2007/01/09 City Council Resolution 2007-04COUNCIL RESOLUTION NO. 2007-04
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT
PARK, CALIFORNIA ELECTING TO RECEIVE A PORTION OF THE TAX
INCREMENTS PURSUANT TO HEALTH AND SAFETY CODE SECTIONS
33607.7 AND 33607.5
WHEREAS, the City Council of the City of Rohnert Park (the "City Council ") adopted
Ordinance No. 479 on July 14, 1987, Ordinance No. 646 on January 26, 1999, Ordinance No.
758 on May 9, 2006, and Ordinance No. 770 on November 28, 2006, approving, adopting and
amending the Redevelopment Plan (the "Redevelopment Plan ") for the Rohnert Park
Redevelopment Project (the "Redevelopment Project "); and
WHEREAS, the Community Development Commission of the City of Rohnert Park (the
"Agency ") is vested with the responsibility to carry out the Redevelopment Plan in the City of
Rohnert Park; and
WHEREAS, the Section 33333.6 of the California Community Redevelopment Law
(Health and Safety Code Section 33000 et seq.) provides, in part, that on or after January 1,
2002, a redevelopment plan adopted on or before December 31, 1993, may be amended to
eliminate the time limit on the establishment of loans, advances, and indebtedness that was
previously required by that section prior to January 1, 2002; and
WHEREAS, Section 33607.7 of the Health and Safety Code provides, in part, that if a
redevelopment plan adopted prior to January 1, 1994, is amended to increase or eliminate the
time limit on the establishing of loans, advances, and indebtedness established pursuant to
Section 33333.6, and an agreement was not entered into by the agency and the taxing entity prior
to January 1, 1994, that requires payments to the taxing entity, the agency shall pay to such
affected taxing entity the amounts required pursuant to subdivisions (b), (c), (d), and (e) of
Section 33607.5; and
WHEREAS, Section 33607.5(b) of the Health and Safety Code provides that in any fiscal
year in which a redevelopment agency receives tax increments, the community that has adopted
the redevelopment project area may elect to receive, and the agency shall pay to it, an amount
equal to the community's proportionate share of 25 percent of the tax increments received by the
agency after the amount required to be deposited in the Low and Moderate Income Housing
Fund has been deducted (the "City Election "); and
WHEREAS, the City Council desires to receive the City Election for each fiscal year of
the Redevelopment Project in which the Agency receives tax increments;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ROHNERT PARK
DOES HEREBY RESOLVE AS FOLLOWS:
9752900 80121/0002
Section 1. The Council hereby elects to receive the City Election.
Section 2. The City Clerk is hereby directed and authorized to transmit a copy of this
resolution to the Executive Director of the Community Development Commission of the City of
Rohnert Park and to the tax collector of Sonoma County.
PASSED AND ADOPTED this 9th day of January, 2007, by the following vote:
AYES: FIVE (5) Council Members Breeze, Mackenzie, Smith, and Stafford;
Mayor Vidak- Martinez
NOES: NONE (0 )
ABSENT: NONE (0)
ATTEST:
lt, 19
i Cler
Mayor
NERT
2
9752900 80121/0002
Recording Requested By:
Bank of Petaluma, a division of Greater Bay Bank
Loan Operations Department
5010 Old Ironsides Drive
Santa Clara, CA 95054
When Recorded Mail To:
Bank of Petaluma, a division of Greater Bay Bank
Loan Operations Department
5010 Old Ironsides Drive
Santa Clara, CA 95054
CONSENT AGREEMENT; REQUEST FOR COPY OF NOTICE OF DEFAULT AND
OF SALE UNDER CIVIL CODE SECTION 2924b
This Consent Agreement; Request for Copy of Notice of Default and of Sale under Civil
Code Section 2924b (this "Agreement ") is made as of January , 2007, by and among the City
of Rohnert Park, a municipal corporation ( "Landlord "); Rohnert Park Golf, L.P., a California
limited. partnership, RP Golf, Inc., a California corporation, and CourseCo, Inc., a California
corporation (collectively, "Borrower "); and Bank of Petaluma, a division of Greater Bay Bank
( "Lender ").
RPvitalc
A. Premises. Landlord is the fee simple owner of the real property in the City of
Rohnert Park, County of Sonoma, State of California, described in Exhibit A attached hereto and
made a part hereof (the "Subject Property "). The Subject Property and all rights, privileges, and
licenses appurtenant to the Subject Property are owned by Landlord, and all improvements
constructed now or hereafter on the Subject Property are hereinafter collectively referred to as
the "Premises."
B. Lease. Landlord has leased the Premises to Rohnert Park Golf, L.P. ( "Tenant ")
pursuant to that certain "Ground Lease between City of Rohnert Park, a municipal corporation,
as Landlord, and Rohnert Park Golf, L.P., as Tenant for the Lease of 278.54 Acres, Located in
City of Rohnert Park, Sonoma County, California," dated May 29, 2001; that certain "First
Amendment to Ground Lease Golf Course Operations" dated August 12, 2003; and that certain
"Second Amendment to Ground Lease" dated March 22, 2005 (collectively, the "Lease "). All
the foregoing documents are hereinafter collectively referred to as the "Lease." A Memorandum .
of the Lease dated August 31, 2001 was recorded on September 7, 2001 as Instrument No. 2001-
122928 in the Official Records of Sonoma County, State of California.
C. Prior Consent. In connection with a loan (the "Prior Loan ") previously made by
Lender to Tenant evidenced by, among other things, a promissory note in the original principal
amount of Two Million Four Hundred Seventy -Five Thousand Dollars ($2,475,000.00),
I . Consent Agreement v6
Landlord previously executed that "Consent to Leasehold Trust Deed, Security Agreement and
Fixture Filing; Request for Notice" dated September 6, 2001 (the "Prior Consent ").
D. Loan. Borrower has applied to Lender for a new loan (the "Loan ") in the
principal amount of Two Million Dollars ($2,000,000.00), the proceeds of which, supplemented
by funds to be provided by Borrower, will be used to pay off the Prior Loan. Lender is willing to
make the Loan, but only upon the condition, among others, that the parties enter into this
Agreement. In connection with the Loan, Borrower has made, executed, and delivered or will
make, execute, and deliver to Lender that certain note (the "Note ") in the principal amount of
Two Million Dollars ($2,000,000.00), a Leasehold Deed of Trust (the "Deed of Trust "), a
Commercial Security Agreement (the "Security Agreement "), a Loan Agreement (the "Loan
Agreement "), and other agreements referred to in the Loan Agreement (all the foregoing
collectively referred to as the "Loan Documents ").
E. Guaranties. Also as a condition to Lender's making of the Loan, Thomas B.
Isaak and John C. Telischak each has made, executed, and delivered or will make, execute, and
deliver in favor of Lender a guaranty ( "Guaranty ") guarantying all of Borrower's obligations
under the Loan Documents.
In consideration of the mutual promises contained herein and other good and valuable
consideration, the receipt and sufficiency whereof are hereby acknowledged, Landlord,
Borrower, and Lender, intending to be legally bound hereby, covenant and agree as follows:
Agreement
1. Incorporation of Recitals. Each of the foregoing Recitals is hereby
incorporated herein. by this reference as though set forth in full herein, and Borrower attests that
each such recital is true and correct.
2. Form of Lease. Landlord and Tenant hereby represent and warrant to
Lender that Lender has been provided with a true, correct, and complete copy of the Lease,
together with all of the exhibits thereto.
3. Sole Agreement[s] Relating to Premises. Landlord and Tenant hereby
represent and warrant to Lender that the Lease is the only agreement between Landlord and
Tenant relating to the Premises.
4. Notice of Proposed Encumbrance. Landlord acknowledges that it has
received prior written notice of the encumbrances described in the Loan Documents as required
by Section 12.2(a) of the Lease.
S. Consent to Loan Documents and Liens and Assignments Therein.
Landlord hereby consents to the Loan Documents including without limitation the Deed of Trust
and the Security Agreement and the liens and assigmnents therein and effected thereby.
Landlord also hereby consents to any "Refinancing Agreements," as defined herein, made now
or in the future. "Refinancing Agreements" include any agreements modifying the Loan
Documents and any agreements effecting or relating to a refinancing of the obligations under the
Loan Documents, so long as any agreements effecting or relating to a refinancing provide for the
2 • Consent Agreement v6
use of the proceeds of the refinancing toward payment only of (1) the amounts then due and
owing under the Loan Documents, including without limitation escrow and attorneys' fees and
costs_ ; (ii) refinancing costs, including without limitation attorneys' fees and costs; (iii) loan fees;
and (iv) other obligations of the same nature as set forth in the Note, Deed of Trust, Security
Agreement, and Loan Documents. Any further reference herein to "Loan Documents" in this
Agreement shall be deemed to include the Refinancing Agreements, any further reference to
"Deed of Trust" in this Agreement shall be deemed to include any deed of trust executed in
connection with any Refinancing Agreements, and any further reference to "Security
Agreement" in this Agreement shall be deemed to include any security agreement executed in
connection with any Refinancing Agreements.
b. Leasehold Mortgagee Protections Under Lease. Lender is entitled to all
the rights, privilege, and options of an Encumbrancer under Section 12 of the Lease, in addition
to the other and additional rights, privileges, and options set forth herein. However, in the event
of any conflict or inconsistency between this Agreement and the Lease, the provisions of this
Agreement shall prevail.
7. Deed of Trust Subject to Lease. The Deed of Trust and all rights
acquired thereunder shall be subject to each and all of the covenants, conditions, and restrictions
set forth in the Lease and to all rights and interests of Landlord thereunder, except as herein
otherwise provided.
8. Request for Notice Under Section 2924b of Civil Code. In accordance
with Section 2924b of the Civil Code, Landlord hereby requests that a copy of any notice of
default and a copy of any notice to sell. under the Deed of Trust be mailed to Landlord at the
address given below. NOTICE TO LANDLORD: A copy of any notice of default and of any
notice of sale will be sent only to the.address contained in this recorded request. If your address
changes, a new request must be recorded. This section satisfies the obligations of Tenant under
Section 12.2(b) of the Lease. Lender shall comply with the requirements of Civil Code Section
2924b with respect to Landlord's request herein.
9. Tenant' Estoppel. Tenant hereby certifies, represents, and warrants to
Lender that: (i) the Lease is unmodified and in full force and effect; (ii) there are no uncured
defaults on the part of Tenant under the Lease nor, to Tenant's knowledge, uncured defaults of
Landlord thereunder; (iii) Tenant has no offsets or defenses to its obligations under the Lease,
and, to Tenant's knowledge, Landlord has no offsets or defenses to its obligations under the
Lease; (iv) Landlord has given all approvals which Tenant was required to obtain from Landlord
by the date hereof; (v) Tenant had the full power, authority, and legal right to execute and deliver
the Lease and has the full power, authority, and legal right to perform its obligations thereunder;
(vi) Tenant has not assigned, hypothecated, or pledged any of Tenant's interest under the Lease
or as to the Premises except to Lender; (vii) Lender, or its successors and assigns, assumes no
liability or obligation under the Lease or any extension or renewal of the Lease, by virtue of the
Loan Documents or otherwise; (viii) Landlord is the owner of the entire fee interest of the
Subject Property, and there are no liens against the Subject Property or the Premises senior or
superior to the Lease, and to Tenant's knowledge, Landlord has not assigned any of its interest
under the Lease; (ix) the initial term of the Lease (the "Interim Term ") commenced on May 30,
2001, the subsequent term of the Lease (the "Primary Term ") commenced on August 12, 2003,
and the Primary Term will continue until at least August 12, 2023, subject to earlier termination
3. Consent Agreement v6
pursuant to the terms of the Lease; and will expire on August 12, 2023; and (x) except for the
Security Deposit provided for under the Lease, no rents or other sums payable under the Lease
are accrued and unpaid, and no rents or other sums payable under the Lease have been paid more
than thirty (30) days in advance.
10. Landlord's Estoppel. Landlord hereby certifies, represents, and warrants
to Lender that: (i) the Lease is unmodified and in full force and effect; (ii) there are no uncured
defaults on the part of Landlord under the Lease, nor, to Landlord's knowledge, uncured
monetary defaults of Tenant thereunder; (iii) Landlord has no offsets or defenses to its
obligations under the Lease, and, to Landlord's knowledge, Tenant has no offsets or defenses to
its obligations under the Lease; (iv) Landlord has given all approvals which Tenant was required
to obtain from Landlord by the date hereof; (v) Landlord had the full power, authority, and legal
right to execute and deliver the Lease and has the full power, authority, and legal right to
perform its obligations thereunder; (vi) to Landlord's knowledge, Tenant has not assigned,
hypothecated, or pledged any of Tenant's interest under the Lease or as to the Premises except to
Lender; (vii) Lender, or its successors and assigns, assumes no liability or obligation under the
Lease or any extension or renewal of the Lease, by virtue of the Loan Documents or otherwise;
and (viii) Landlord is the owner of the entire fee interest of the Subject Property, and there are
no liens against the Subject Property or the Premises senior or superior to the Lease, and
Landlord has not assigned any of its interest under the Lease; (ix) the initial tenn of the Lease
(the "Interim Term ") commenced on May 30, 2001, the subsequent tern of the Lease (the
"Primary Tenn") commenced on August 12, 2003, and the Primary Term will continue until at
least August 12, 2023, subject to earlier termination pursuant to the terms of the Lease; and will
expire on August 12, 2023; and (x) except for the Security Deposit provided for under the
Lease, no rents or other sums payable under the Lease are accrued and unpaid, and no rents or
other sums payable under the Lease have been paid more than thirty (30) days in advance.
11. No Subordination to Fee Encumbrance. Without Lender's consent
which Lender may grant or deny in its sole and absolute discretion, Tenant shall not subordinate
and Landlord shall not request subordination of the Lease or the estate of Tenant thereunder to
any mortgage, deed of trust, or other encumbrance or lien on the fee interest of any owner of the
Premises including without limitation Landlord. Any attempted subordination shall be void and
of no force and effect.
12. Performance of Lease. Landlord shall perform all covenants, conditions,
and provisions of the Lease to be performed by it during the term of the Lease, except as excused
by law.
13. Notices to Lender. If Landlord gives any notice to Tenant including
without limitation any notice of default, notice of termination, notice of or relating to
abandonment, or notice regarding any matter on which Landlord may base a claim of default to
Tenant, Landlord shall at the same time give a copy of each such notice to Lender. No notice
given by Landlord to Tenant shall be effective unless and until also given the Lender. If
Landlord files a lawsuit or arbitration or other proceeding against Tenant, Landlord shall at the
same time give a copy of the pleadings relating thereto to Lender. In addition, Landlord shall
promptly notify Lender in writing of any of the following events: (1) any breach of the Lease by
Tenant; (ii) any abandonment by Tenant of the Premises or any of the Collateral; and (iii) any
4. Consent Agreement v6
change in ownership of the Subject Property and the name and address of each new owner of the
Subject Property.
14. Lender's Right to Cure. Without thereby incurring any liability under
the Lease and without undertaking any obligation to complete any cure or any steps toward
effecting a cure, from and after any default or breach by Tenant under the Lease, and until the
expiration of the time frames set forth in Sections 15 and 16 herein, Lender shall have the right
but not the obligation to perform any term, covenant, condition or agreement to be performed by
Tenant under the Lease and/or to remedy any default or breach by Tenant under the Lease, and
Lender has the absolute right at any time or times to enter the Premises to do so. At its sole and
absolute option and pursuant to the Loan Documents, Lender may add the cost of such
performance to the debt secured by the Deed of Trust, and Lender is subrogated to the rights of
Landlord to the extent of such performance. Landlord shall accept such performance by Lender
with the same force and effect as if performed by Tenant and shall provide Lender with all
benefits of performance provided under the Lease.
15. Time for Cure. Notwithstanding anything to the contrary in the Lease
including Section 12.1(a)(iv), if Tenant breaches or defaults under the Lease:
(a) Upon the expiration of any cure period granted to Tenant under the
Lease without cure by Tenant or immediately if there is no applicable cure period, Landlord shall
give to Lender an additional notice (the "Landlord Notice ") giving Lender additional time during
which to cure or commence cure of the default as set forth herein.
(b) Subject to Section 16 and 17 herein, Lender shall have the
following additional times during which to cure the default:
(1) As to defaults that are curable within twenty (20) days after
delivery of the Landlord Notice: twenty (20) days from delivery of the Landlord Notice (the
"Twenty -Day Period ").
(ii) As to defaults that are reasonably susceptible to cure by
Lender with or without the taking of possession but which cannot in the exercise of reasonable
diligence be cured within the Twenty -Day Period: such time as is necessary for Lender, acting in
a reasonably diligent manner, to cure the default.
(iii) As to defaults that are reasonably susceptible to cure by
Lender but only after taking of possession of the Premises: such time as is necessary for Lender,
acting in a reasonably diligent manner, to foreclose on the Deed of Trust and for Lender, acting
in a reasonably diligent manner, to thereafter cure the default.
(c) Until the time periods set forth in Subsection 15(b) above have
passed without cure, Landlord shall not terminate the Lease, initiate proceedings against Tenant
or any successor thereto, including. without limitation, Lender, or exercise any remedy under the
Lease on account of the default.
16. Stay of Time Periods. The cure periods set forth in Section 15 herein are
tolled during any period in which Lender is prevented by law, including without limitation any
process, stay, or injunction issued by any court or by reason of any bankruptcy or insolvency
5. Consent Agreement v6
proceeding, from taking the actions necessary to cure the defaults, including without limitation
obtaining possession of the Premises or foreclosing on the Deed of Trust.
17. Defaults Not Curable by Lender. Notwithstanding anything to the
contrary in the Lease or herein, Landlord shall not terminate the Lease, initiate proceedings
against Tenant or any successor thereto, including without limitation, Lender, or exercise any
remedy under the Lease on account of a default that is not reasonably susceptible to performance
or cure by Lender (a "Non- Curable Default "), including without limitation defaults relating to
obligations that are personal to Tenant. As long as Lender cures all defaults other than Non -
Curable Defaults, then any Non - Curable Defaults shall no longer be deemed. to be defaults or
breaches under the Lease and shall also not be the basis for any default under any New Lease
executed pursuant to Section 22.
18. Appointment of Receiver. Lender shall have the right but not the
obligation to seek the appointment of a receiver upon a default by Tenant under the Loan
Documents. Landlord and Tenant acknowledge and agree that the appointment of a receiver
shall not constitute possession of the Premises by Lender.
19. No Event of Default Under Lease by Foreclosure. Landlord
acknowledges and agrees that none of the following shall constitute an Event of Default under
the Lease or require the consent of Landlord: (1) a default by Tenant under the Loan Documents;
(ii) a default by any guarantor under any Guaranty; (iii) a foreclosure under the Deed of Trust
or a transfer to any purchaser, including Lender, thereunder; or (iv) a transfer to Lender by deed
in lieu of foreclosure.
20. Attornment and Non- Disturbance. Upon Lender's acquisition of
leasehold interest in the Premises, Landlord shall be bound to Lender, and Lender shall be bound
to Landlord under the terms, covenants, and conditions of the Lease with the same force and
effect as if Lender were the original Tenant under the Lease, except that Lender shall not be
bound by obligations that are not reasonably susceptible to performance by Lender.
21. Additional Independent Licenses and Rights. Notwithstanding any
failure by Tenant to perform any of its obligations to Landlord under the Lease, Landlord hereby
grants and conveys to Lender the following rights and licenses which shall be separate and
independent of any rights of Tenant relating to the Subject Property and which shall be superior
to all such rights and interests of Tenant:
(a) The right and license at anytime during the term of the Lease to
enter the Subject Property and to possess and use the Subject Property for the purpose of
exercising any of its rights, powers or remedies with respect to Tenant or any Collateral, whether
under the Note, the Deed of Trust, any subsequent Deed of Trust representing a refinancing of
the original Note and Deed of Trust by Lender or otherwise, including without limitation the
right to remove any and all Collateral from the Subject. Property, and to take such other action
with respect to any and all of the Collateral which Lender desires;
(b) The right and license at any reasonable time during the term of the
Lease to conduct on the Subject Property auctions or private exhibitions and sales of any or all of
6. Consent Agreement v6
the Collateral and to exercise any other creditor rights of Lender under the Uniform Commercial
Code on the Subject Property.
(c) As a condition to the exercise of the rights set forth in subsections
(a) and (b) of this Section, all pro -rata rent due and payable pursuant to the Lease shall be paid to
Lender for all periods during which possession is retained for the exercise of said rights and
Lender shall not remain in possession of the premises for any period longer than a total of one
year for such purposes. If possession for a period of longer than one year is necessary for the
exercise of the rights set forth above, Lender may continue in possession with the consent of
Lender, which consent shall not be unreasonably withheld.
22. New Lease.
(a) Right to New Lease. If the Lease terminates for any reason
(except by a Total Taking as defined in the Lease) or is rejected or disaffirmed pursuant to any
bankruptcy law or other law affecting creditors' rights, Landlord shall promptly give notice to
Lender of such termination, rejection, or disaffirmation, and Lender shall have the right,
exercisable by written notice given to Landlord within sixty (60) days after receipt of such
notice, to enter into a new lease (the "New Lease ") of the Premises. Tenant shall not object to or
interfere with Lender and Landlord's execution of a New Lease. If Lender exercises its right to
enter into a New Lease, then Landlord shall enter into a New Lease with the Lender, within
thirty (30) days after the giving of such notice by Lender.
(b) Terms of New Lease. The term of the New Lease shall begin on
the date the Lease terminates and shall continue for the remainder of the term of the Lease plus,
pursuant to the terms of the Lease, any extensions thereof. The New Lease shall otherwise
contain the same terms and conditions as the Lease, except for requirements which have already
been performed, Non - Curable Defaults, and terms and conditions that are not reasonably
susceptible to performance by Lender. The New Lease shall have the same priority as the Lease
relative to other rights or interests to or in the Premises, or any portion thereof.
(c) Lender's Use of Premises; No Landlord Termination of
Contracts. From the date on which Lender shall serve upon Landlord a notice of the exercise of
its right to a New Lease, Lender may use and enjoy the Premises without hindrance by Landlord.
From the date of termination of the Lease until the commencement of the New Lease, Landlord
shall not enter into any new and shall not modify or terminate any existing agreements relating to
the Premises, including without limitation subleases, maintenance contracts, or management
agreements, without the prior written consent of Lender which consent shall not be unreasonably
withheld.
(d) Delivery of Possession. To the extent not already enjoyed by
Lender, Landlord shall deliver possession of the Premises to Lender upon execution of the New
Lease. Also, upon the execution of the New Lease and effective upon the commencement of the
term of the New Lease, all subleases then in effect shall be assigned and transferred by Landlord
to Lender, and Landlord shall pay over to Lender any income, less costs and expenses of
collection, received by Landlord, including without limitation rent received between the date of
termination of the Lease and the date of execution of the New Lease, from subtenants or other
occupants of the Premises which have not theretofore been applied by Landlord toward the
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payment of rent under the Lease or toward the reasonable costs of operating the Premises.
Simultaneously with the execution and delivery of the New Lease, Landlord shall confirm and
acknowledge that Lender has title to the Improvements as defined in the Lease for the term of the
New Lease by such means as is customary or may be reasonably required by a reputable title
insurance company to insure the leasehold estate created by the New Lease.
(e) Payment of Rent. Upon execution of the New Lease, and, if
applicable, the delivery of possession of the Premises by Landlord to Lender, Lender shall pay to
Landlord any past -due rent due under the Lease. All attorneys' fees and costs incurred by
.Landlord in connection with the Lease shall be borne by Landlord with recourse only against
Tenant, and Tenant agrees to pay such attorneys' fees and costs.
(f) Survival. The provisions. of this paragraph shall survive the
termination of the Lease and shall continue in full force and effect thereafter to the same extent
and as if this paragraph were a separate and independent contract between Landlord, Tenant, and
Lender.
23. Extent of Lender's Liability. Lender shall be obligated to perform the
obligations under the Lease or the New Lease subject to the terms and conditions in this
Agreement and only upon Lender's acquisition of the leasehold interest in the Premises, only
while Lender retains ownership of the leasehold interest, and only to the extent of Lender's
interest in the Premises.
24.. Lender's Assignment of Lease or New Lease. Lender may assign the
Lease or the New Lease at any time after acquiring the leasehold interest or after execution of the
New Lease whichever is earlier subject to the requirements of Section, 15 of the Lease. Lender
shall be entitled to retain all consideration paid or given for or in connection with the assignment
including without limitation payment of amounts owing under the Loan Documents. An
assignment by Lender shall relieve it of any obligations under the Lease or the New Lease
arising after the assignment. If the assignee secures any obligation relating to the assignment
with a deed of trust in favor of Lender against the Lease or the leasehold estate, Lender shall be
entitled to all the rights, privileges, and options with respect to such deed of trust as Lender has
under the Lease and this Agreement with respect to the Deed of Trust.
25. Purchaser at Foreclosure Sale. Any purchaser other than Lender of the
leasehold interest in the Premises at a foreclosure sale pursuant to the Deed of Trust shall have
the same rights and obligations that Lender would have had had it been the purchaser.
26. Fixtures and Personal Property.
(a) Landlord consents to Lender's security interest in Tenant's
personal property described in the Deed of Trust and/or Security Agreement (the "Collateral "),
including without. limitation trade fixtures and accounts receivable, now or hereafter located at
the Premises whether or not affixed thereto; and disclaims any prior claim thereto; and agrees
that such personal property will remain personal property at all times even though it may be
affixed to or installed on the Subject Property.
8 • Consent Agreement v6
(b) Notwithstanding anything to the contrary in Section 22(a),
Landlord and Lender agree as follows:
(1) Lender shall not remove the Collateral from the Premises
except upon ten (10) days prior written notice to Landlord; and
(ii) Lender shall repair any damage to the Premises resulting
from its removal of the Collateral.
27. Estoppel Certificates. For so long as the Deed of Trust is in existence,
Lender shall have the right to obtain estoppel certificates from Landlord. Such estoppel
certificates shall state whether the Lease is unmodified and in full force and effect, whether the
rent and other charges have been duly and fully paid in accordance with the terms of the Lease,
and whether Tenant is in default under any of the terms, covenants or conditions contained in the
Lease, or whether any event has occurred which would, with the passage of time or giving of
notice or both, constitute a default under any of the terms, covenants or conditions contained in
the Lease. The estoppel certificates shall also provide such other information relating to the
Premises or the Lease requested by Lender. Any failure by Landlord to provide the estoppel
certificate within fifteen (15) days of Lender's written request therefor shall constitute a default
hereunder and shall also constitute Landlord's acknowledgment to Lender and all others entitled
to rely thereon that the Lease is unmodified and in full force and effect, that the rent and other
charges have been duly and fully paid in accordance with the terms of the Lease, and that Tenant
is not in default under any of the terms, covenants or conditions contained in the Lease, nor has
any event occurred which would, with the passage of time or giving of notice or both, constitute
a default under any of the terms, covenants or conditions contained in the Lease.
28. Condemnation Award and Insurance. Tenant agrees and Landlord
acknowledges that any condemnation award to which Tenant is or becomes entitled including
without limitation under Section 14 of the Lease shall; at Lender's option, be paid directly to
Lender to be applied as provided in the Deed of Trust or other applicable agreement between
Lender and Tenant. Tenant agrees and Landlord acknowledges that, at its option, Lender shall
be named as an insured or loss payee under insurance policies related to the Lease or the
Premises or required by the Lease, and that no insurance policies shall be modified or terminated
without Lender's prior written consent.
29. Lender's Assignment of Loan Documents. Lender may assign all or
part of its rights under this Agreement and/or under the Loan Documents including without
limitation the Deed of Trust without Landlord or Tenant's consent, and such assignee(s) shall
have all the rights of Lender under the assigned agreements.
30. No Merger. For so long as the Deed of Trust is in existence, there shall
be no merger of the leasehold estate created by the Lease and the fee interest of Landlord in the
Premises even if both estates are acquired by, or become vested in, the same person or entity,
unless Lender otherwise consents in writing which consent Lender may grant or deny in its sole
and absolute discretion.
31. Modification of Lease. Landlord and Tenant shall not modify, alter, or
supplement the Lease without Lender's prior written consent which Lender may grant or deny in
9. Consent Agreement 0
its sole and absolute discretion. Landlord shall not surrender, terminate, or cancel the Lease,
except upon default by Tenant subject to the provisions of the Lease and this Agreement. Tenant
shall not surrender, terminate, or cancel the Lease, the leasehold estate, and Landlord shall not
rely upon any purported surrender, termination, or cancellation of the Lease, the leasehold estate,
unless Lender has given its prior written consent to such surrender, termination, or cancellation,
which consent Lender can grant or deny in its sole and absolute discretion. Tenant shall not
waive any rights under the Lease without Lender's prior written consent which Lender may grant
or deny in its sole and absolute discretion. Landlord and Tenant shall reasonably cooperate in
amending any provision of the Lease for the purpose of allowing Lender to protect or preserve
the lien of the Deed of Trust, provided that such amendment shall not affect, in any way, the
term or rent under the Lease nor otherwise in any material respect. adversely affect the rights of
Landlord under the Lease.
32. Memorandum of Agreement. This Agreement (without the exhibits)
shall be recorded in the Office of the Recorder of the County of Sonoma, California.
33. Successors and Assigns. This Agreement shall inure to the benefit of,
and be binding upon, the undersigned parties, and their respective legal representatives,
successors and assigns. Whenever, in this instrument, a reference to any party is made, such
reference shall be deemed to include a reference to the legal representatives, successors and
assigns of such party.
34. Final Agreement; Modifications. Except that additional agreements
between Borrower and Lender regarding the subject matter hereof may be contained in the
written Loan Documents, this Agreement contains the entire agreement between the parties
hereto relative to the matters set forth herein and supercedes all prior representations and
agreements, if any, between the parties to this Agreement and their legal counsel relating to the
subject matter hereof. This Agreement may not be altered, amended, or extinguished, except by
a writing which expressly refers to this Agreement and is signed subsequent to the execution of
this Agreement by the parties to this Agreement. No course of dealing between the parties, no
usage of trade, and no parol or extrinsic evidence of any nature shall be used or be relevant to
supplement, explain, or modify any term or provision of this Agreement or any supplement or
amendment hereto.
35. No Continuing Waiver. No rights hereunder or in the Lease may be
waived except by a writing which expressly refers to this Agreement and is signed subsequent to
the execution of this Agreement by all the parties to this Agreement. No waiver by any party of
any default shall be deemed or construed to be a waiver of any other default. No failure to
complain of a default, to send a notice of default, or to exercise any remedy on account of a
default shall constitute a waiver of the default.
36. Severability. In the event that any divisible portion of this Agreement is
found to be unenforceable by a court of competent jurisdiction, it is the parties' intention that, to
the extent consistent with the purpose or purposes of this Agreement and the consideration to be
given and received by each party, the remainder of this Agreement shall remain in full force and
effect.
10. Consent Agreement v6
37. Notices. Any and all notices or communications required or permitted by
this Agreement or by law to be delivered to, served on, or given to either party shall be in writing
and shall be deemed properly delivered, given, or served when personally delivered to the party
to whom it is directed, or in lieu of such personal service,-when deposited in the United States
mail, certified, with return receipt requested, postage prepaid, addressed as follows:
To Landlord: City Manager
City of Rohnert Park
6750 Commerce Blvd.
Rohnert Park, CA 94928
To Tenant: Tom Isaak
CourseCo, Inc.
2180 So. McDowell Blvd., Suite C
Petaluma, CA 94954
To Lender: Bank of Petaluma, a division of Greater Bay Bank
Loan Operations Department
5010 Old Ironsides Drive
Santa Clara, CA 95054
Any party may change its address for the purpose of this paragraph by giving written notice of
such change to the other parties in the manner provided in this paragraph.
38. Counterparts; Facsimile. This Agreement may be executed in any
number of separate counterparts, all of which, when taken together, shall constitute one and the
same instrument, admissible into evidence, notwithstanding the fact that all parties did not sign
the same counterpart. Delivery of an executed counterpart of this Agreement by telefacsimile
shall be equally as effective as delivery of a manually executed counterpart hereof. Any party
delivering an executed counterpart of this Agreement by telefacsimile shall also deliver a
manually executed counterpart hereof, but the failure to deliver a manually executed counterpart
hereof shall not affect the validity, enforceability, and binding effect of this Agreement.
39. Attorneys' Fees. The prevailing party (the "Prevailing Party ") in any
litigation, arbitration, bankruptcy proceeding, appeal, or other formal or informal resolution of
any claims (a "Proceeding ") brought by any party to this Agreement against any other party to
this Agreement based upon, arising from, or in any way related to this Agreement or the
transactions contemplated herein, including without limitation contract claims, tort claims,
breach of duty claims, and all other common law or statutory claims, shall be entitled to recover
from such other party all its fees and costs incurred in preparation for, in defense or, or in
connection with the Proceeding, including without limitation all its attorneys' fees and costs,
whether incurred by in -house counsel or outside counsel, all its expert witness and /or consultant
fees and costs, all its paralegal fees and costs, and all its other costs and expenses, regardless of
whether such costs are otherwise statutorily recoverable, and including without limitation all its
fees and costs incurred in proceedings in bankruptcy in connection with motions for relief from
and /or modification of automatic stay, for orders of nondischargeability, for orders regarding use
of cash collateral, and /or in connection with claims and /or plans. The Prevailing Party shall also
11. Consent Agreement v6
be entitled to recover from such other party all its fees and costs incurred in enforcing the
judgment or award giving rise to the Prevailing Party's status as the Prevailing Party.
40. Negotiated Agreement. Each party acknowledges and agrees that each
party and such party's attorney has read and approved the language of this Agreement and that
this Agreement is the product of negotiation and preparation by and among each party and such
party's attorney, and each party expressly waives the provisions of Civil Code section 1654 and
acknowledges and agrees that this Agreement shall not be deemed to have been prepared or
drafted by any one party but is the product of mutual negotiation, preparation, and drafting.
41. Applicable Law; Venue. This Agreement shall be governed by, and
construed in accordance with, the internal laws of the State of California, without regard to
principles of conflicts of law. This Agreement was made and executed in Sonoma County,
California, and each party hereto hereby submits to the exclusive jurisdiction of the State and
Federal courts located in Sonoma County, California.
42. Judicial Reference. The parties hereto agree as follows:
(a) Any 'controversy, claim, action, or dispute (a "Controversy ")
arising out of or related to this Agreement, whether based on contract, tort, or otherwise, and
including without limitation the determination of the prevailing party and award of fees and costs
under Section 39 of this Agreement, shall be decided by a general reference proceeding pursuant
to Code of Civil Procedure Section 638 et. seq. (All references herein to sections of the Code of
Civil Procedure shall be deemed to refer to the statute, as it may be amended from time to time.)
(b) Pursuant to Code of Civil Procedure Section 638(a), the referee
shall hear and determine any and all of the issues relating to the Controversy, whether of fact or
of law, and shall report a statement of decision.
(c) The Court shall appoint a single referee and that such referee shall
be selected and appointed pursuant to Code of Civil Procedure Section 640(b), subject to Code of
Civil Procedure Sections 640(c) and 641.
(d) Pursuant to Code of Civil Procedure Section 643(b), the referee
shall report his/her statement of decision in writing to the court within twenty (20) days after the
hearing, if any, has been concluded and the matter has been submitted.
(e) Pursuant to Code of Civil Procedure Section 644(a), the decision
of the referee upon the whole issue must stand as the decision of the court, and, upon filing of the
statement of decision with the clerk of the court, or with the judge where there is no clerk,
judgment (the "Judgment ") may be entered thereon in the same manner as if the action had been
tried by the court.
(f) The referee shall retain authority and jurisdiction and shall decide
all issues of fact and law relating to the awarding of fees and costs pursuant to Section 39 of this
Agreement or otherwise, including without limitation reasonable attorneys' fees. The referee
shall report his /her statement of decision relating to such issues (the "Cost Statement of
Decision ") in writing to the court within twenty (20) days after the hearing on such issues, if any,
12. Consent Agreement v6
has been concluded and the matter has been submitted; and the Cost Statement of Decision of the
referee upon the whole issue must stand as the decision of the court, and, upon filing of the Cost
Statement of Decision with the clerk of the court, or with the judge where there is no clerk, fees
and costs shall be awarded (the "Cost Award ") in accordance with the Cost Statement of
Decision by modification of the Judgment or entry of such other appropriate order.
(g) Pursuant to Code of CiviI Procedure Section 645.1(a), the payment
of the referee's fees shall be paid as follows:
(1) Subject to Section 42(g)(2) below, the referee's fees
incurred prior to the Cost Award shall be shared equally by the parties.
(ii) Upon entry of the Cost Award, the referee's fees (including
without limitation those paid pursuant to Section 42(g)( 1) above) as well as all other awarded
fees and costs shall be payable as set forth in the Judgment or order containing the Cost Award.
(h) Any party may, without thereby waiving the right to general
reference set forth herein, apply directly to the court for provisional relief including without .
limitation attachment, receivership, or injunction, and /or may file a complaint to allow the
recordation of a lis pendens or a motion to expunge Its pendens. The court, at its discretion, may
transfer any such proceeding for provisional relief to the referee for disposition.
(1) Nothing herein shall be construed to prevent the exercise and /or
enforcement of remedies that do not require the initiation and /or pendency of a civil action,
including without limitation any remedy of setoff, notification of account debtors, or foreclosure
under a power of sale, pursuant to the provisions of the Uniform Commercial Code, or pursuant
to other applicable law.
EACH PARTY TO THIS AGREEMENT HEREBY WAIVES HIS /HER /ITS RIGHT TO
A JURY TRIAL IN CONNECTION WITH ANY CONTROVERSY.
NOTICE: BY INITIALING IN THE SPACE BELOW, YOU ARE AGREEING TO
HAVE ANY CONTROVERSY AS DEFINED ABOVE DECIDED BY A REFEREE IN
A GENERAL REFERENCE PROCEEDING AS SET FORTH ABOVE, AND YOU
ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE
DECIDED BY A JURY.
EACH OF THE UNDERSIGNED HAS READ AND UNDERSTANDS THE
FOREGOING PROVISION, VOLUNTARILY AGREES TO EACH AND ALL OF ITS
TERMS, AND EXPRESSLY AND HEREBY WAIVES A TRIAL BY JURY IN
CONNECTION WITH ANY CONTROVERSY AS DEFINED ABOVE.
INITIALS INITIALS INITIALS INITIALS INITIALS
43. _ Authorization. Each signatory to this Agreement warrants and represents
that he /she is the lawful agent of the entity for whom he /she executes this Agreement and that
he /she has full authority to bind its principal as to the matters set forth herein.
13. Consent Agreement v6
IN WITNESS WHEREOF, the parties hereto have caused this to be duly executed the
day and year first above written.
SIGNATURES ON FOLLOWING PAGE.
14. Consent Agreement v6
AGREEMENT FOR DISPOSITION OF REGIONAL TRAFFIC IMPACT FUNDS
FROM THE UNIVERSITY DISTRICT PROJECT
BETWEEN
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
CITY OF ROHNERT PARK
This Agreement for Disposition of Regional Traffic Impact Funds from the University
District Project (hereinafter "Agreement ") is made and entered into as of February , 2007
( "Effective Date ") by and between the CITY OF ROHNERT PARK ( "CITY ") and the
SONOMA COUNTY TRANSPORTATION AUTHORITY ( "AUTHORITY ").
RECITALS
I . On July 25, 2006, CITY adopted Ordinance No. 761 approving a development
agreement ( "UDSP Development Agreement ") between CITY and University District LLC
and Vast Oak Properties L.P. ( "Developer ") for development of that certain property known
as the University District Specific Plan, which is described and depicted in Exhibit "A"
attached hereto ( "UDSP Project ").
2. The UDSP Project environmental impact report ( "UDSP EIR ") identified
regional traffic impacts that the Developer and CITY are unable to mitigate unilaterally
primarily because they are outside CITY's jurisdiction.
3. Section 4.02 of the UDSP Development Agreement (attached hereto as
Exhibit "B and incorporated by reference herein) includes a provision requiring Developer
to pay to CITY $3,500 per market rate residential unit toward mitigating regional traffic
impacts ( "Impact Fees ") until such time as a regional traffic impact fee is established. After
establishment of such a regional traffic impact fee, Developer shall pay the regional traffic
impact fee in lieu of the $3,500 per unit. Under the UDSP Development Agreement, Impact
Fees are to be used exclusively for regional traffic improvements (projects located outside of
the Urban Growth Boundary of the City of Rohnert Park) approved by CITY which mitigate
regional traffic impacts identified in the UDSP EIR ( "Regional Traffic Projects ").
4. Regional Traffic Projects eligible for funding under this Agreement may include
projects that will relieve traffic in the Penngrove area. Based upon the transportation and
traffic analysis in Section 3.11 of the UDSP EIR, the unincorporated Penngrove area will
experience a significant increase in the level of traffic congestion due to the UDSP
development. The AUTHORITY will establish a process to allocate Impact Fees to
Regional Traffic Projects in conjunction with Measure M sales tax funds and other available
funding sources.
5. Mitigation of the regional traffic impacts of the University District Specific Plan
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page I of 7
0
through execution by CITY and AUTHORITY of this Agreement is a condition to approval
by the Local Agency Fonnation Commission of the County of Sonoma of the University
District Specific Plan and the annexation of the area within the plan into CITY. In order to
assist CITY to meet this condition of approval, CITY has proposed that those Impact Fees
collected by Developer be transferred by CITY to AUTHORITY for use by AUTHORITY
to fund Regional Traffic Projects.
6. AUTHORITY warrants to CITY that AUTHORITY is capable of and
possesses the skill, experience, ability, background, certification, and knowledge to approve,
fund, and oversee the Regional Traffic Projects and to allocate the Impact Fees to such
projects only.
7. CITY wishes to transfer to AUTHORITY all Impact Fees collected from
Developer, and AUTHORITY is willing to accept such Impact Fees and to allocate those Impact
Fees exclusively to Regional Traffic Projects, in compliance with Section 4.02 of the UDSP
Development Agreement.
8. AUTHORITY and CITY desire to enter into this Agreement to define a framework
to enable the two parties to work cooperatively in funding and managing Regional Traffic
Projects.
NOW, THEREFORE, in consideration of the foregoing, AUTHORITY and CITY
do hereby agree as follows:
SECTION I
CITY AGREES:
1. PgMent of Regional Traffic Impact Funds. CITY shall, on an annual basis, transfer
all Impact Fees collected from Developer pursuant to Section 4.02 of the UDSP Development
Agreement (the `Regional Traffic Impact Funds ") to AUTHORITY for allocation to Regional
Traffic Projects.
2. Delegation of Authority. CITY hereby delegates to AUTHORITY its authority and
responsibility under Section 4.02 of the UDSP Development Agreement to approve Regional
Traffic Projects for the specific purpose of mitigating regional traffic impacts identified in the
UDSP EIR; provided, however, that AUTHORITY shall not approve any Regional Traffic
Project without first consulting with CITY as provided in Section II, Paragraph I below.
SECTION II
AUTHORITY AGREES:
Performance of Regional Traffic Projects. AUTHORITY shall be responsible for
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 2 of 7
approval of, and allocation of Regional Traffic Impact Funds to, Regional Traffic Projects to be
implemented by eligible public entities. AUTHORITY shall consult with CITY prior to
making any final decision to approve any Regional Traffic Project.
2. Allocation of Funds. AUTHORITY shall allocate the Regional Traffic Impact
Funds exclusively to those Regional Traffic Projects which serve the specific purpose of
mitigating regional traffic impacts as identified in the UDSP EIR. If CITY consents to
AUTHORITY's approval of a Regional Traffic Project during the consultation required by
Section II, Paragraph 1, it shall be conclusively presumed that such Regional Traffic Project
serves the specific purpose of mitigating regional traffic impacts as identified in the UDSP EIR.
3. Segregation of Funds. AUTHORITY shall hold the Regional Traffic Impact Funds
in a separate, unique account and allocate interest earned on held funds to said account.
4. Return of Funds. AUTHORITY shall return to CITY any funds in the Regional
Traffic Impact Funds account that have not been committed in writing or expended by
AUTHORITY for the construction of the Regional Traffic Projects as of August 24, 2021.
5. Administrative Expenses. AUTHORITY shall charge reasonable administrative
expenses to the Regional Traffic Impact Funds account similar to those expenses incurred in
administering Measure M monies.
6. Reporting Requirements. AUTHORITY shall provide CITY with an annual
accounting of revenue, interest, and expenditures relating to the Regional Traffic Impact Funds.
7. Compliance with Laws. With regard to the Regional Traffic Projects,
AUTHORITY shall at all times use reasonable care to comply with all applicable laws of the
United States, the State of California, the County, and with all applicable regulations
promulgated by federal, state, regional, or local administrative and regulatory agencies, now in
force and as they may be enacted, issued, or amended during the term of this Agreement.
Notwithstanding the foregoing, CITY recognizes and understands that legal challenges to the
Regional Traffic Projects may occur, and CITY agrees that AUTHORITY shall not be deemed
to have breached the provisions of this Paragraph solely because a legal challenge to a Regional
Traffic Project is successful.
8. Records. For the duration of the Agreement, and for five (5) years following the
discharge of this Agreement, AUTHORITY shall make available to CITY all records relating to
the performance of this Agreement.
SECTION III
IT IS MUTUALLY AGREED:
Term. This Agreement will remain in effect until discharged as provided in
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 3 of 7
Paragraph 2 or 12 of this Section III.
2. Discharge. This Agreement shall be subject to discharge as follows:
a. This Agreement may be canceled by a party for breach of any material
obligation, covenant or condition hereof by the other party, upon notice to the breaching party.
With respect to any breach which is reasonably capable of being cured, the breaching party shall
have thirty (30) days from the date of the notice to initiate steps to cure. If the breaching party
diligently pursues cure, such party shall be allowed a reasonable time to cure, not to exceed sixty
(60) days from the date of the initial notice, unless a further extension is granted by the non -
breaching party. On cancellation; the non - breaching party retains the same rights as a party
exercising its right to terminate under the provisions of Paragraph 2(b) below, except that the
canceling party also retains any remedy for breach of the whole contract or any unperformed
balance. If the Agreement is canceled by CITY because AUTHORITY has failed to meet the
requirements to use the Regional Traffic Impact Funds towards regional traffic impacts identified
in the UDSP EIR, CITY may, at its option, demand repayment of all unexpended and
uncommitted funds and funds determined by audit not to have been expended or committed as
provided for in this Agreement, with interest accrued thereon.
b. By mutual consent of both parties, this Agreement may be terminated at any
time. Upon termination by mutual consent, AUTHORITY shall repay to CITY any unexpended
and uncommitted funds originally provided to AUTHORITY under this Agreement, and any
interest that has accrued thereon.
C. Notwithstanding anything in this Section III, Paragraph 2 to the contrary,
CITY may not discharge, cancel, or terminate this Agreement if AUTHORITY has entered into
an agreement with any third party for the funding and implementation of any Regional Traffic
Project to be funded, in whole or in part, by Regional Traffic Impact Funds provided or to be
provided by CITY under this Agreement, and the discharge, cancellation, or termination would
preclude AUTHORITY from fully performing its duties and obligations under the third -party
agreement, unless such discharge, cancellation, or termination is due to AUTHORITY's breach
of any uncured, material obligation, covenant, or condition hereof, in which event CITY may
discharge, cancel, or terminate this Agreement under the-provisions of Section-III, -Paragraph 2(a)
notwithstanding any third party agreement.
3. Indemnity. Each party to this Agreement (the "Indemnifying Party") agrees to
accept all responsibility for loss or damage to any person or entity, and to defend, indemnify,
hold harmless and release the other party (the "Indemnified Party ") (including the Indemnified
Party's supervisors, officers, agents, and employees) from and against any.and all liabilities,
actions, claims, damages, disabilities, or expenses that may be asserted by any person or entity,
including the Indemnifying Party, to the extent resulting from the Indemnifying Party's own
negligence or willful misconduct in connection with the performance of this Agreement, but
excluding liabilities, actions, claims, damages, disabilities, or expenses to the extent caused by or
due to the negligence or willful misconduct of the Indemnified Party. This indemnification
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 4 of 7
obligation is not limited in any way by any limitation on the amount or type of damages or
compensation payable to or for the parties hereto or their agents under workers' compensation
acts, disability benefit acts, or other employee benefit acts.
4. Notices. Any notice which may be required under this Agreement shall be in
writing, shall be effective when received, and shall be given by personal service, or by certified
or registered mail, return receipt requested, to the addresses set forth below, or to such addresses
which may be specified in writing to the parties hereto.
To CITY: Darrin Jenkins
City of Rohnert Park
6750 Commerce Blvd.
Rohnert Park, CA 94928
707 - 588 -2200
daj enkinsna,rpcity.org
To AUTHORITY: Suzanne Smith
Executive Director
Sonoma County Transportation Authority
520 Mendocino Avenue, Suite 240
Santa Rosa, CA 95401
707 -565 -5373
suzsmith@sctainfo.org .
5. Additional Acts and Documents. Each party agrees to do all such things and take all
such actions, and to make, execute and deliver such other documents and instruments, as shall be
reasonably requested to carry out the provisions, intent and purpose of the Agreement.
6. Integration. This Agreement represents the entire agreement of the parties with
respect to the subject matter hereof. No representations, warranties, inducements or oral
agreements have been made by any of the parties except as expressly set forth herein, or in other
contemporaneous written agreements.
7. Amendment. This Agreement may not be changed, modified or rescinded except in
writing, signed by all parties hereto, and any attempt at oral modification of this Agreement shall
be void and of no effect.
8. Independent Agency. AUTHORITY renders its services under this Agreement as
an independent agency. None of the AUTHORITY's agents or employees shall be agents or
employees of the CITY.
9. Assignment. The Agreement may not be assigned, transferred, hypothecated, or
pledged by any party without the express written consent of the other party.
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rolmert Park
Page 5 of 7
10. Successors. This Agreement shall be binding upon the successor(s), assignee(s) or
transferee(s) of the AUTHORITY or CITY as the case may be. This provision shall not be
construed as an authorization to assign, transfer, hypothecate or pledge this Agreement other than
as provided above.
1 l . Severability. Should any part of this Agreement be determined to be unenforceable,
invalid, or beyond the authority of either party to enter into or carry out, such determination shall
not affect the validity of the remainder of this Agreement, which shall continue in full force and
effect; provided that, the remainder of this Agreement can, absent the excised portion, be
reasonably interpreted to give effect to the intentions of the parties.
12. Survival. The covenants and obligations in Section II, Paragraphs 4, 6, and 8, and
indemnification. in Section III, Paragraph 3 of this Agreement shall survive the discharge (by
cancellation or earlier termination) of this Agreement.
13. Limitation. All obligations of CITY to transfer funds under the terms of this
Agreement are expressly subject to CITY's continued authorization to collect and transfer the
Impact Fees provided by Developer. If for any reason CITY's right to collect or expend such
Impact Fees is terminated or suspended in whole or part, CITY shall promptly notify
AUTHORITY, and the parties shall consult on a course of action. If, after twenty -five (25)
working days, a course of action is not agreed upon by the parties, this Agreement shall be
terminated.
[Signatures to Follow on Next Page]
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 6 of 7
f
IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective
Date.
SONOMA COUNTY
CITY OF ROHNERT PARK TRANSPORTATION AUTHORITY
By:
Vicki Vidak- Martinez, Mayor
ATTEST:
M.
Terri Griffin, Deputy City Clerk
APPROVED AS TO LEGAL FORM:
City Attorney
By:
Robert Jehn, Chairman
APPROVED AS TO SUBSTANCE:
By:
Suzanne Smith, Executive Director
APPROVED AS TO LEGAL FORM:
By:
Authority Counsel
UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 7 of 7
University District Specific Plan Regional Traffic Impact Funds Disposition Agreement
Between the SONOMA COUNTY TRANSPORTATION AUTHORITY
and CITY OF ROHNERT PARK
EXHIBIT A
DESCRIPTION AND DEPICTION OF UDSP PROPERTY
Exhibit A
982422v2A 80078/0016
(For Staff Insertion)
UDSP Regional Traffic Funds Disposition Agreement
City of Rohnert Park
Page I of 1
University District Specific Plan Regional Traffic Impact Funds Disposition Agreement
Between the SONOMA COUNTY TRANSPORTATION AUTHORITY
and CITY OF ROHNERT PARK
EXHIBIT B
SECTION 4.02 OF UDSP DEVELOPMENT AGREEMENT
Section 4.02 Regional Traffic Improvement Fee.
Developer agrees to pay, at the time of issuance of a building permit for each
residential and /or commercial unit or building within the Project, any future regional traffic improvement
impact fee enacted by City (or by City, other area municipalities and /or the County of Sonoma.) pursuant
to the Mitigation Fee Act (Government Code Section 66000, el seq.) that is consistently applied on a
city -wide basis to all substantially similar types of development projects. If no regional traffic impact
fee has been enacted at the time of issuance of a building permit for such residential or commercial unit .
or building, then Developer shall pay City, at the time of permit issuance, a fee ( "Regional Traffic Fee ")
equal to Three Thousand Five Hundred Dollars ($3,500) for each market rate residential unit to mitigate
the regional traffic impacts of the Project. Developer shall be entitled to a credit against the Regional
Traffic Fee for Developer's actual out -of- pocket costs paid to unaffiliated third parties in connection with
Developer's construction and installation of City approved regional traffic improvements, if any. For
purposes of this Section 4.02, City approved regional traffic improvements shall include regional
roadway and traffic improvements that mitigate regional traffic impacts identified in the EIR, as selected
by City from time to time in its discretion. Roadway and traffic improvements included within the PFFP
or required by the Project Approvals or the MMRP, including the Rohnert Park Expressway and Keiser
Avenue improvements and various traffic signals on Petaluma Hill Road, shall not be considered City
approved regional traffic improvements for purposes of this Section 4.02. All Regional Traffic Fees paid
by Developer shall be held by City in a separate account and used exclusively for City approved regional
traffic improvements which mitigate regional traffic impacts identified in the EIR. If, within fifteen (15)
years of the Effective Date of this Agreement, such Regional Traffic Fees have not been committed in
writing or expended by City for the construction of regional traffic improvements that meet the criteria
set forth above, City shall return such unexpended and uncommitted Regional Traffic Fees to Developer.
In consideration of Developer's agreement to pay the.Regional Traffic Fee
as provided in subsection 4.02A, above, City covenants that for the five (5) year period
commencing on the Effective Date and continuing until the fifth (5th) anniversary thereof, City
will not enter into any development agreement pursuant to the Development Agreement Statute
for any residential development within a Specific Plan area or for any other residential project
that includes 100 or more market rate dwelling units, unless such development agreement
contains a provision obligating the developer of such project to pay a regional traffic
improvement fee, the amount of which shall be determined by City in its reasonable discretion
based upon the project's regional traffic impacts, as identified in the applicable CEQA document
Exhibit B UDSP Regional Traffic Funds Disposition Agreement
City of Rohnert Park
Page 1 of 2
982422v2A 80078/0016
for the project. City's obligations under this subsection 4.0213 shall immediately terminate in the
event that City, by itself or in cooperation with other area municipalities, enacts a regional traffic
improvement impact fee pursuant to the Mitigation Fee Act.
Exhibit B UDSP Regional Traffic Impact Funds Disposition Agreement
City of Rohnert Park
Page 2 of 2
982422v2A 80078/0016
LANDLORD:
CITY OF ROHNERT PARK
By:
Its:
BORROWER:
Approved as to form:
City Attorney
ROHNERT PARK GOLF, L.P., a California limited partnership
By RP Golf, Inc., General Partner of Rohnert Park Golf, L.P.
By:
Thomas B. Isaak, President /Secretary of RP Golf, Inc.
By:
John C. Telischak, Chief Financial Officer of RP Golf, Inc.
RP GOLF, INC., a California corporation
By:
Thomas B. Isaak, President /Secretary of RP Golf, Inc.
By:
John C. Telischak, Chief Financial Officer of RP Golf, Inc.
COURSECO, INC., a California corporation
By:
Thomas B. Isaak, President /Secretary of CourseCo, Inc.
By:
John C. Telischak, Chief Financial Officer of CourseCo, Inc.
LENDER:
BANK OF PETALUMA, a division of Greater Bay Bank
By:
Its:
15. Consent Agreement v6
EXHIBIT A
[LEGAL DESCRIPTION]
16. Consent Agreement v6
STATE OF CALIFORNIA )
COUNTY OF SANTA CLARA )
On before me, , Notary Public, personally
appeared personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed_to the within instrument and
acknowledged to me that she executed the same in her authorized capacity, and that by her
signature on the instrument the person, or the entity upon behalf of which the person acted,
executed the instrument.
Witness my hand and official seal.
(SEAL)
Notary Public
STATE OF CALIFORNIA )
COUNTY OF SANTA CLARA )
On before me, , Notary Public, personally
appeared personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed to the within instrument and
acknowledged to me that she executed the same in her authorized capacity, and that by her
signature on the instrument the person, or the entity upon behalf of which the person acted,
executed the instrument.
Witness my hand and official seal.
(SEAL)
Notary Public
17. Consent Agreement v6
STATE OF CALIFORNIA )
COUNTY OF SANTA CLARA )
On before me, , Notary Public, personally
appeared personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed to the within instrument and
acknowledged to me that she executed the same in her authorized capacity, and that by her
signature on the instrument the person, or the entity upon behalf of which the person acted,
executed the instrument.
Witness my hand and official seal.
(SEAL)
Notary Public
(8 • Consent Agreement v6
COOPERATIVE FUNDING AGREEMENT NO. M70705
BETWEEN
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
CITY OF ROHNERT PARK
This Agreement is made and entered into as of March 13, 2007 ( "Effective Date ") by
and between the CITY OF ROHNERT PARK hereinafter referred to as "CITY" and the
SONOMA COUNTY TRANSPORTATION AUTHORITY hereinafter referred to as
"AUTHORITY."
RECITALS
1. AUTHORITY adopted that certain 2005 Strategic Plan that sets forth
AUTHORITY's program and project implementation policies with regard to the use of funds
provided under the 2004 Traffic Relief Act for Sonoma County Expenditure Plan and
Ordinance approved by the voters of Sonoma County on November 2, 2004 (hereinafter
referred to as "Measure M "). The 2005 Strategic Plan as such plan may be amended from
time to time is hereinafter referred to as the "Strategic Plan ".
2. Pursuant to the Strategic Plan and Measure M, AUTHORITY and CITY desire to
enter into. a Cooperative Funding Agreement to define a framework to enable the two parties
to work cooperatively in developing transportation improvements for the Transit, Passenger
Rail and Bikes Program in Sonoma County.
3. In connection with the Transit, Passenger Rail and Bikes Program, CITY desires to
complete the Copeland Creek Bike Trail, as more particularly described in Exhibit A to this
Agreement (hereinafter referred to as the "Project ").
4. CITY has submitted a financial plan and schedule for completion of the Project
which is attached hereto as Exhibit B (hereinafter referred to as the "Project Plan ").
5. Pursuant to the Strategic Plan and Measure M, AUTHORITY is committed to
make available up to $350,000 in 2004 dollars to assist with the Project.
NOW, THEREFORE, in consideration of the foregoing, AUTHORITY and CITY do
hereby agree as follows:
SECTION I
CITY AGREES:
1. Project Completion. To timely complete the Project in accordance with the
deadlines set forth in the Project Plan.
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page I of 12
2. Invoices. Should CITY desire reimbursement of its expenses in connection with
this Agreement, CITY shall do so by requesting a specific appropriation of Measure M
funding by submitting to AUTHORITY a Request for Funding Appropriation in the form
attached hereto as Exhibit C (hereinafter referred to as "Appropriation Request "). Once an
Appropriation Request is approved by AUTHORITY, CITY may submit to AUTHORITY
invoices for reimbursements for expenses authorized under the terms of this Agreement and
an approved Appropriation Request. Invoices shall be submitted to AUTHORITY no more
frequently than monthly, and no less frequently than every six months following initial
appropriation, provided however that if CITY is unable to invoice in this time frame a written
request for time extension shall be provided or the funds may be deobligated. Invoices shall
be in a form reasonably acceptable to AUTHORITY's Executive Director.
3. Compliance with Laws. With regard to administering and completing the Project,
CITY shall at all times comply with all applicable laws of the United States, the State of
California, the County, and with all applicable regulations promulgated by federal, state,
regional, or local administrative and regulatory agencies, now in force and as they may be
enacted, issued, or amended during the term of this Agreement.
4. Records. To allow AUTHORITY to audit all expenditures relating to the Project
funded through this Agreement. For the duration of the Project, and for five (5) years
following completion of the Project, or earlier discharge of the Agreement, CITY shall make
available to AUTHORITY all records relating to expenses incurred in performance of this
Agreement.
5. Reporting Requirements. To provide annual updates on the PROJECT to
AUTHORITY in the form attached hereto as Exhibit.D.
SECTION II
AUTHORITY AGREES:
I. Reimbursement of CITY Expenses. Consistent with its Strategic Plan, to make
available Measure M funds (currently set at $350,000 in 2004 dollars) to assist with the
Project. AUTHORITY shall process CITY invoices within forty- five.(45) days of receiving
an invoice in a form reasonably acceptable to AUTHORITY's Executive Director.,
2. Notice of Audit. To provide timely notice to CITY if an audit is to be conducted.
SECTION III
IT IS MUTUALLY AGREED:
1. Funding Needs. If additional funds beyond those identified in Exhibit Bare
necessary to complete the Project, AUTHORITY will cooperate with CITY to identify and
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page 2 of 12
secure new or increased fund commitments; however, completion of the Project remains the
responsibility of CITY.
2. Term. This Agreement will remain in effect until discharged as provided in
Paragraph 3 or 13 of this Section III.
3. Discharge. This Agreement shall be subject to discharge as follows:
a. This Agreement may be canceled by a party for breach of any obligation, covenant
or condition hereof by the other party, upon notice to the breaching party. With respect to any
breach which is reasonably capable of being cured, the breaching party shall have thirty (30)
days from the date of the notice to initiate steps to cure. If the breaching party diligently
pursues cure, such party shall be allowed a reasonable time to cure, not to exceed sixty (60)
days from the date of the initial notice, unless a further extension is granted by the non -
breaching party. On cancellation, the non - breaching party retains the same rights as a party
exercising its right to terminate under the provisions of paragraph 3(b), except that the
canceling party also retains any remedy for breach of the whole contract or any unperformed
balance. If the Agreement is cancelled by AUTHORITY because CITY has failed to wholly
or partially complete the Project, AUTHORITY may, at its option, demand repayment of all
unexpended funds and funds determined by audit not to have been expended as provided for
in this Agreement, with interest accrued thereon as would have accrued had such funds been
invested in the Sonoma County Treasury Pool; and, further, to offset such balances due
AUTHORITY from any other Measure M funds due CITY.
b. By mutual consent of both parties, this Agreement may be terminated at any time.
Upon termination by mutual consent, CITY shall repay to AUTHORITY any unexpended
funds originally provided to CITY under this Agreement, and any interest that has accrued
thereon.
4. Indemnity. CITY agrees to accept all responsibility for loss or damage to any
person or entity, including but not limited to AUTHORITY, and to defend, indemnify, hold
harmless, reimburse and release AUTHORITY, its officers, agents, employees, successors
and assigns from and against any and all actions, claims, damages, disabilities, liabilities and
expense including, but not limited to attorneys' fees and the cost of litigation incurred in the
defense of claims as to which this indemnity applies or incurred in an action by
AUTHORITY to enforce the indemnity provisions herein, whether arising from personal
injury, property damage or economic loss of any type, that may be asserted by any person or
entity, including CITY, arising out of or in connection with the receipt or use of funds
provided pursuant to this Agreement, whether or not there is concurrent negligence on the part
of AUTHORITY, but, to the extent required by law, excluding liability due to the sole or
active negligence or due to the willful 'Misconduct of AUTHORITY. If there is a possible
obligation to indemnify, CITY's duty to defend exists regardless of whether it is ultimately
determined that there is not a duty to indemnify. AUTHORITY shall have the right to select
its own legal counsel at the expense of CITY, subject to CITY's approval, which approval
shall not be unreasonably withheld. This indemnification obligation is not limited in any way
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page 3.of 12
by any limitation on the amount or type of damages or compensation payable to or for CITY
or its agents under workers' compensation acts, disability benefits acts, or other employee
benefit acts.
5. Notices. Any notice which may be required under this Agreement shall be in
writing, shall be effective when received, and shall be given by personal service, or by
certified or registered mail, return receipt requested, to the addresses set forth below, or to
such addresses which may be specified in writing to the parties hereto.
To CITY: City Engineer / Director of Public Works
City of Rohnert Park
6750 Commerce Boulevard
Rohnert Park, CA 94928
(707) 588 -2232
dajenkins @rpcity.org
To AUTHORITY: Executive Director Sonoma County Transportation Authority
520 Mendocino Avenue, Suite 240
Santa Rosa, CA 95401
(707) 565 -5373
suzsmith @sctainfo.org
6. Additional Acts and Documents. Each party agrees to do all such things and take
all such actions, and to make, execute and deliver such other documents and instruments, as
shall be reasonably requested to carry out the provisions, intent and purpose of the
Agreement.
7. Integration. This Agreement represents the entire agreement of the parties with
respect to the subject matter hereof. No representations, warranties, inducements or oral
agreements have been made by any of the parties except as expressly set forth herein, or in
other contemporaneous written agreements.
8. Amendment. This Agreement may not be changed, modified or rescinded except in
writing, signed by all parties hereto, and any attempt at oral modification of this Agreement
shall be void and of no effect.
9. Independent Agency. CITY renders its services under this Agreement as an
independent agency. None of the CITY's agents or employees shall be agents or employees
of the AUTHORITY.
10. Assignment: The Agreement may not be assigned, transferred, hypothecated, or
pledged by any party without the express written consent of the other party.
11. Successors. This Agreement shall be binding upon the successor(s), assignee(s) or
transferee(s) of the AUTHORITY or CITY as the.case may be. This provision shall not be
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page 4 of 12
construed as an authorization to assign, transfer, hypothecate or pledge this Agreement other
than as provided above.
12. Severability. Should any part of this Agreement be determined to be
unenforceable, invalid, or beyond the AUTHORITY of either party to enter into or carry out,
such determination shall not affect the validity of the remainder of this Agreement which shall
continue in full force and effect; provided that, the remainder of this Agreement can, absent
the excised portion, be reasonably interpreted to give effect to the intentions of the parties.
13. Limitation. All obligations of AUTHORITY under the terms of this Agreement
are expressly subject to AUTHORITY's continued authorization to collect and expend the
sales tax proceeds provided by Measure M. If for any reason AUTHORITY's right to collect
or expend such sales tax proceeds is terminated or suspended in whole or part, AUTHORITY
shall promptly notify CITY, and the parties shall consult on a course of action. If, after
twenty-five (25) working days, a course of action is not agreed upon by the parties, this
Agreement shall be deemed terminated by mutual or joint consent; provided, that any future
obligation to fund from the date of the notice shall be expressly limited by and subject to (i)
the lawful ability of AUTHORITY to expend sales tax proceeds for the purposes of the
Agreement; and (ii) the availability, taking into consideration all the obligations of
AUTHORITY under all outstanding contracts, agreements to other obligations of
AUTHORITY, of funds for such purposes.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
Effective Date.
CITY OF
By: _
Mayor
ATTEST:
By:
APPROVED AS TO LEGAL FORM
FOR CITY=
SONOMA COUNTY .
TRANSPORTATION AUTHORITY
I1
SCTA Chair
APPROVED AS TO SUBSTANCE:
By
Executive Director
By: By
City Attorney Legal Counsel
`Authority
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page 5 of 12
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COOPERATIVE. FUNDING AGREEMENT NO. M70705
BETWEEN
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
THE CITY OF �ROHNERT PARK
EXHIBIT B
FINANCIAL PLAN AND SCHEDULE (2004 Dollars)
Proiect Phase
Amount
Schedule
Design
$28,000
February 2007 — June 2007
Construction
$322,000
July 2007 — October 2007
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Exhibit B Page 7 of 12
COOPERATIVE FUNDING AGREEMENT NO. M70705
BETWEEN
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
THE CITY OF ROHNERT PARK
EXHIBIT C
REQUEST FOR FUNDING APPROPRIATION
(see attached)
Exhibit C
Cooperative Funding Agreement No_ M70705
City of Rohnert Park
Page 8 of 12
Ll
'g4�KSa'r.p��4
February 13, 2007
City Council
SCTA Chair
CityWnar
Sonoma County Transportation Authority
Vicki Vidak- Martinez
520 Mendocino Avenue, Suite 240
Mayor
Santa Rosa, CA 95401
Jake Mackenzie
Below is the specific appropriation request information.
Vrce -Mayor
FUNDING APPROPRIATION REQUEST
PROJECT NAME: Copeland Creek Bike Trail
Amie L Breeze
AGREEMENT NO. M70705
Pam Stafford
Development Phase of this Appropriation: Design
Tim Smith
Amount of Measure M Appropriate Request: $28.000
Count Members
Dear SCTA Chair:
The City of Rohnert Park hereby requests that the Sonoma County Transportation
Stephen R. Donley
Authority (SCTA) take action to appropriate funds at its next Board meeting for the
CityWnar
Copeland Creek Bike Trail — Redwood Drive to Rohnert Park Expressway.
Dan Schwarz
The City has'entered into a cooperative funding agreement with the SCTA (Cooperative
Assistant CityManager
Agreement No. M70705) and is ready to begin work on the design phase of the project.
Judy Hauff
Below is the specific appropriation request information.
City Clerk
Project Name & Description: Copeland Creek Bike Trail
Michelle Marchetta Kenyon
City A Homey
Project Category: Bicycle/Pedestrian Project
Development Phase of this Appropriation: Design
Gabrielle P. Whelan
Amount of Measure M Appropriate Request: $28.000
Assistant CityAttomey
Amount of Local Funding Match: $0
Thomas R. Bullard
Sources of Local Funding Match: N/A
Director of Public Safety
Total Project-Cost:
Design $28,000
Ron Bendorff
Construction $322,000
Director of Community Development
Darrin W. Jenkins
The current schedule for the Copeland Creek Bike Trail is as follows:
City EngineedPub6c Works Director
Sandra M.
Proiect Development Phase Begin Complete
Director of Administraative
live Services
Scoping 2/07 .3/07
Environmental 3/07 4/07
Right of Way 4/07 6/07
PS &E 2/07 6/07
Construction 7/07 10/07
Thank you for your consideration.
Sincerely,
Eydie Tacata, Management Analyst
Public Works & Engineering. Department
c: Project File
6750 Commerce Boulevard • Rohnert Park CA • 94928 • (707) 588-2226 • Fax (707) 588 -2263
www.rocitY.org
COOPERATIVE FUNDING AGREEMENT NO. M70705
BETWEEN
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
THE CITY OF ROHNERT PARK
EXHIBIT D
PROJECT REPORTING LETTER
(See attached)
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Exhibit .D Page 10 of 12
Dear SCTA Chairman:
The City of / County of is please to present information
related to Measure M funding for the following Projects for FY
♦ Work was performed on the following projects using Measure M funds including:
A
B
Project Name: Measure M Financial Information
Amount Allocated in Measure M $ _
C
Amount Programmed in Current FY $ _
D
Reimbursements Received in Current FY $ _
E
Amount of Matching Funds Provided $ _
F
Total Measure M Reimbursements Received in Prior Years $ _
G
Total Measure M Funding Allocated to Date $ _.
H
Total Measure'M Funding Remaining $ _
I
J
Description of Measure M Expenditures on Project:
Descnbe work completed this fiscal year. How were bike/ pedestrian needs considered?
Overall Status of Project by Phase 0/c Complete Est. Completion Date
Scoping
Environmental
Design
Right of Way
Construction & Construction Management
K
Report on public information requirements
Did you display the Measure M logo on signs at the construction site or on vehicles? Please enclose picture.
L
Did you provide digital pictures of projects before, during and after construction?
M
Did you identify Measure M on your web site? Please provide link.
N
Did you include the SCTA and Measure M in any press releases, ground breakings or ribbon cuttings?
O
Identify project benefits and discuss how the funds form this program category assist in congestion relief.
P
Identify how the project is addressing the goals of Measure M as set out in the expenditure plan.
Q
Did you participate in the development of the Measure M annual report?
If you have any questions regarding this Project information please contact:
Name:
Phone:
Email:
Sincerely,
City Manager or
Public Works Director, Sonoma County Department of Transportation & Public Works
or District Director, Caltrans or General Manager, SMART
projects _project sponsor reporting_ltr.xis
COOPERATIVE FUNDING AGREEMENT NO. M70705
BETWEEN.
THE SONOMA COUNTY TRANSPORTATION AUTHORITY
AND
THE CITY OF ROHNERT PARK
EXHIBIT E
RESPONSIBILITIES OF THE PARTIES
Project Activity
Res onsibili
State
Authority
city
Design
X
Obtain revocable license from
Sonoma County Water Agency
X
Construction
X
Exhibit E
Cooperative Funding Agreement No. M70705
City of Rohnert Park
Page 12 of 12