes or assessments on the Parent Parcel or this Easement and nothing herein shall be deemed a waiver of the City of Yuba City, California’s or any other tax-exempt agency’s tax-exempt status.
10. Insurance. During the Term, Easement Tenants shall maintain general liability insurance as required under their respective Easement Tenant lease and Grantee shall use commercially reasonable efforts to have Easement Tenant include Grantor as an additional insured on all such policies. Grantor shall maintain any insurance policies in place on the Parent Property or as required under the Telecom Tenant Lease. Should Grantee require entry on the Parent Property, Grantee shall maintain insurance coverage in the following amounts: Workers’ Compensation Insurance in the applicable state statutory limits and commercial general liability insurance of $1,000,000 per occurrence $2,000,000 in the aggregate.
11. Subordination and Non-Disturbance. Grantee agrees to subordinate this Agreement to any existing or future mortgage, bond, or deed of trust on the Parent Property ("Security Instrument"), provided the beneficiary or secured party ("Secured Party") under the Security Instrument agrees for itself and its successors in interest and assigns that Grantee's rights under this Agreement and rights to the Easement shall remain in full force and effect and shall not be affected or disturbed by the Secured Party in the exercise of Secured Party's rights under the Security Instrument during the Term, including Grantee's right to collect and retain, in accordance with the terms of this Agreement, all rents, fees and other payments due from Easement Tenants. Such non-disturbance agreement must apply whether Secured Party exercises its rights under the Security Instrument, including foreclosure, sheriff's or trustee's sale under the power of sale contained in the Security Instrument, and any other transfer, sale or conveyance of Grantor's interest in the Parent Property under peril of foreclosure, including, without limitation to the generality of the foregoing, an assignment or sale in lieu of foreclosure.
12. Mutual General Indemnification. Grantor and Grantee shall each indemnify and hold harmless the other against any and all claims, damages, costs and expenses (including reasonable attorney’s fees and disbursements) caused by or arising out of the indemnifying party’s breach of this Agreement or the negligent acts or omissions or willful misconduct on the Parent Property by the indemnifying party or the employees, agents, or contractors of the indemnifying party.
Asset File #: CCG0172431 Page 5 of 11
13. Environmental Representations and Indemnification.
a. Grantor represents and warrants that, to the best of Grantor’s knowledge, no pollutants or other toxic or hazardous substances, as defined under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C. 9601 et seq., or any other federal or state law, including any solid, liquid, gaseous, or thermal irritant or contaminant, such as smoke, vapor, soot, fumes, acids, alkalis, chemicals or waste (including materials to be recycled, reconditioned or reclaimed) (collectively, “Hazardous Substances”) have been, or shall be discharged, disbursed, released, stored, treated, generated, disposed of, or allowed to escape or migrate (collectively referred to as the “Release”) on or from the Parent Property.
Neither Grantor nor Grantee shall introduce or use any Hazardous Substances on the Parent Property or the Easement in violation of any applicable federal, state or local environmental laws.
b. Grantor and Grantee each agree to defend, indemnify, and hold harmless the other from and against any and all administrative and judicial actions and rulings, claims, causes of action, demands and liability including, but not limited to, damages, costs, expenses, assessments, penalties, fines, cleanup, remedial, removal or restoration work required by any governmental authority, losses, judgments and reasonable attorneys’ fees that the indemnified party may suffer or incur due to the existence or discovery of any Hazardous Substances on the Parent Property caused by the other party. Grantee shall not be responsible for and shall not defend, indemnify or hold harmless Grantor for any Release of Hazardous Substances on or before the Effective Date.
14. Dispute Resolution and Notice.
a. Jurisdiction and venue under this Agreement shall be in the state and county the Parent Property is located. The parties may enforce this Agreement and their rights under applicable law, and may seek specific performance, injunction, appointment of a receiver and any other equitable rights and remedies available under applicable law. Money damages may not be an adequate remedy for the harm caused to Grantee by a breach or default by Grantor hereunder, and Grantor waives the posting of a bond. Damages as against Grantee shall be limited to the amount of consideration received by Grantor under this Agreement, following any insurance settlement which may have effect. The prevailing party shall be entitled to an award of its reasonable attorneys’ fees and costs. Neither party shall be liable to the other for consequential, indirect, speculative or punitive damages.
b. The non-defaulting party shall provide written notice of a default under this Agreement or under an Easement Tenants’ lease, not more than thirty (30) days from discovery of the default.
Grantor shall have thirty (30) days to cure the default. Grantee shall have thirty (30) days to commence cure of the default.
c. All communications shall be delivered by certified mail, return receipt requested or a nationally recognized overnight courier to the address beneath each party’s signature block or such other address as advised to the other party pursuant to this Section. Notice shall be deemed given upon receipt if by certified mail, return receipt requested or one (1) business day following the date of sending, if sent by nationally recognized overnight courier service or upon attempted delivery if delivery is refused or if delivery is impossible because of failure to provide reasonable means for accomplishing delivery.
Asset File #: CCG0172431 Page 6 of 11
15. Miscellaneous.
a. The terms and conditions of the existing Telecom Tenant Lease shall govern over any conflicting term of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Grantor and Grantee acknowledge that this Agreement is subject and subordinate to the Telecom Tenant Lease.
b. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and the successors and assigns of the parties to this Agreement. It is the intention of the parties hereto that all of the various rights, obligations, restrictions and easements created in this Agreement shall run with the Parent Property upon which the Easement is located and be binding upon all future owners and lessees of the Parent Property and all persons claiming under them for the Term.
c. Casualty and Condemnation. In the event of any casualty or condemnation of the Easement in whole or in part, Grantee shall be entitled to receive any insurance proceeds or condemnation award attributable to the value of the Easement.
d. Bankruptcy. Grantee does not consent to rejection in bankruptcy, and Grantor shall provide notice and a copy of any bankruptcy or related filing to Grantee and Grantee’s Lender. e. Severability. If any provision contained in this Agreement (or any portion of such provision) shall be held to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement (or any portion of any such provision.)
f. Counterparts. This Agreement may be executed in separate counterparts with each counterpart deemed an original and all of which together shall constitute a single agreement. g. Entire Agreement. This Agreement and any documents, certificates, instruments and agreements referred to herein constitute the entire agreement between Grantor and Grantee.
Without limiting the generality of the foregoing, Grantor acknowledges that it has not received or relied upon any advice of Grantee or its representatives regarding the merits or tax consequences of this Agreement.
[Signature pages and exhibits follow]
Asset File #: CCG0172431 Page 7 of 11
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date on page one above.
GRANTOR: CITY OF YUBA CITY
_______________________________________________
Diana Langley, City Manager
Grantor Notice Address:
City of Yuba City
1201 Civic Center Boulevard
Administrative Services Department-Bus. License
Yuba City, California 95993
Asset File #: CCG0172431 Page 8 of 11
}ss.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date on page one above.
GRANTEE: TPA VII, LLC
_______________________________________________
Jesse M. Wellner, Chief Executive Officer
Grantee Notice Address:
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
Attn: Chief Executive Officer
With a copy to:
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
Attn: General Counsel
STATE OF GEORGIA
COUNTY OF FULTON
On this ______ day of _______________________, 2024, before me, the undersigned notary public, personally appeared Jesse M. Wellner, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ ________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as Chief Executive Officer of TPA VII, LLC.
________________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
Asset File #: CCG0172431 Page 10 of 11
EXHIBIT B
TELECOM TENANT LEASE
That certain Communications Site Lease Agreement dated November 10, 1997, by and between Pacific Bell Mobile Services, a California corporation and City of Yuba City, as evidenced by that certain Memorandum of Lease, aforesaid date and parties, recorded January 7, 1998 as Instrument No. 98-0021, Official Public Records of Sutter County, California.
Asset File #: CCG0172431 Page 11 of 11
EXHIBIT C
EASEMENT AREA DESCRIPTION
In the event of a discrepancy between the area actually occupied by the existing Telecom Tenant’s equipment and the area described below, the described area shall be understood to also include any portion of the actual used area not captured by the description or as may have been granted to the existing Telecom Tenant that is currently outlined in each Telecom Tenant Lease referenced in Exhibit B. Grantor or Grantee may elect to engage a professional surveyor, the product of which may be substituted upon Grantor acceptance for the contents herein. The part of the Parent Property described in Exhibit A hereto, on which any equipment exists on the Effective Date together with the portion of the Parent Property used and leased by Grantor as the existing Telecom Tenant lease premises under the Telecom Tenant Lease including but not limited as follows:
Exclusive Easement Area:
That certain portion of the Parent Property located at what is commonly known as 806 Gray Avenue, Yuba City, California 95991, that is co-extensive with the area leased under each Telecom Tenant Lease referenced in Exhibit B attached hereto.
Expanded Easement Area for Additional Telecommunications Tenant(s) That certain additional easement area for attachment of antennas to the exterior of the tower along with equipment ground space measuring the equivalent total of five hundred (500) square feet in a location to be determined by the telecommunications tenant(s) collocating on that certain tower supporting telecommunications equipment described above with such location approved by the Grantor, such approval not to be unreasonably withheld, conditioned or delayed.
NON-EXCLUSIVE UTILITY EASEMENT and NON-EXCLUSIVE ACCESS EASEMENT SPACE The part of the Parent Property, described in Exhibit B hereto, on which any equipment exists on the Effective Date together with the portion of the Parent Property used by utility providers and leased by Landlord as the existing Telecom Tenant lease premises under each Telecom Tenant Lease including but not limited as follows:
Utilities and Telecommunications. Grantee is herein granted, consistent with the existing Telecom Tenant Lease, a non-exclusive easement in, to, under and over the portions of the Parent Property for ingress and egress to the Easement, shaft ways, chase ways, soffits, risers, columns, crawl spaces, rafters, or any other space for placement of cables, wiring, etc., which is necessary to install, operate and maintain the telecommunications equipment and/or personal property, together with the right to use such easement for the development, repair, maintenance and removal of utilities and/or cables providing service to the Easement and any related activities and uses.
Access. Grantee is herein granted, consistent with the existing Telecom Tenant Lease, all rights of ingress and egress to and from the Easement, across the Parent Property described in Exhibit A hereto, providing access to a publicly dedicated roadway, including but not limited to Gray Avenue, along with the right to use such access easement for the development, repair, maintenance and removal of utilities providing service to the Easement and any related activities and uses.
Asset File #: CCG0172431
Record and Return to:
Name: Joseph Mangus
Address: TitleVest Agency, LLC
110 East 42nd Street, 10th Floor
New York, NY 10017
TitleVest Agency, LLC Title #: TCA944819
Prepared by:
James Nothdurft
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
ASSIGNMENT OF LEASE
To be effective on __________________________, 2024, and in consideration of One Dollar ($1) and other good and valuable consideration paid by the undersigned party hereto executing this instrument as assignee TPA VII, LLC, a Delaware limited liability company, with principal offices at 1170 Peachtree Street, Suite 1650, Atlanta, Georgia 30309 (hereinafter referred to as “Assignee”) to the undersigned party hereto executing this instrument as assignor CITY OF YUBA CITY, a municipal corporation, with principal offices located at 1201 Civic Center Boulevard, Administrative Services Department-Bus License, Yuba City, California 95993 (hereinafter referred to as “Assignor”), the receipt and sufficiency thereof being hereby acknowledged, Assignor, subject to that certain Easement Agreement which is recorded contemporaneous to recording of this instrument, does hereby transfer, set over and assign to the Assignee all of Assignor’s right, title and interest in and to the lease(s) and/or tenancy(ies) upon certain Property owned by Assignor (Legal Description attached as Exhibit A) referenced below and in Exhibit B attached hereto, in which the Assignor has any right, title and interest currently existing and relating to:
That certain Communications Site Lease Agreement dated November 10, 1997, by and between Pacific Bell Mobile Services, a California corporation and City of Yuba City, as evidenced by that certain Memorandum of Lease, aforesaid date and parties, recorded January 7, 1998 as Instrument No. 98-0021, Official Public Records of Sutter County, California.
Assignor represents that Assignor has no knowledge of any default now outstanding by Assignor in his capacity as the landlord/lessor under the Tenancy.
Asset File #: CCG0172431
Assignee hereby assumes and agrees to faithfully perform and discharge any and all obligations of the landlord/lessor in and to the hereby assigned lease(s) and/or tenancy(ies) subsequent to the date hereof, subject to that certain Easement Agreement.
Subject to that certain Easement Agreement, Assignee agrees to hold Assignor harmless and indemnified from any and all loss, cost, damage and expenses, which Assignor may incur on account of Assignee’s failure to perform and discharge any and all obligations of lessor and landlord in and to the herein assigned lease and/or tenancy subsequent to the date hereof.
Assignor agrees to hold Assignee harmless and indemnified from any and all loss, cost, damage and expenses, which Assignee may incur for claims related to activity prior to the date hereof.
The above shall be binding upon and inure to the benefit of Assignor and Assignee and their respective heirs, executors, legal representatives, successors and assigns.
SIGNATURES FOLLOW
Asset File #: CCG0172431
IN WITNESS WHEREOF, Assignor has caused this instrument to be signed and sealed on its behalf this ______day of ____________________, 2024.
Assignor: CITY OF YUBA CITY
_______________________________________________
Diana Langley
City Manager
1201 Civic Center Boulevard
Administration Services Department, Bus. License
Yuba City, California 95993
Asset File #: CCG0172431
}ss.
IN WITNESS WHEREOF, Assignee has caused this instrument to be signed and sealed on its behalf this ______day of ____________________, 2024.
Assignee: TPA VII, LLC
_______________________________________________
Jesse M. Wellner
Chief Executive Officer
1170 Peachtree Street, Suite 1650
Atlanta, Georgia 30309
678-775-0360
678-775-0361
STATE OF GEORGIA
COUNTY OF FULTON
On this ______ day of ________________________, 2024, before me, the undersigned notary public, personally appeared Jesse M. Wellner, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ ________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as Chief Executive Officer of TPA VII, LLC.
__________________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
Asset File #: CCG0172431
EXHIBIT A
LEGAL DESCRIPTION
Real property in the City of Yuba City, County of Sutter, State of California described as follows:
Parcel One:
All that portion of the West half of the Northwest quarter of Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, and more particularly described as follows:
Beginning at a point in the Southerly line of Lot 3, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the West half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on January 6, 1902, in Book 1 of Surveys, page 21, distant thereon South 88° 30' 44" East, 554.27 feet from the Southwest corner of said Lot 3; thence from said point of beginning, North 1° 14' 16" East, a distance of 411.96 feet; thence South 88° 30' 44" East, a distance of 57.0 feet to a point in the East boundary line of the above described Lot 3; thence South 1° 14' 16" West, along said boundary line, a distance of
1.93 feet; thence South 88° 30' 44" East, a distance of 564.01 feet to a point in the Southwest boundary line of the Sacramento Northern Railroad; thence along said boundary line, South 65° 02' East, a distance of 144.17 feet to a point in the West boundary line of Gray Avenue; thence running Southerly along said boundary line, South 1° 40' 38" East, a distance of 356.43 feet to a point lying in the South boundary line of Lot 14, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on October 17, 1894, in Book 1 of Surveys, page 12, from which point the Southeast corner of said Lot 14 bears South 88° 30' 44" East, distant 50.08 feet; thence North 88° 30' 44" West along said boundary line of Lot 14, a distance of 714.12 feet to the Southwest corner of Lot 14; thence North 1° 14' 16" East, a distance of 3.30 feet to the Southeast corner of the previously described Lot 3 of the "Subdivision of the West half of the Whyler Estate", thence North 88° 30' 44" West along the South boundary line of said Lot 3, a distance of 57.0 feet to the point of beginning.
Parcel Two:
Being a portion of the Northwest one-quarter Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, more particularly described as follows:
Beginning at a point on the Westerly line of Lot 13, as said lot is shown on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate" filed in the office of the County Recorder, Sutter County, California, on October 17, 1894 in Book 1 of Surveys, Page 12, said point bears North 83.33 feet from the Northwest corner of Lot 14 of the said Whyler Estate; thence Easterly and parallel with the South line of said Lot 13, North 88° 30' 44" East, a distance of 509.67 feet to a point; thence Southeasterly 204.34 feet in a direct line to the Southeast corner of said Lot 13 as shown on the aforesaid map; thence North 22.92 feet and along the East line of
Asset File #: CCG0172431
EXHIBIT A (continued)
LEGAL DESCRIPTION
said lot to the South line of the right-of-way of the Sacramento Northern Railroad; thence Northwesterly 788.23 feet, following the South line of said Sacramento Northern Railroad to a point where said South line intersects the West line of Lot 13; thence South 245.46 feet and along the West line of said Lot 13 to the point of beginning.
APN: 052-030-010-000
Asset File #: CCG0172431
EXHIBIT B
DESCRIPTION OF TELECOM TENANT LEASE(S)
That certain Communications Site Lease Agreement dated November 10, 1997, by and between Pacific Bell Mobile Services, a California corporation and City of Yuba City, as evidenced by that certain Memorandum of Lease, aforesaid date and parties, recorded January 7, 1998 as Instrument No. 98-0021, Official Public Records of Sutter County, California.
Asset File #: CCG0172431 Page 1 of 7
THIS ESCROW AGREEMENT made and entered into this ______ day of ______________________, 2024, by and between CITY OF YUBA CITY (hereinafter referred to as "Seller"); TPA VII, LLC (hereinafter referred to as "Purchaser"); (Seller and Purchaser are sometimes hereinafter referred to jointly as “Parties and individually as “Party”) and TitleVest Agency, LLC (hereinafter referred to as "Escrow/Settlement Agent");
WITNESSETH
WHEREAS, Seller and Purchaser have entered into an agreement for the purchase and sale of an easement to a portion of that certain property more particularly described on attached "EXHIBIT A" attached hereto (hereinafter referred to as the "Property"); and
WHEREAS, Purchaser and Seller desire to have Escrow/Settlement Agent receive original executed documents, receive proceeds from Purchaser and disburse said proceeds according the instructions set forth below.
NOW, THEREFORE, in consideration of the premises and of good and valuable consideration the receipt and sufficiency whereof is hereby acknowledged, the parties hereto hereby covenant and agree as follows:
1. Purchaser and Seller hereby appoint TitleVest Agency, LLC as Escrow/Settlement Agent hereunder.
2. Purchaser shall deliver to Escrow/Settlement Agent the Purchaser’s Closing Costs, as set forth on the Purchaser’s Settlement Statement, in the form of a wire transfer to an account so designated by Escrow/Settlement Agent. Said account shall have immediate availability to funds as to not delay funding of Seller’s proceeds.
3. The Escrow/Settlement Agent agrees to hold and disburse said funds, in accordance with the executed Settlement Statement, as hereinafter provided.
4. Upon receipt of the required “Closing Documents” as noted on Closing Instruction Letter attached hereto as Exhibit “B” and the Purchaser’s closing costs as noted in Item #2 above, Escrow/Settlement Agent shall timely deliver the Seller’s Proceeds to Seller, as directed by Seller pursuant to the Seller Disbursement Authorization on Exhibit ‘C’. Escrow/Settlement Agent is specifically given permission to withhold a reserve to pay and/or secure evidence of payment of delinquent taxes, interest and penalties, if any.
5. Upon funding of the Seller’s Proceeds, Escrow/Settlement Agent will forward the appropriate original documents for recordation in the appropriate jurisdiction and title to the estate purchased shall be considered vested in Purchaser and the document shall be considered binding and enforceable.
6. In the event that the contemplated sale shall not take place, upon written notification from both Purchaser and Seller the Escrow/Settlement Agent shall deliver any funds received to Purchaser or as otherwise instructed by the parties hereto. Original documents shall be returned or destroyed as instructed by the parties hereto.
7. The Parties hereto covenant and agree that in performing any of its duties under this Agreement, Escrow/Settlement Agent shall be reimbursed by the responsible party for any loss or damage (including reasonable in-house or outside attorney’s fees and expenses) which it may incur as a result of serving as Escrow/Settlement Agent hereunder, except for any loss, costs or damage arising out of its willful default or gross negligence. Accordingly, Escrow/Settlement Agent shall not incur any liability with respect to any action taken or omitted to be taken in reliance upon any document, including any written notice of instruction provided for in the Escrow Agreement, not only as to its due execution and the validity and effectiveness of its provisions, but also to the truth and accuracy of any information contained therein, which Escrow/Settlement Agent shall in good faith believe (a) to be genuine, (b) to
Asset File #: CCG0172431 Page 2 of 7
have been signed or presented by a proper person or persons, and/or (c) to conform with the provisions of this Escrow Agreement. In no event shall Escrow/Settlement Agent’s liability exceed the amount of its fee for acting as Escrow/Settlement Agent.
8. In the event of a dispute between any of the parties hereto sufficient in the sole discretion of Escrow/Settlement Agent to justify its doing so, Escrow/Settlement Agent shall be entitled to tender unto the registry or custody of any court of competent jurisdiction all money or property in its hands held under the terms of this Escrow Agreement, together with such legal pleading as it deems appropriate, and thereupon be discharged. Escrow/Settlement Agent shall be reimbursed for all costs and fees incurred, including reasonable attorney fees, from the unsuccessful Party or out of the escrow if no judicial determination is made.
9. With regard to any transfer taxes or title related charges which are required to be paid by the responsible party for payment in connection with this transaction, the responsible party for payment hereby agrees to pay to TitleVest Agency, LLC ("Title Company") promptly upon demand, any shortfall in any such transfer taxes or charges that should have been charged and collected from the responsible party for payment but were not for whatever reason including a County Clerk’s, Recorder’s or Registry's clerical error or oversight in collecting said transfer taxes or title related charges. The Parties further agree, if requested by the Title Company, to promptly and fully cooperate and adjust any clerical error, correction or omission of any document, if deemed necessary or desirable by the Title Company. Excess transfer taxes, if any, shall be held by the Title Company for up to six (6) months following the closing, pending possible assessment or re-assessment by the taxing authority.
10. This document may be executed in counterparts and said counter parted signatures shall be considered as a whole. Facsimile signature of this Escrow Agreement, and any instructions, directions or requests, made among the parties hereto shall be deemed to be reliable, binding and enforceable upon said parties.
11. In the event any of the original executed documents deposited in escrow misstate or inaccurately reflect information contained therein, and said misstatement or inaccuracy is due to a mistake on the part of clerical error, then in such event Purchaser or Seller shall, upon request by the other and in order to correct such misstatement or inaccuracy, execute such new documents as may be deemed necessary to remedy said inaccuracy or mistake, or slip sheet pages of documents to remedy said inaccuracy or mistake upon receipt of written approval by the parties to the original executed document. Further, Purchaser and Seller agree that in such event they will provide joint direction to Escrow Agent to revise the documents accordingly.
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
SELLER: CITY OF YUBA CITY
BY: _______________________________________________
Diana Langley, City Manager
ADDRESS: 1201 Civic Center Boulevard
Administration Services Department, Bus. License
Yuba City, California 95993
PHONE: (530) 822-4638
Asset File #: CCG0172431 Page 3 of 7
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
PURCHASER: TPA VII, LLC
BY: _____________________________________________
NAME: JESSE M. WELLNER
TITLE: CHIEF EXECUTIVE OFFICER
ADDRESS: 1170 PEACHTREE STREET, SUITE 1650
ATLANTA, GEORGIA 30309
PHONE: 678-775-0360
FAX: 678-775-0361
Asset File #: CCG0172431 Page 4 of 7
IN WITNESS WHEREOF, the undersigned have caused this instrument to be duly executed and its seal to be affixed thereto as of the day and year first above written.
ESCROW AGENT: TITLEVEST AGENCY, LLC
BY: ____________________________
NAME: Joseph Mangus
TITLE: Escrow Agent
ADDRESS: 110 East 42nd Street, 10th Floor
New York, NY 10017
PHONE: 646-429-3125 (direct)
FAX: 212-757-0466 (fax)
EMAIL: [email protected]
[email protected]
Asset File #: CCG0172431 Page 5 of 7
EXHIBIT A
Real property in the City of Yuba City, County of Sutter, State of California described as follows:
Parcel One:
All that portion of the West half of the Northwest quarter of Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, and more particularly described as follows:
Beginning at a point in the Southerly line of Lot 3, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the West half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on January 6, 1902, in Book 1 of Surveys, page 21, distant thereon South 88° 30' 44" East, 554.27 feet from the Southwest corner of said Lot 3; thence from said point of beginning, North 1° 14' 16" East, a distance of 411.96 feet; thence South 88° 30' 44" East, a distance of 57.0 feet to a point in the East boundary line of the above described Lot 3; thence South 1° 14' 16" West, along said boundary line, a distance of 1.93 feet; thence South 88° 30' 44" East, a distance of 564.01 feet to a point in the Southwest boundary line of the Sacramento Northern Railroad; thence along said boundary line, South 65° 02' East, a distance of 144.17 feet to a point in the West boundary line of Gray Avenue; thence running Southerly along said boundary line, South 1° 40' 38" East, a distance of 356.43 feet to a point lying in the South boundary line of Lot 14, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on October 17, 1894, in Book 1 of Surveys, page 12, from which point the Southeast corner of said Lot 14 bears South 88° 30' 44" East, distant 50.08 feet; thence North 88° 30' 44" West along said boundary line of Lot 14, a distance of 714.12 feet to the Southwest corner of Lot 14; thence North 1° 14' 16" East, a distance of 3.30 feet to the Southeast corner of the previously described Lot 3 of the "Subdivision of the West half of the Whyler Estate", thence North 88° 30' 44" West along the South boundary line of said Lot 3, a distance of 57.0 feet to the point of beginning.
Parcel Two:
Being a portion of the Northwest one-quarter Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, more particularly described as follows:
Beginning at a point on the Westerly line of Lot 13, as said lot is shown on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate" filed in the office of the County Recorder, Sutter County, California, on October 17, 1894 in Book 1 of Surveys, Page 12, said point bears North 83.33 feet from the Northwest corner of Lot 14 of the said Whyler Estate; thence Easterly and parallel with the South line of said Lot 13, North 88° 30' 44" East, a distance of 509.67 feet to a point; thence Southeasterly 204.34 feet in a direct line to the Southeast corner of said Lot 13 as shown on the aforesaid map; thence North 22.92 feet and along the East line of said lot to the South line of the right-of-way of the Sacramento Northern Railroad; thence Northwesterly 788.23 feet, following the South line of said Sacramento Northern Railroad to a point where said South line intersects the West line of Lot 13; thence South 245.46 feet and along the West line of said Lot 13 to the point of beginning.
APN: 052-030-010-000
Asset File #: CCG0172431 Page 6 of 7
EXHIBIT ‘B’
Closing Instruction Letter
1) Seller and Purchaser to execute in Counterpart this Escrow Agreement. Facsimile or Originals to be provided to TitleVest Agency, LLC (1 Copy or Original) 2) Seller and Purchaser to Execute, Notarize and Witness the Easement Agreement and other required documents in form for recording/filing, together with recording/filing fees and transfer taxes. Original fully executed document to be forwarded to TitleVest Agency, LLC (2 Originals) 3) Seller and Purchaser to execute the Settlement Statement and forward originals to TitleVest Agency, LLC (1 Original or Copy-with 1 Original to be received within 2 business days of closing)
4) Seller to provide Owners Affidavit executed and notarized by all Sellers. (1 Original) 5) Seller to provide Corporate Resolution executed. (1 Original or Copy). 6) Seller to complete Exhibit ‘C’ of this Escrow Agreement. In the event the Seller Disbursement Authorization is not completed as enclosed the Escrow Agent shall forward Sellers Proceeds via standard U.S. Mail to the address for Seller as set forth with its signature above. 7) If there is one or more mortgages on this property the Seller is to provide a fully executed Subordination Non-Disturbance and Attornment Agreement from all Lender’s listed as Mortgagee’s on the Mortgage Schedule of the Title Report. 8) If Seller is an LLC, then the following must be provided prior to closing:
a. Proof of due formation:
i. Proof of filing of the Articles of Organization with the Secretary of State; ii. Proof of publication of the Article of Organization (or a notice containing the substance of the articles).
b. Articles of Organization and Operating Agreement must be produced and reviewed; additional exceptions may be raised upon review of same. c. Proof is required that there has been no change in the make-up or composition of the organization, and that there have been no amendments to the Articles of Organization or Operating Agreement. Proof is required that the party or parties executing instruments on behalf of the organization have authority to act.
Asset File #: CCG0172431 Page 7 of 7
EXHIBIT C
SELLER DISBURSEMENT AUTHORIZATION
RE: 806 Gray Avenue, Yuba City, California 95993 Escrow No.: TCA944819 PROCEEDS/FUNDS DISBURSEMENT INSTRUCTIONS: The undersigned directs that the proceeds/funds due will be disbursed in the following manner:
[ ] Held for pick up at this office (ID will be required) [ ] Sent via overnight delivery [ ] Mail to: _____________________________________________________________________________ [ ] Other: ______________________________________________________________________________ [ ] Sent via wire transfer
(if checked, Attach wiring instructions of receiving bank or fill in below. With cyber fraud on the increase, we suggest you mail, use an overnight service or hand-deliver any items containing banking or other private information and not send via email.)
Please Note: Modified or amended disbursement instructions must be signed by the parties at an office of TitleVest Agency, LLC. Proof of identity will be required.
Funds disbursed to other than record owner must be in writing with authorized approval by TitleVest Agency, LLC and possibly buyer/borrower's lender on a TILA-RESPA Integrated Disclosure (TRID) regulated loan.
Receiving Banks may impose a charge for the receipt of any wire transfers.
Escrow Holder is not responsible for delays in wiring caused by time restrictions of the Federal Reserve Board or late confirmation of recording.
When funds are sent to a bank outside the United States, Escrow Holder shall not be responsible or liable for any loss or expense incurred as a result of currency exchange rates, delays in availability of funds, or delays due to the U.S. bank or foreign bank requiring additional information. Escrow Holder shall have no liability or responsibility after properly initiating the outgoing wire transfer. For best results on an outgoing international wire transfer, the international bank should provide written wire instructions.
Bank Name: _____________________________________________________ Name on Acct: _____________________________________________________ Account No.: _____________________________________________________ FEDWIRE Routing No.: _____________________________________________________ Any further instructions: _____________________________________________________ Date: ________________________
SELLER: CITY OF YUBA CITY
BY: _______________________________________________
Diana Langley, City Manager
Best Phone No:
Forwarding Address:
ASSET FILE #: CCG0172431
NOTICE OF ASSIGNMENT OF LEASE AND
REDIRECTION OF RENT PAYMENTS
_____________________, 2024
Crown Castle
2000 Corporate Drive
Canonsburg, PA 15317
Attn: Real Estate Administration Dept.
Re: Cell Site
Telecommunications Site Lease (“Lease”)
Site No: 827152
Site Name: SA177 Yuba City
Site Address: 806 Gray Avenue, Yuba City, California 95993 Property Owner (“Landlord”): City of Yuba City
Dear Sir or Madam:
Effective ____________________________, 2024, all rights of the undersigned Landlord in and to the Lease were assigned to TPA VII, LLC. The Landlord will continue to own the premises. Please find enclosed an executed Assignment of Lease which will be recorded evidencing the transfer of the Landlord’s interest.
Any amounts payable by you to Landlord under the Lease, other than property tax reimbursements, should now be made payable to “TPA VII, LLC.” However, payments of real or personal property taxes, assessments and utilities, should continue to be paid as provided since commencement of the lease. Payments made by you to taxing authorities should continue without interruption. Reimbursements by you to Landlord for real or personal property taxes and utility reimbursement should continue without interruption.
PAYMENTS TO BE SENT TO:
TPA VII, LLC
P. O. Box 31114
Tampa, FL 33631-3114
ASSET FILE #: CCG0172431
This notice is subject to further information you may receive from TPA VII, LLC. All future correspondence regarding the lease or any other issue related to your use of the property should be delivered to:
TPA VII, LLC
c/o TowerPoint Capital, LLC
1170 Peachtree Street, Suite 1650
Atlanta, Georgia 30309
If you would like to make payments electronically or if you have any questions about the foregoing, please contact Jenni Ling, whose phone number is 678-775-0375, and fax number is 678-775-0361.
Thank you very much,
CITY OF YUBA CITY
By: _____________________________________
Name: Diana Langley, City Manager
Asset File # CCG0172431
OWNER’S AFFIDAVIT OF TITLE AND GAP INDEMNITY AGREEMENT
STATE OF ________________________)
COUNTY OF ________________________} SS: FILE NO.: TCA944819 BEFORE ME, the undersigned, personally appeared Diana Langley (“Affiant”), who first being duly sworn, deposes and says:
1. Affiant is the City Manager of City of Yuba City (“the “Owner”) and is duly authorized to make this Affidavit of Title and Gap Indemnity Agreement (“Agreement”) on behalf of Owner and to bind Owner as Indemnitor to TitleVest Agency, LLC individually and as agent for First American Title Insurance Company (“First American”), under all representations and agreements stated herein.
2. Owner is the titleholder of that certain real property described in the above-referenced Title Commitment or as identified on Exhibit A attached hereto (the Property).
3. Affiant has no knowledge of any unrecorded easements, or claims of easements affecting the Property, except as shown in commitments issued and surveys provided for the Property.
4. No proceedings in bankruptcy or receivership have been instituted by or against the Owner within the last 10 years, and that the Owner has never made an assignment for the benefit of creditors within the last 10 years.
5. Affiant is not aware of any boundary line disputes or discrepancies affecting the Property, or any material encroachments of improvements located on the Property, other than described on surveys provided or described in commitments issued on said Property.
6. Owner has not entered into any written agreement, nor is the Owner aware of anyone else entering into any written agreement with any real estate broker, nor is Owner aware of anyone who has provided licensed services that resulted in the procuring of a person or entity for the purpose of buying, selling, or otherwise conveying or acquiring any interest in the Property.
7. All real estate taxes, special assessments, water and sewer charges, and management fees, if any, are fully paid, except for those real estate taxes to be paid at closing.
8. There are no unrecorded options or contracts to purchase, rights of first refusal, contracts for deed or mortgage commitments, or unrecorded deeds, easements or rights-of-way for users or adverse interest with respect to the Property, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable).
9. There are no unrecorded existing tenancies, leases or other occupancies affecting the Property, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable), and that such unrecorded leases or other occupancies, if any, contain no options to purchase the Property or rights of first refusal, except as referenced in the title commitment or in Exhibit B attached hereto (if applicable).
Asset File # CCG0172431
10. There is no action or proceeding, including, but not limited to, bankruptcy, which is now pending against Owner in any State or Federal Court, nor is there any attachment, judgment or other encumbrance which may now constitute a lien upon the Property, nor are there any claims or pending claims against Owner which may be satisfied through a lien or attachment against the Property.
11. Owner has received no written notice (except as may have been disclosed in the public records of the applicable jurisdiction) of an officially proposed or pending special assessment or a pending taking of any portion of the Property by any governmental body; and to the undersigned’s knowledge, there has been no work done on the Property, nor notice received that work is to be done on the Property by the municipality (county, city, borough or township), or at its discretion, including but not limited to the installation of water or sewer lines or of other utilities, or for water or sewer lines or of other utilities, or for improvements such as paving or repaving of streets or alleys, or the installation of curbs and sidewalks.
12. That there are no unrecorded labor, mechanics’ or materialmen’s liens against the Property, and no material has been furnished to or labor performed upon the Property except such that have been paid for in full.
For and in consideration of First American and its agents issuing the policies to be issued under the Title Commitment without taking exception to or making requirements to remedy the effect of (i) interests in the Property described in the affidavit portion of this Agreement (“Affidavit Matters”) or (ii) interests created by instruments first appearing of record after the effective date of the Title Commitment and prior to the effective date of the policies of title insurance to be issued under the Title Commitment (“Gap Matters”), Owner hereby agrees (a) to promptly defend, remove, bond or otherwise dispose of any Affidavit Matter or any Gap Matter that is the result of any act or omission of the Owner and (b) to hold and save First American and its agents harmless, and to protect and indemnify First American and its agents, from and against any and all liabilities or claims of liability, losses, costs, charges, expenses and damages of any kind or character whatsoever, including, but not limited to reasonable attorney’s fees, incurred or sustained, directly or indirectly, by First American and its agents by reason of or arising out of any Affidavit Matter or any Gap Matter that is the result of any act or omission of Owner. [Signature page follows.]
Asset File # CCG0172431
Affiant makes this Affidavit under the penalty of perjury. ____________________________________________
Name: Diane Langley
Title: City Manager
Asset File # CCG0172431
EXHIBIT A
Real property in the City of Yuba City, County of Sutter, State of California described as follows:
Parcel One:
All that portion of the West half of the Northwest quarter of Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, and more particularly described as follows:
Beginning at a point in the Southerly line of Lot 3, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the West half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on January 6, 1902, in Book 1 of Surveys, page 21, distant thereon South 88° 30' 44" East, 554.27 feet from the Southwest corner of said Lot 3; thence from said point of beginning, North 1° 14' 16" East, a distance of 411.96 feet; thence South 88° 30' 44" East, a distance of 57.0 feet to a point in the East boundary line of the above described Lot 3; thence South 1° 14' 16" West, along said boundary line, a distance of 1.93 feet; thence South 88° 30' 44" East, a distance of 564.01 feet to a point in the Southwest boundary line of the Sacramento Northern Railroad; thence along said boundary line, South 65° 02' East, a distance of 144.17 feet to a point in the West boundary line of Gray Avenue; thence running Southerly along said boundary line, South 1° 40' 38" East, a distance of 356.43 feet to a point lying in the South boundary line of Lot 14, as said Lot is laid down and delineated on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate", filed in the office of the County Recorder of Sutter County, California, on October 17, 1894, in Book 1 of Surveys, page 12, from which point the Southeast corner of said Lot 14 bears South 88° 30' 44" East, distant 50.08 feet; thence North 88° 30' 44" West along said boundary line of Lot 14, a distance of 714.12 feet to the Southwest corner of Lot 14; thence North 1° 14' 16" East, a distance of 3.30 feet to the Southeast corner of the previously described Lot 3 of the "Subdivision of the West half of the Whyler Estate", thence North 88° 30' 44" West along the South boundary line of said Lot 3, a distance of 57.0 feet to the point of beginning.
Parcel Two:
Being a portion of the Northwest one-quarter Section 22, Township 15 North, Range 3 East, Mount Diablo Base and Meridian, more particularly described as follows:
Beginning at a point on the Westerly line of Lot 13, as said lot is shown on that certain map entitled "Map of Subdivision of the East half of the Whyler Estate" filed in the office of the County Recorder, Sutter County, California, on October 17, 1894 in Book 1 of Surveys, Page 12, said point bears North 83.33 feet from the Northwest corner of Lot 14 of the said Whyler Estate; thence Easterly and parallel with the South line of said Lot 13, North 88° 30' 44" East, a distance of 509.67 feet to a point; thence Southeasterly 204.34 feet in a direct line to the Southeast corner of said Lot 13 as shown on the aforesaid map; thence North 22.92 feet and along the East line of said lot to the South line of the right-of-way of the Sacramento Northern Railroad; thence Northwesterly 788.23 feet, following the South line of said Sacramento Northern Railroad to a point where said South line intersects the West line of Lot 13; thence South 245.46 feet and along the West line of said Lot 13 to the point of beginning.
APN: 052-030-010-000
CERTIFICATE OF NON FOREIGN STATUS
Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real property interest must withhold tax if the transferor (seller) is a foreign person. To inform TPA VII, LLC (the “Transferee”) that withholding of tax is not required upon the disposition of a U.S. real property interest by CITY OF YUBA CITY (the “Transferor”), the undersigned hereby certifies the following on behalf of the Transferor:
1. That the Transferor is the owner of the following described property, to wit:
Block/lot:
Parcel ID: 052-030-010-000
County: Sutter
Address: 806 Gray Avenue, Yuba City, California 95993
2. The Transferor is not a non-resident alien for purposes of the U.S. income taxation (as such term is defined in the Internal Revenue Code and Income Tax Regulations).
3. The Transferor’s U.S. taxpayer identification number is: 94-6000460.
4. The Transferor’s address is 1201 Civic Center Boulevard, Administration Services Department, Bus. License Yuba City, California 95993.
5. The Transferor has presented to the Notary Public, as proof of identity, a valid state/U.S. government issued Photo ID to establish and verify that the Transferor is the same party involved in the subject transaction.
ID Type: ________________________________________
Issued in the State of: ________________________________________ Number: ________________________________________
Date of Birth: ________________________________________
6. The Transferor understands that this certification will be disclosed to the Internal Revenue Service by the Transferee and that any false statement contained herein could be punished by fine, imprisonment or both.
[Signature page follows.]
UNDER PENALTIES OF PERJURY, I DECLARE THAT I HAVE EXAMINED THIS
CERTIFICATION AND TO THE BEST OF MY KNOWLEDGE AND BELIEVE IT IS TRUE,
CORRECT AND COMPLETE, AND I FURTHER DECLARE THAT I HAVE AUTHORITY TO SIGN THIS DOCUMENT ON BEHALF OF THE TRANSFEROR.
DATED: _______________________
BY: CITY OF YUBA CITY
________________________________________
NAME: Diana Langley
TITLE: City Manager
ATTACHMENT 5
TWPA0047801 | PAGE 1
1170 Peachtree St NE, Suite 1650, Atlanta, GA 30309 | towerpoint.com | Ph: 678.775.0360 | F: 678.775.0361 June 11, 2024
City of Yuba CA ("Landlord")
1201 Civic Center Blvd Admin Svcs Dept-Bus Lic
Yuba City, CA 95993
Re: Letter of Intent to Purchase Interest in Wireless Site ("LOI") Dear Landlord,
In consideration of ten dollars ($10), the receipt and sufficiency of which is hereby acknowledged, your signature below grants to TowerPoint Acquisitions, LLC and its successors and assigns (including its asset holding company TPA VI, LLC) (“TowerPoint”) exclusivity to purchase your interest in the Lease(s)(“Lease(s)” as further described in Exhibit A) through an assignment of the Lease and the grant of an underlying telecommunications easement pursuant to the terms herein (the “Transaction”). TowerPoint may close on the Transaction no later than fourteen (14) days after the Closing Contingencies listed in Exhibit A are met. The basic terms of the transaction are as follows:
Summary of Terms
PURCHASE PRICE $1,085,000.00
LEGAL STRUCTURE Telecommunications Easement
TERM LENGTH 50 Years
REVENUE SHARING 806 Gray Ave, Yuba City, California 95993 site: New Tenant Rent: 50% split with Landlord (New Tenant Rent will be generated from tenants collocation on available space on or across water/tower structure and from an additional 500 sq ft of ground space outside the existing Lease areas.) 1545 Poole Blvd, Yuba City, California 95993 site: 50% split with Landlord of additional revenue generated under TowerPoint Site Management Agreement.
• Purchase Price shall be pro-rated at closing based on interim monthly or annual rent payments with TowerPoint retaining from the Purchase Price rent paid by the tenant for any period of time from and after the date of Closing. • Landlord shall only retain rent checks from Tenant for pro-rated periods and during the rent redirection period1 .
•
TowerPoint pays for due diligence costs, the title insurance policy, and standard closing costs. Each party bears its own legal expenses.
Landlord pays transfer/stamp or other tax (if any) and recording fees.
From the date you execute this LOI through the date which is thirty (30) days from the date the Closing Contingencies are met, you agree not to directly or indirectly solicit, initiate or participate in any discussions or negotiations with, or encourage or respond to any inquiries or proposals by, any persons, company or group other than TowerPoint concerning your Lease. You agree to promptly notify TowerPoint if any person, company or group seeks to initiate any discussions regarding your Lease. You further agree to work in good faith with TowerPoint to close this Transaction. The terms of this LOI are confidential and may not be disclosed without the prior written consent of TowerPoint, except to professionals engaged to evaluate and conduct the Transaction on your behalf. You acknowledge that TowerPoint has given you no tax or legal advice in evaluating the Transaction.
To the extent the terms of this LOI represent an offer by TowerPoint, the terms herein are subject to change by TowerPoint after June 30, 2024 if this LOI is not mutually executed. TowerPoint reserves the right to change the terms of this LOI following expiration.
Sincerely,
TowerPoint Acquisitions, LLC
Accepted and Agreed:
City of Yuba CA
Jesse M. Wellner, Chief Executive Officer
June 11, 2024 Landlord’s Signature Date
Print Name:
Title:
1Tenants delay rent redirection from the Landlord to TowerPoint by several months while the closing documents are recorded and the redirection is processed. Therefore, the Settlement Statement will show a rent credit to TowerPoint in the amount of the two (2) months following closing.)
TWPA0047801 | PAGE 2
1170 Peachtree St NE, Suite 1650, Atlanta, GA 30309 | towerpoint.com | Ph: 678.775.0360 | F: 678.775.0361 Exhibit A
Site Location and Lease Terms
Site Location: 806 Gray Ave, Yuba City, California 95993 Wireless Tenants Current Rent Rent Payment
Frequency
Escalation
(CPI, % or $)
Escalation
Frequency
Date of Next
Escalation
CCI/T-Mobile $1,581.73 Monthly CPI Annual 12/01/2024
Site Location: 1545 Poole Blvd, Yuba City, California 95993 Wireless Tenants Current Rent Rent Payment
Frequency
Escalation
(CPI, % or $)
Escalation
Frequency
Date of Next
Escalation
T-Mobile $2,700.00 Monthly CPI Annual 02/01/2025
Pricing is based on the Lease Terms above and is subject to confirmatory due diligence of the Lease Terms.
Closing Contingencies
1. receipt of the due diligence items listed in Exhibit B;
2. receipt of a title commitment from TitleVest Agency, LLC (a subsidiary of First American Title Insurance Company) as the escrow/closing agent showing title clear of any liens, encumbrances, outstanding taxes which are otherwise due and payable, or other unsatisfied title closing requirements necessary for an insured closing with marketable title;
3. your approval of the Easement Agreement in a mutually agreeable form;
4. proper documentation of the Lease and rents, including your affirmation that you have not received any written or verbal notice of termination, modification or other correspondence from the tenant related to the Lease;
5. compliance with any tenant right of first refusal or consent requirement, if applicable, related to Landlord’s assignment of the Lease; and
6. TowerPoint’s desktop environmental database search returns a determination of “Low” or “Moderate” risk.
TWPA0047801 | PAGE 3
1170 Peachtree St NE, Suite 1650, Atlanta, GA 30309 | towerpoint.com | Ph: 678.775.0360 | F: 678.775.0361 Exhibit B
Required Due Diligence Items
1. Executed Lease including any and all Amendments thereto (as well as any lease commencement letters, notices, or other correspondence regarding the Lease)
2. Proof of Rent Payments under the Lease (minimum of 3 months received in the last 6 months); e.g.: copies of rent checks/stubs and/or direct deposit statements.
3. Completed Landlord Request for Information (RFI) attached hereto as Exhibit C.
4. Landlord’s comments or Landlord’s counsel’s comments, if any, to the Easement Agreement (“Easement”) to be provided under separate cover (to be finalized in a mutually agreeable Easement) or return the Easement with each page initialed showing approval of the form Easement.
5. If an existing mortgage is in place on the property: A Mortgage Statement and Lender contact information for obtaining a non-disturbance agreement from Lender (required only if the property is encumbered by a Mortgage, Deed of Trust, Line of Credit or similar instrument).
6. Legal entity organizational documents (including any Amendments thereto) showing proof of authority, as applicable below, for all entities owning an interest in the Property:
Corporations LLCs General Partnership Ltd. Partnerships Condo Assoc's Coop Corp (i.e.:
Housing Co-op) Trust
Articles of
Incorporation
Articles of
Organization
Certificate of
Partnership
Certificate of
Limited Partnership
Condominium
Declaration
Articles of
Incorporation Trust Agreement
Signed Corporate
Bylaws
Signed Operating
Agreement
Signed General
Partnership
Agreement
Signed Limited
Partnership
Agreement
Signed
Condominium
Bylaws
Signed Corporate
Bylaws Certificate of Trust
Within 10 days of signing this LOI, I agree to provide to TowerPoint the Required Due Diligence Items listed above to facilitate a timely close under the terms of this LOI.
TWPA0047801 | PAGE 4
1170 Peachtree St NE, Suite 1650, Atlanta, GA 30309 | towerpoint.com | Ph: 678.775.0360 | F: 678.775.0361 Exhibit C
Landlord Request for Information
EIN for Landlord (if an entity):
If Landlord is a natural person, then please circle marital status: Single or Married (Please note: if Landlord is a natural person, we will collect their taxpayer identification number prior to closing to include in the closing documents.) Access Contact for Site Inspection Attorney Contact Information Name: Name:
Title: Phone:
Phone: Email:
Mobile Phone:
Email:
Mortgage/Line of Credit (if none, please indicate below) Please check here if there is no mortgage and no line of credit:
Primary Mortgage
Lender Name:
Lender Contact:
Lender Contact
Title:
Phone:
Fax:
Email:
Secondary Mortgage (if applicable)
Lender Name:
Lender Contact:
Lender Contact
Title:
Phone:
Fax:
Email:
Line of Credit
Lender Name:
Lender Contact:
Lender Contact
Title:
Phone:
Fax:
Email:
Submitted by: Cullen Ka, Ph: +18583559695, Email: [email protected]
ATTACHMENT 6
SMA – Revenue Sharing Page 1 of 6
Record and Return to:
Name: Joseph Mangus
Address: TitleVest Agency, LLC
110 East 42nd Street, 10th Floor
New York, NY 10017
TitleVest Title #: TCA944822
Prepared by:
James Nothdurft
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE
SITE MANAGEMENT AGREEMENT
This SITE MANAGEMENT AGREEMENT (“SMA”) is made and shall be effective on the _____ day of __________________________, 2024 (“Effective Date”), by and between CITY OF YUBA CITY (“Owner”) and TPA VII, LLC, a Delaware limited liability company, its successors and assigns (“Owner Advocate”).
RECITALS:
A. Owner has granted an easement interest in Owner’s property located at 1545 Poole Boulevard, Yuba City, California 95993 (the “Property” as further described in Exhibit A) to TPA VII, LLC, a Delaware limited liability company (“Buyer”), including the assignment of one or more telecommunication leases, pursuant to that certain Easement Agreement (“Easement”) dated _________________________, 2024, to be recorded contemporaneously with this SMA.
B. Owner desires Owner Advocate perform the Scope of Services (hereinafter defined) to manage Owner’s telecommunication interests in the Property.
NOW, THEREFORE, for the sum of TEN AND NO/100 DOLLARS and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge as paid on or about the Effective Date, Owner and Owner Advocate agree as follows:
1. Appointment of Owner Advocate. Owner hereby appoints Owner Advocate as Owner’s representative and authorized agent for all telecommunication matters on the Property that have not otherwise been reserved to Buyer pursuant to the Easement. Owner Advocate hereby accepts such appointment. Owner Advocate shall be appointed for an initial term of five (5) years commencing on the Effective Date hereof. The appointment shall automatically extend for additional terms of one (1) year each unless one party gives the other party written notice of their intention not to renew the appointment at least thirty (30) days prior to the expiration of the then-current term. In exchange for Owner Advocate’s continuing service to Owner, Owner Advocate shall retain fifty percent (50%) of the rent due to Owner from any lease or similar conveyance for telecommunications purposes on the Property outside the easement area conveyed in the Easement from which Owner is due any rent or
SMA – Revenue Sharing Page 2 of 6
other payments (“Owner’s Lease”). All communications regarding the Owner’s Lease shall be delivered by each tenant under each Owner’s Lease (“Tenant”) to Owner Advocate at Owner Advocate’s notice address herein. All rent payments due Owner related to any Owner’s Lease shall be delivered by each Tenant to Owner Advocates lock box at the following address:
TPA VII, LLC
P. O. Box 31114
Tampa, FL 33631-3114
2. Scope of Services. For so long as this SMA remains in effect, Owner Advocate agrees to exercise commercially reasonable efforts and resources to perform the “Scope of Services” listed below:
a. New and Existing Telecommunication Tenants. Owner Advocate shall review new telecommunication tenant leases as well as upgrade proposals, amendments, proposed modifications of utility and access easements, and construction plans on behalf of Owner. b. Collocation, Lease and Revenue Share Rent Servicing and Audits. For any revenue stream related to each Tenant lease under which Owner is due any rent, Owner Advocate shall collect such rent and analyze rent rolls and leasing cash flows to confirm proper payment when an underpayment is suspected and periodically as part of a general revenue review. c. Record Keeping. Owner Advocate shall retain and shall make available to Owner copies of telecommunication leases, amendments and other telecommunication tenant documents related to the Property that Owner and third parties (such as wireless carriers) have provided to Owner Advocate.
d. Decommissioning, Rent Reduction and Lease Extension Consultation. Owner Advocate shall assist Owner in reviewing decommissioning letters and proposing best practices for developing and/or assessing a decommissioning strategy. Owner Advocate shall also assist Owner in reviewing rent reduction and lease extension proposals.
In furtherance of the foregoing Scope of Services, Owner hereby authorizes and directs each Tenant on the Property to pay to Owner Advocate all rents due under Owner’s Lease. Owner agrees to provide and hereby authorizes and directs each Tenant on the Property to provide Owner Advocate with copies of all leases, amendments, proposals for modifications, rent reductions and all other communications regarding the Scope of Services. Owner agrees that Owner Advocate may charge third parties fees for document review and other services performed pursuant to this SMA. Owner agrees these fees are to defray Owner Advocates operational expenses and shall not be offset or deducted from any rent payments.
3. Right of First Refusal. Owner grants to Owner Advocate the right to acquire through assignment, purchase, or other means any lease or similar conveyance for telecommunications purposes in which Owner retains an interest outside the easement area conveyed in the Easement. Owner shall deliver to Owner Advocate, a written copy of any offer to purchase Owner’s Lease. Owner Advocate shall have fifteen (15) business days to match the terms of any offer by delivering written notice of Owner Advocate’s intent to match the offer.
4. Miscellaneous.
a. Non-Interference. Owner and Owner Advocate agree that the exercise of the obligations contained herein shall not interfere with Buyer’s then-existing operations on Owner’s Property. b. Owner acknowledges and understands that Owner Advocate, itssubsidiaries and/or its affiliates are in the business of owning, operating and leasing wireless telecommunications facilities.
OWNER HEREBY WAIVES ANY CONFLICT OF INTEREST THAT MAY ARISE
UNDER THIS SMA AND HEREBY RELEASES AND HOLDS HARMLESS OWNER
SMA – Revenue Sharing Page 3 of 6
ADVOCATE FROM ANY AND ALL CLAIMS, INJURIES, DAMAGES OR LOSSES
SUSTAINED BY OWNER ARISING HEREUNDER, EXCEPT FOR THE GROSS NEGLIGENCE OR WILLFULL MISCONDUCT OF OWNER ADVOCATE. This obligation shall survive the expiration or earlier termination of this SMA. c. Counterparts. This SMA may be executed in separate counterparts with each counterpart deemed an original and all of which together shall constitute a single agreement. d. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and the successors and assigns of the parties to this SMA. It is the intention of the parties hereto that this SMA shall run with the Property, be freely assignable and binding upon all future owners and lessees of the Property and all persons claiming under them for the Term of this SMA. Upon the absolute assumption of all of the obligations under this SMA, the assignor will be relieved of all obligations and liabilities hereunder. e. Severability. If any provision contained in this SMA (or any portion of such provision) shall be held to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability shall not affect any other provision of this SMA (or any portion of any such provision.) f. Entire Agreement. This SMA and any documents, certificates, instruments and agreements referred to herein constitute the entire agreement between Owner and Owner Advocate.
Without limiting the generality of the foregoing, Owner acknowledges that it has not received or relied upon any advice of Owner Advocate or its representatives regarding the merits or tax consequences of this SMA.
[Signature pages and exhibits follow]
SMA – Revenue Sharing Page 4 of 6
IN WITNESS WHEREOF the parties hereto have executed this Site Management Agreement as of the date on page one above.
OWNER: CITY OF YUBA CITY
_______________________________________________
Diane Langley
Owner Notice Address:
City of Yuba City
1201 Civic Center Boulevard
Admin Services Department-Bus License
Yuba City, California 95993
SMA – Revenue Sharing Page 5 of 6
}ss.
IN WITNESS WHEREOF the parties hereto have executed this Site Management Agreement as of the date on page one above.
OWNER ADVOCATE: TPA VII, LLC
_______________________________________________
Jesse M. Wellner, Chief Executive Officer
Owner Advocate Notice Address:
TPA VII, LLC
1170 Peachtree Street, Suite 1650
Atlanta, GA 30309
Attn: TowerPoint Sites
[email protected]
Toll Free: 866-574-2355
STATE OF GEORGIA
COUNTY OF FULTON
On this ______ day of _________________________, 2024, before me, the undersigned notary public, personally appeared Jesse M. Wellner, and proved to me through satisfactory evidence of identification, which was personal knowledge/driver’s license/passport/ ________ (circle one), to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he/she signed it voluntarily for its stated purpose as Chief Executive Officer of TPA VII, LLC.
________________________________
{affix notary seal or stamp} Notary Public
My Commission Expires:
SMA – Revenue Sharing Page 6 of 6
EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
Real property in the City of Yuba, County of Sutter, State of California described as follows:
PARCEL 1:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 269 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 2 OF PARCEL MAPS, AT PAGE 19, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE NORTH 0 DEGREES 30’ 13" WEST ALONG THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 38.01 FEET MORE, OR LESS, TO THE POINT OF BEGINNING; THENCE FROM SAID POINT OF BEGINNING SOUTH 89 DEGREES 36’ 09" WEST ON A LINE NORTHERLY OF, PARALLEL WITH AND 38.0 FEET MEASURED AT. RIGHT ANGLES FROM THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET; THENCE NORTH 0 DEGREES 31’ 13" WEST PARALLEL TO THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 338.00 FEET; THENCE NORTH 89 DEGREES 36’ 09" EAST PARALLEL TO THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 322.00 FEET TO THE EASTERLY, LINE OF SAID PARCEL 2; THENCE SOUTH 0 DEGREES 31’ 13" EAST ALONG SAID LINE A DISTANCE OF 338.00 FEET TO THE POINT OF BEGINNING.
PARCEL 2:
THE EASTERLY 50.00 FEET OF PARCEL 2, AS SHOWN ON PARCEL MAP NO. 971, FILED FEBRUARY 15, 2000 IN BOOK 6 OF PARCEL MAPS, PAGE 51 AND 51A, SUTTER COUNTY RECORDS.
PARCEL 3:
ALL THAT PORTION OF PARCEL 2 AS SHOWN ON PARCEL MAP NO. 814 FILED IN THE OFFICE OF THE SUTTER COUNTY RECORDER IN BOOK 5 OF PARCEL MAPS, AT PAGE 24, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL 2, THENCE SOUTH 89° 36’ 09” WEST ALONG THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET; THENCE NORTH 0° 32’ 07” WEST PARALLEL WITH THE EASTERLY LINE OF SAID PARCEL 2 A DISTANCE OF 20 FEET; THENCE NORTH 89° 36’ 09” EAST PARALLEL WITH THE SOUTHERLY LINE OF SAID PARCEL 2 A DISTANCE OF 215 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0°32’07” EAST ALONG SAID EASTERLY LINE A DISTANCE OF 20 FEET TO THE POINT OF BEGINNING.
APN: 059-010-047-000
Agenda Item 7
CITY OF YUBA CITY
STAFF REPORT
Date: September 17, 2024
To: Honorable Mayor & Members of the City Council;
From: Development Services Department
Presentation By: Doug Libby, Deputy Director of Development Services Summary
Subject: Development Plan 24-01 and Rezone 24-02: Sutter County Schools Career Training and Conference Center
Recommendation: A. Conduct a Public Hearing; then
B. Adopt a Resolution of the City Council of the City of Yuba City approving Environmental Assessment (EA) 24-02 by adopting a Mitigated Negative Declaration, subject to the Conditions of Approval and Mitigation Measures, and approval of Development Plan 24-01 for the Sutter County Schools Career Training Center and Conference Center, located at the southeast corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63- 010-146 and -147).
C. Introduce an Ordinance of the City Council of the City of Yuba City to adopt Rezone 24-02 for the Sutter County Schools Career Training and Conference Center project located at the southeast corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63-010-146 and -147) by title only and waive the first reading.
Fiscal Impact: The cost for processing land use entitlements is funded by the project applicant through the payment of application fees.
Purpose:
To consider Development Plan (DP) 24-01 and Rezone (RZ) 24-02 for approximately 2.5 acres, located on the southeast corner of Harter Parkway and an extension of Spirit Way.
Council’s Strategic Goal:
This item implements the Council’s goal of Business Friendly.
Background:
The applicant, Sutter County Superintendent of Schools, filed applications for DP 24-01 and RZ 24-02 in February 2024.
The project includes a development plan to construct a new approximately 38,000 square foot, two
story office building to be utilized by Sutter County Schools as an administrative and educational facility. The proposed facility will accommodate 21 classrooms, conference rooms and office space. A staff of 60 is anticipated to serve a population of 305 students. There will be 171 student and teacher parking spaces and appropriate landscaping.
The X19 Combining Zone District was originally applied to this area to ensure that needed street intersection signalization would occur as the area is developed. The X19 Combining Zone District provides requirements for development to pay its fair share of improvements to the Walton Avenue/Lassen Blvd. intersection, the Tharp Road/Lassen Blvd. intersection, and dedication of the appropriate right-of-way. Since that time, other programs have been established, making the X19 District unnecessary. This includes the 2007 Yuba City Update of the AB 1600 Fee Justification Study, 2020 Traffic Model Update, 2021 City of Yuba City Cumulative Traffic Forecasts and Operations Analysis, El Margarita Master Plan studies and various site-specific traffic studies performed in the area. Since there are now programs in place requiring those intersection improvements be timely made as part of developing these properties, and also that there is a mitigation measure applied to this project that refers to improvements to other nearby intersections (discussed below), the X19 Combining District is no longer necessary.
It should be noted the X19 District was similarly removed in early 2023 from the Spirit Drive Parcel Map project (TPM 22-04, GPA 22-06 and RZ 22-08) located at the southeast corner of State Route 20 and El Margarita Road, which is immediately west of John L. Sullivan dealership.
On August 28, 2024, the Yuba City Planning Commission conducted a public hearing, where no people spoke in opposition to the project, and the Planning Commission unanimously:
1. Adopted a Resolution recommending the City Council of the City of Yuba City approve Environmental Assessment (EA) 24-02, by adopting a Mitigated Negative Declaration, subject to the Conditions of Approval and Mitigation Measures, approve DP 24-01 for the proposed Sutter County Schools Career Training and Conference Center, and adopt an ordinance approving RZ 24-02, for 2.5 acres, located at the southeast corner of Harter Parkway and an extension of Spirit Way.
Analysis:
The proposed 38,000 square foot building is a permitted use in the Commercial Office District but was considered by the Planning Commission due to the size. Section 8-5.7001 of the Zoning Regulations requires office buildings over 35,000 square feet up to 100,000 square feet to be considered by the Planning Commission. When multiple entitlements are processed concurrently, the decision on all project applications shall be made by the highest level of review authority required for any of the applications.
Compatibility with Neighboring Uses
Bordering Land Uses:
North Vacant
South Three-story office building
East County Schools office and classroom facilities
West River Valley High School and an auto dealership
River Valley High School is across Harter Parkway to the west and Sutter County Schools educational offices are to the east. These are considered compatible uses. The three-story office building to the south is also considered a compatible use as office uses typically do not generate any significant noise
or other types of incompatibilities. The vacant parcel on the project’s north side is also zoned for commercial offices.
Traffic
DP 24-01: A traffic study titled “Transportation Impact Study for the Harter Parkway Career Technical Building” (“Traffic Study”) was prepared for this project by W-Trans (a copy of that report is provided as Appendix A to the attached environmental document). Its conclusions are as follows:
The traffic related impacts from the proposed 38,000± square foot educational facility was analyzed.
As the property fronts onto Harter Parkway, the Project will be accessed primarily from an extension of Spirit Way on the east side of Harter Parkway with secondary access through the existing Sutter County Schools property onto Klamath Lane, and a possible (future) third access onto Lassen Boulevard, also through the existing Sutter County Schools facility.
Per the traffic study, the project will generate an estimated 643 vehicle trips per day (a trip is one-way).
The Traffic Study disaggregates those trips by assuming that the largest percentage of new traffic will utilize the Spirit Way access (68%), followed by Lassen Boulevard (20%) and Klamath Lane (18%).
Regarding policies and programs for roadways, Yuba City General Plan Policy 5.2-1-12 (Traffic Level of Service or LOS) was reviewed to see whether the project is consistent with that policy. This policy requires that most City streets that are identified in the General Plan as a collector or larger should operate at LOS D or better. In general, any degradation in service by a project that would cause the intersection to worsen lower than LOS D would be considered to be inconsistent with the General Plan.
The Traffic Study concludes that, on a long-term cumulative basis, the Project will worsen the impacts at Harter Parkway/Spirit Drive and Walton Avenue/Lassen Boulevard intersections to worse than an LOS D. Both intersections will be in need of signalization. A condition is proposed that requires this project pay its fair share for those improvements.
RZ 24-02: The X19 Combining Zone District was established to ensure that as certain properties develop, they will be responsible for paying their fair share of local transportation needs. Specifically, the X19 District identifies several intersections, including Walton Avenue/Lassen Boulevard and Tharp Road/Lassen Boulevard. At that time, the improvements needed for these intersections to support local growth were not in place. The X19 District was added to provide an interim solution to address that concern.
Design Review:
The primary public view of the project will be from Harter Parkway.
Lot coverage: The proposed use fits the property. Because the proposal is for a two-story building the site is efficiently utilized. The Floor-Area-Ratio (FAR) (building square footage compared to lot size) is almost 35 percent, which is higher than most Yuba City offices, which tend to be single story and about 20 percent FAR. There is space for adequate parking and landscaping.
Site Design: The proposal will place the building mid-property, approximately 200 feet from Harter Parkway with parking on both the west and east sides. The passersby view of the nicely designed building will not be significant with the maturity of the parking lot trees. But the trees are necessary to soften what would otherwise be a sparce-looking parking lot. Moving the building closer to Harter Parkway would provide a more pronounced view of the building, but it is understood that the separation of student and staff parking is important. Overall, this will be a very nicely designed facility.
Building Design: The building is a contemporary design. Even though the primary public view of the
building will be from the west, all four sides have design enhancements. The two-story building offers a significant amount of horizontal and vertical articulation, with several tower features. The stairways are interior. There will be a combination of building materials utilized for the building siding, including metal, faux wood, and concrete with various scoring patterns, and a generous number of windows, most with decorative awnings that add interest to the building. It is unclear where the air conditioning and other utilities are located, so a condition is included that if roof mounted, the utility units are not visible from a public location (Harter Parkway and the parking lots). It is staff’s opinion that, with the Conditions of Approval, the proposed building is very nicely designed and meets the City’s design standards and will complement other buildings in the vicinity.
Landscape Design: The proposed landscaping plan includes a variety of shrubbery types and a number of tree species including of Zelkovas, Valley Oaks, Chinese Pistache and the smaller but flowery Crape Myrtles. A condition has been added that landscaping strips along Harter Parkway should match the adjacent property to the south, including shade trees and landscaping, or as approved by the Development Services Director.
Availability of City Services
City water and wastewater as well as stormwater drainage are available to the property.
Environmental Determination:
An environmental assessment was prepared for this project in accordance with the requirements of the California Environmental Quality Act (CEQA) Guidelines. This process included the distribution of requests for comment from other responsible or affected agencies and interested organizations.
Based upon the attached environmental assessment, including the proposed mitigation measures, staff has determined that with the mitigation measures proposed there is no evidence in the record that the project may generate any new significant effects on the environment and recommends adoption of a mitigated negative declaration for this project. The findings of the mitigated negative declaration are that, with the proposed mitigation measures for Greenhouse Gases, Geology and Soils, Transportation and Traffic, and Tribal Cultural Resources, the proposed Development Plan will not create any significant impacts to the neighborhood or vicinity. As a result, the filing of a mitigated negative declaration is appropriate in accordance with the provisions of CEQA. The proposed mitigations are included with the project conditions of approval.
Fiscal Impact:
The cost for processing land use entitlements is funded by the project applicant through the payment of application fees.
Alternatives:
1. Deny the application to establish Rezone 24-02 and Development Plan 24-01.
2. Provide staff with alternate direction.
Recommendation:
A. Conduct a Public Hearing; then
B. Adopt a Resolution of the City Council of the City of Yuba City approving Environmental Assessment (EA) 24-02 by adopting a Mitigated Negative Declaration, subject to the Conditions of Approval and Mitigation Measures, and approval of Development Plan 24-01 for the Sutter County
Schools Career Training Center and Conference Center, located at the Southeast Corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63-010-146 and -147).
C. Introduce an Ordinance of the City Council of the City of Yuba City to adopt Rezone 24-02 for the Sutter County Schools Career Training and Conference Center project located at the southeast corner of Harter Parkway and an extension of Spirit Way (Assessor’s Parcel Number: 63-010-146 and -147) by title only and waive the first reading.
Attachments:
1. Resolution Approving DP 24-01
2. Exhibit A - SCSOS Plans v2
3. Exhibit B - Conditions of Approval and Mitigation Measures
4. Ordinance RZ 24-02
5. Exhibit A - SCSOS RZ24-02 Map
6. Exhibit B - X 19 District
7. Environmental Assessment 24-02
Prepared By: Submitted By:
Jaspreet Kaur
Associate Planner
Diana Langley
City Manager
1 ATTACHMENT 1
2 RESOLUTION NO. ____
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF YUBA CITY APPROVING ENVIRONMENTAL ASSESSMENT (EA) 24-02 BY ADOPTING A MITIGATED NEGATIVE
DECLARATION, SUBJECT TO THE CONDITIONS OF APPROVAL AND MITIGATION MEASURES, AND APPROVAL OF DEVELOPMENT PLAN 24-01 FOR THE SUTTER COUNTY
SCHOOLS CAREER TRAINING CENTER AND CONFERENCE CENTER, LOCATED AT THE
SOUTHEAST CORNER OF HARTER PARKWAY AND AN EXTENSION OF SPIRIT WAY (ASSESSOR’S PARCEL NUMBERS 63-010-146 AND -147).
WHEREAS, the City received an application in October 2023 for Development Plan (DP) 24-01 and Rezoning (RZ) 24-02. DP 24-01 proposes to construct the approximately 38,000 square foot Sutter County Schools Career Training and Conference Center and associated parking and landscaping. RZ 24-02 for the same property is to delete the X19 Combining Zone District from the existing Commercial-Office Zoning; and WHEREAS, pursuant to the authority and criteria contained in the California Environmental Quality Act of 1970 (“CEQA”), the City, as the Lead Agency, has analyzed the proposed Project and has prepared an Initial Study and Mitigated Negative Declaration (Environmental Assessment 22-15) for the Project; and
WHEREAS, on August 28, 2024, the Planning Commission concurrently conducted a duly noticed public hearing on the Project, at which time it received input from City Staff and the applicant; 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, after deliberation and consideration of all relevant items, the Planning Commission contingently approved the Development Plan 24-01 and contingently adopted Environmental Assessment (EA) 24-02; and
WHEREAS, on September 17, 2024, the Yuba City Council conducted a Public Hearing to consider the Project and received both oral testimony and written information presented at the hearing regarding the General Plan Amendment and Rezone; and WHEREAS, the City Council of Yuba City considered said recommendations of the Planning Commission on the matter and after review and consideration of the Environmental Assessment, the City Council now desires to find that Environmental Assessment (EA) 24-02 prepared for the project is in conformance with State and local environmental guidelines; and NOW, THEREFORE, BE IT RESOLVED the City Council of the City of Yuba City resolves and orders as follows:
1. Recitals: The City Council finds that the recitals are true and correct, and incorporates the same herein as if set forth in full.
2. CEQA Finding: The City Council finds and determines there is no substantial evidence in the record that Development Plan 24-01 and Rezone 24-02, may have a significant effect on the environment as identified by the MND prepared in Environmental Assessment 24-02.
Additionally, the City Council find and determine that an environmental assessment/initial
3 study was prepared for this project in accordance with the requirements of the California Environmental Quality Act (CEQA) Guidelines and reflects the City Council’s independent judgment and analysis. The process included the distribution of requests for comments from other responsible or affected agencies and interested organizations. Preparation of Environmental Assessment 24-02 necessitated a thorough review of the proposed project and relevant environmental issues and considered previously prepared environmental and technical studies. While the proposed project could have a potentially significant effect on the environment, based on its independent judgment and analysis the City Council find that feasible mitigation measures or alternatives have been incorporated into the project in order to avoid the effects to a point where clearly no significant effect on the environment will occur, and there is no substantial evidence in the record that this project may have any direct, indirect or cumulative effects on the environment that are potentially significant or adverse. The proposed project will not result in any adverse effects which fall within the “Mandatory Findings of Significance” contained in Section 15065 of the State CEQA Guidelines. The projectspecific mitigation measures included in the project to avoid potentially significant effects are set forth in the attached Initial Study/Mitigated Negative Declaration and accompanying Mitigation Monitoring and Reporting Program. With the project specific mitigations imposed, there is no substantial evidence in the record that this project may have significant direct, indirect, or cumulative effects on the environment. As such, the City Council also find and determine that in light of the entire administrative record and the substantial evidence before it, the project has been adequately environmentally assessed as required by CEQA per Environmental Assessment 24-02.
3. Adoption of the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program: Based on the foregoing, the City Council adopt the Mitigated Negative Declaration (EA 24-02) prepared for the project, including the associated Mitigation Monitoring and Reporting Program, with the proposed mitigations the project will not result in any significant, adverse environmental impacts. The Yuba City Development Services Department is located at 1201 Civic Center Boulevard, Yuba City, CA 95993, and is recommended to be designated as the custodian of the documents and other materials that constitute the record of the proceedings upon which the decision is based. The City Council authorize the Director, or designee, to execute and file with the Sutter County Clerk, as appropriate, a Notice of Determination for approval of the project that complies with the CEQA Guidelines.
4. Development Plan Findings. Based upon analysis of the Development Permit application and subject to the applicant’s compliance with the conditions of approval and mitigation measures, the following required findings of Section 8-5.7001(c)(4) of the Municipal Code can be made:
a. The site for the proposed use is adequate in size and shape to accommodate said use, public access, parking and loading, yards, landscaping, and other features required by this chapter.
Evidence: The proposal consists of a two-story, approximately 38,000 square foot educational/office type building, with adequate parking, landscaping, and lighting. This facility will be located on a 2.50-acre parcel that will also accommodate all of the required parking, landscaping, and lighting required by City ordinance. The educational facility will primarily be accessed by a driveway onto by Harter Parkway as well as a driveway through the existing Sutter County Schools facility. A traffic analysis prepared for the Project concluded that vehicle and pedestrian access to the site is safe and reasonable. As such, the site is of adequate size and shape and has good public access.
4 b. The streets serving the site are adequate to carry the quantity of traffic generated by the proposed use.
Evidence: The site is primarily accessed via Harter Parkway, which is designated as four-lane Parkway in the General Plan. Based on the Traffic Study prepared for the project, with the proposed mitigation measure to pay a fair share to signalize nearby intersections, the proposal is within the City adopted acceptable Level of Service (LOS) D and there will be adequate street capacity to accommodate this project.
c. The site design, design of the buildings, and the scale of the project will complement neighboring facilities.
Evidence: The educational/office building is subject to the City adopted Design Guidelines.
The analysis of the building design concluded that, the proposal meets City design criteria.
Regarding the scale of the proposal the new building will be two-story, and that the site is within a larger office, educational/ commercial area for which the building design, parking and landscaping of this proposal will complement other nearby uses. d. The application satisfies at least one of the findings found in Title 6, Chapter 9, Article 6 of the Municipal Code.
Evidence: This project complies with this finding as the Sutter Butte Flood Control Agency (SBFCA) is the “Local Flood Management Agency” for the Sutter-Butte Basin and as such, has the responsibility to prepare an annual report demonstrating adequate progress as defined in California Government Code Section 645007 (a). SBFCA has prepared Adequate Progress Report Updates for ULOP and transmitted them to the Central Valley Flood Protection Board. As such this site has adequate flood protection. Additionally, the City has imposed conditions on the Development Plan that will protect property within the area to the urban level in urban areas and urbanizing areas.
5. Design Review: As required by the City adopted Design Guidelines, based on the review of the submitted plans and the staff review and recommendation, and with the conditions of approval, the Planning Commission has recommended to the City Council approval of the design of the proposed Sutter County Schools Career Training Center and Conference Center.
6. Approval of the Development Plan: The City Council, based on Environmental Assessment 24-02 and the list of identified mitigation measures, determines the Project will not have a significant impact on the environment, approval of DP 24-01, Sutter County Schools Career Training and Conference Center, as shown in Exhibit A, subject to the conditions of approval and mitigation measures as provided in Exhibit B, which approvals are contingent upon the following:
a. The approval of DP 24-01 shall become final and effective immediately only after the City Council of the City of Yuba City approves RZ 24-02 and said decision becomes final (“Council Approval”). If all of the Council Approval is not made within 180 days of the adoption of this Resolution, then both DP 24-01 shall be returned to the City Council for further consideration and a final decision.