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2018/04/10 City Council Agenda PacketMission Statement "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." City of Rohnert Park ♦ 130 Avram Avenue ♦ Rohnert Park, California 94928 PHONE: (707) 588-2227+ FAX: (707) 794-9248 ♦ WEB: www.rpcity.org ROHNERT PARK CITY COUNCIL Rohnert Park Financing Authority (RPFA) Successor Agency to the Community Development Commission (CDC) JOINT REGULAR MEETING AGENDA Tuesday, April 10, 2018 Open Session: 5:00 p.m. MEETING LOCATION: CITY HALL - COUNCIL CHAMBER 130 Avram Avenue, Rohnert Park, California The Rohnert Park City Council welcomes your attendance, interest and participation at its regular city meetings scheduled on the second and fourth Tuesdays of each month at 5:00 p.m. in the Council Chamber. City Council/RPFA agendas and minutes may be viewed at the City's website: www.rpciiy.org. PUBLIC HEARINGS: Council/RPFA may discuss and/or take action on any or all of the items listed on this agenda. If you challenge decisions of the City Council or the Rohnert Park Financing Authority of the City of Rohnert Park in court, you may be limited to raising only those issues you or someone else raised at public hearing(s) described in this agenda, or in written correspondence delivered to the City of Rohnert Park at, or prior to the public hearing(s). RIGHT TO APPEAL: Judicial review of any city administrative decision pursuant to Code of Civil Procedure Section 1094.5 may be had only if a petition is filed with the court no later than the deadlines specified in Section 1094.6 of the California Code of Civil Procedure, which generally limits the time within which the decision may be challenged to the 90th day following the date that the decision becomes final. SIMULTANEOUS MEETING COMPENSATION DISCLOSURE (Government Code § 54952.3): Members of the City Council receive no additional compensation as a result of convening this joint meeting of the City Council and the Rohnert Park Financing Authority. PUBLIC COMMENTS: Provides an opportunity for public comment on items not listed on the agenda, or on agenda items if unable to comment at the scheduled time (limited to three minutes per appearance and a 30 minute total time limit, or allocation of time determined by Presiding Officer based on number of speaker cards submitted). PLEASE FILL OUT A SPEAKER CARD PRIOR TO SPEAKING ANNOUNCEMENT: Please turn off all pagers, cellular telephones and all other communication devices upon entering the Council Chamber. Use of these devices causes electrical interference with the sound recording and TV broadcast systems. City of Rohnert Park Joint Regular Meeting Agenda April 10, 2018 for City Council/RPFA/CDC Successor Agency Page 2 of 5 1. CITY COUNCIL/RPFA/SUCCESSOR AGENCY JOINT REGULAR MEETING - CALL TO ORDER/ROLL CALL (Ahanotu _ Belforte_ Mackenzie _ Callinan _ Stafford PLEDGE OF ALLEGIANCE PRESENTATIONS A. Mayor's Proclamation: Recognizing April 2018 as Sexual Assault Awareness Month 4. SSU STUDENT REPORT By Isabelle Briseno, Legislative Representative, Sonoma State University Associated Students, Inc. (SSU ASI) 5. DEPARTMENT HEAD BRIEFING 6. PUBLIC COMMENTS Persons wishing to address the Council on any Consent Calendar item or on City business not listed on the Agenda may do so at this time. Each speaker will be allotted three minutes. Those wishing to address the Council on any report item listed on the Agenda should submit a "Speaker Card" to the City Clerk before announcement of that azenda item. 7. CONSENT CALENDAR All items on the Consent Calendar will be considered together by one or more action(s) of the City Council and/or the Rohnert Park Financing Authority and Successor Agency to the Community Development Commission, whichever is applicable, unless any Council Member or anyone else interested in a consent calendar item has a question about the item. A. Approval of Minutes for: 1. City Council/RPFA/Successor Agency Joint Regular Meeting, March 27, 2018 B. Acceptance of Reports for: 1. City Bills/Demands for Payment dated April 10, 2018 2. Successor Agency to the CDC Bills/Demands for Payment dated April 10, 2018 C. City Council Resolutions for Adoption: 1. 2018-43 Authorizing and Approving a Public Improvement Agreement for North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements and Kerry Road Bridge Improvements with the University District LLC and Vast Oak Properties, L.P. and Related Actions 2. 2018-44 Accepting the Twin Creeks Park Improvements and Directing Related Actions 3. 2018-45 Accepting the Vast Oak Phase 1 In -Tract Water System Improvements and Directing Related Actions City of Rohnert Park Joint Regular Meeting Agenda April 10, 2018 for City Council/RPFA/CDC Successor Agency Page 3 of 5 D. Ordinance for Adoption: No. 921 An Ordinance of the City of Rohnert Park, California, Amending Chapter 17.25.091 Rohnert Park Municipal Code to Provide for a Change to Planning Commissioners' Term of Office E. Accept Resignation from Bicycle and Pedestrian Advisory Committee Member Stephen Gold and Direct Staff to Send a Letter of Appreciation Council Motion/Roll Call Vote (Ahanotu Belforte_ Mackenzie Callinan Stafford 8. Discussion and Direction on the City's Inclusionary Housing Ordinance A. Staff Report B. Public Comments C. Council discussion/direction 9. PUBLIC HEARING (NO EARLIER THAN 6PM) Consideration of Appeal of a Denial of a Conditional Use Permit for Live Entertainment at Luduka's Cafe, 7285 Snyder Lane A. Staff Report B. Conduct Public Hearing C. Resolution for Adoption: 2018-46 Denying the Appeal, Upholding the Planning Commission's Decision and Denying a Conditional Use Permit for Live Entertainment at Luduka's Cafe (File No. PLAL 18-0001), 7285 Snyder Lane, Suite A (APN 158-202-036) a. Council motion/discussion/vote 10. PUBLIC HEARING (NO EARLIER THAN 6PM) INTRODUCTION OF ORDINANCE – Consideration of an Ordinance Approving a Third Amendment to the Development Agreement by and among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC and Approval of an Amended and Restated Escrow and Funding Agreement between the City of Rohnert Park and SOMO Village LLC A. Staff Report B. Conduct Public Hearing C. Ordinance for Introduction and Reading of Title: 1. No. 922 An Ordinance of the City of Rohnert Park, California, Approving a Third Amendment to the Development Agreement by and among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC a. Council motion/discussion/roll call vote (Ahanotu — Belforte_ Mackenzie — Callinan Stafford City of Rohnert Park Joint Regular Meeting Agenda April 10, 2018 for City Council/RPFAICDC Successor Agency Page 4 of 5 D. Resolution for Adoption: 2018-47 Authorizing and Approving an Amended and Restated Escrow and Funding Agreement by and between the City of Rohnert Park and SOMO Village LLC a. Council motion/discussion/vote 11. COMMITTEE / LIAISON / OTHER REPORTS This time is set aside to allow Council members serving on Council committees or on regional boards, commissions or committees to present a verbal report on the activities of the respective boards, commissions or committees on which they serve. No action may be taken. A. Standing Committee Reports B. Liaison Reports 1. Golf Course Oversight Committee (4/3) 2. Sonoma Clean Power (4/5) 3. Water Advisory Committee (4/2) 4. Sonoma County Transportation Authority (SCTA) (4/9) C. Other Reports 12. COMMUNICATIONS Copies of communications have been provided to Council for review prior to this meeting. Council Members desiring to read or discuss any communication may do so at this time. No action may be taken except to place a particular item on a future agenda for Council consideration. 13. MATTERS FROM/FOR COUNCIL Prior to agenda publication, any Councilmember may place an item on this portion of the agenda. Upon the concurrence of two Councilmembers, the item may be added to a subsequent agenda for deliberation and action. In accordance with the Brown Act, at the City Council meeting, Councilmembers may not add items hereunder, except for brief reports on his or her own activities or brief announcements regarding an event of community interest. A. Council Consideration of Cancelling Regularly Scheduled City Council Meeting on May 22, 2018, Due to Potential Lack of Quorum 14. PUBLIC COMMENTS Persons wishing to address the Council on City business not listed on the Agenda may do so at this time. Each speaker will be allotted three minutes. Those wishing to address the Council on any report item listed on the Agenda should submit a "Speaker Card" to the City Clerk before announcement of that agenda item. 15. ADJOURNMENT City of Rohnert Park Joint Regular Meeting Agenda April 10, 2018 for City Council/RPFA/CDC Successor Agency Page 5 of 5 NOTE: Time shown for any particular matter on the agenda is an estimate only. Matters may be considered earlier or later than the time indicated depending on the pace at which the meeting proceeds. If you wish to speak on an item under discussion by the Council which appears on this agenda, after receiving recognition from the Mayor, please walk to the rostrum and state your name and address for the record. Any item raised by a member of the public which is not on the agenda and may require Council action shall be automatically referred to staff for investigation and disposition which may include placing on a future agenda. If the item is deemed to be an emergency or the need to take action arose after posting of the agenda within the meaning of Government Code Section 54954.2(b), Council is entitled to discuss the matter to determine if it is an emergency item under said Government Code and may take action thereon. DISABLED ACCOMMODATION: If you have a disability which requires an interpreter or other person to assist you while attending this City Council meeting, please contact the City Clerk's Office at (707) 588-2227 at least 72 hours prior to the meeting to ensure arrangements for accommodation by the City. Please notify the City Clerk's Office as soon as possible if you have a visual impairment requiring meeting materials to be produced in another format (Braille, audio -tape, etc.) AGENDA REPORTS & DOCUMENTS: Copies of all staff reports and documents subject to disclosure that relate to each item of business referred to on the agenda are available for public inspection at City Hall located at 130 Avram Avenue, during regular business hours, Monday through Friday from 8:00 am to 5:00 pm. Any writings or documents subject to disclosure that are provided to all, or a majority of all, of the members of the City Council regarding any item on this agenda after the agenda has been distributed will also be made available for inspection at City Hall during regular business hours. CERTIFICATION OF POSTING OF AGENDA I, Caitlin Saldanha, Deputy City Clerk for the City of Rohnert Park, declare that the foregoing agenda for the April 10, 2018, Joint Regular Meeting of the Rohnert Park City Council/RPFA was posted and available for review on April 5, 2018, at Rohnert Park City Hall, 130 Avram Avenue, Rohnert Park, California 94928. The agenda is also available on the City web site at www.rpcity.org, Executed this 5' day of April, 2018, at Rohnert Park, California. Caitlin Saldanha, Deputy City Clerk Item No. 3A viriedamattan A PROCLAMATION OF THE COUNCIL OF THE CITY OF ROHNERT PARK RECOGNIZING April 2018 as Sexual Assault Awareness Month Whereas, Sexual Assault Awareness Month is intended to draw attention to the fact that sexual violence is widespread and has a profound and lasting impact on every community member of Sonoma County; and Vherea0, national research indicates that one in five women will be raped at some point in their lifetime, and nearly half of all women will experience some form of sexual violence; Wherita0, one in seventeen men will be raped at some point in their lifetime, and one in five men will experience some form of sexual violence; and Wberea.4, every 98 seconds, a person is sexually abused, violated, exploited, or raped in America; and Wherea.0, young people are at greatest risk of sexual violence, and youth aged 12 to 17 are two and a half times more likely to be raped or sexually assaulted than their adult counterparts; and Wherea0, disabled people, people of color, LGBQ people, homeless people, transgender people, undocumented people, and people of other marginalized identities are even more likely to be victimized by sexual violence; and Wbereag, over 18,000 members of the military and over 80,000 people who are incarcerated experience sexual violence every year; and Whereas, we must work together to educate our community about sexual violence prevention, supporting survivors, and speaking out against harmful attitudes and actions; and Whereas, with leadership, dedication, and encouragement, there is evidence that we can be successful in preventing sexual violence in the City of Rohnert Park through increased education, awareness, and community involvement; and Wherea0, the City of Rohnert Park strongly supports the efforts of Verity, and encourages every citizen to actively engage in public and private efforts to end sexual violence, including conversations about what sexual violence is, how to prevent it, how to help survivors of all backgrounds connect with crucial counseling and other support services, and how every segment of our society can work together to better address sexual violence. 0aW, Therefore be it Re0olbeb, The City of Rohnert Park reaffirms its commitment to address the issues of rape and sexual violence by: remembering victims, believing and supporting survivors, holding perpetrators accountable for their actions, and challenging societal myths and behaviors that perpetuate sexual violence in our community; and, A]e it ,f urther R e 0 o I b e b that, along with the United States Government and State of California, the City of Rohnert Park designates the month of April 2018 to be SEXUAL ASSAULT AWARENESS MONTH. Mulp aub Regularlp jorotlaimeb this 1Othday ofApril 2018. CITY OF ROHNERT PARK Pam Stafford, YOR �014NeRT AA�k MINUTES OF THE JOINT REGULAR MEETING OF THE CITY OF ROHNERT PARK City Council Rohnert Park Financing Authority Successor Agency to the Community Development Commission Tuesday, March 27, 2018 Rohnert Park City Hall, Council Chamber 130 Avram Avenue, Rohnert Park, California Item No. 7A1 1. CITY COUNCIL/RPFA/SUCCESSOR AGENCY TO THE CDC JOINT REGULAR MEETING - CALL TO ORDER/ROLL CALL Mayor Stafford called the joint regular meeting to order at 5:00 pm, the notice for which being legally noticed on March 22, 2018. Present: Pam Stafford, Mayor Amy O. Ahanotu, Councilmember Gina Belforte, Councilmember Absent: Joseph T. Callinan, Vice Mayor Jake Mackenzie, Councilmember Staff present: City Manager Jenkins, Assistant City Manager Schwartz, City Attorney Marchetta-Kenyon, Development Services Director Pawson, Finance Director Howze, Human Resources Director Perrault, Public Safety Director Masterson, Director of Public Works and Community Services McArthur, Planning Manager Beiswenger, Senior Analyst L. Tacata, and City Clerk Buergler. 2. PLEDGE OF ALLEGIANCE Led by Hashimoto City Student Ambassador Nonkoka Chida's host family, the Norstroms. 3. PRESENTATIONS A. Mayor's Certificate of Recognition: Honoring Tim Danesi for His Many Years of Dedicated Service as President of the Rohnert Park Historical Society Mayor Stafford read and presented the Certificate to Tim Danesi. Tim Danesi announced his resignation as President of the Rohnert Park Historical Society and stated he hopes the City or someone will step forward to fulfill the role. B. Sister Cities Relations Committee: Introduction of Hashimoto City Student Ambassador, Nonoka Chida City of Rohnert Park Joint Regular Meeting Minutes March 27, 2018 for City Councit/Rohnert Park Financing Authority/Successor Agency Page 2 of 6 Community Services Supervisor Herman introduced Hashimoto City Student Ambassador Nonkoka Chida. 4. DEPARTMENT HEAD BRIEFING A. Public Safety: Rohnert Park Public Safety Officers Association's (RPPSOA) Annual Easter Egg Hunt at 9:00 a.m. on Saturday, March 31, 2018 at Foxtail Golf Course Public Safety Sergeant Jeff Nicks, as a RPPSOA representative, invited City Council and the community to attend the event. 5. PUBLIC COMMENTS Peter Alexander expressed concern for various social issues. Jeff Murray announced SAIF (Safety, Awareness, Involvement, and Fun) community event which will be held at Lawrence E. Jones Middle School on April 14, 2018 and requested using the electronic Highway 101 billboard to announce the event. 6. CONSENT CALENDAR A. Approval of Minutes for: 1. City Council/RPFA/Successor Agency Joint Regular Meeting, March 13, 2018 B. Acceptance of Reports for: 1. n,,.,,,,,i Review of the Gfewth Management P,.,,,...,,., (PULLED BY Belforte) 2. Receive the Annual Report on the Status of the General Plan Calendar Year 2017 3. City Bills/Demands for Payment dated March 27, 2018 4. Successor Agency to the CDC Bills/Demands for Payment dated March 27, 2018 5. RPFA- Cash Report for Month Ending February 2018 6. Housing Successor Agency- Cash Report for Month Ending February 2018 7. Successor Agency- Cash Report for Month Ending February 2018 8. City- Cash Report for Month Ending February 2018 C. City Council Resolutions for Adoption: 1. 2018-035 Authorizing and Approving the City of Rohnert Park Current Pay Rates and Ranges revised March 1, 2018 2. 2018-036 Authorize the City Manager to Execute Task Order 2018-01 with Green Valley Consulting Engineers for Developer Funded Construction Review Services 3. 2018-037 Approving the Position Title, Salary Range and Associated Job Description for Code Compliance Officer 1/II in the Development Services Department 4. 2018-038 Authorizing and Approving an Off -Site Public Improvement Agreement and Public Facilities Fee Credit Agreement with Pacific Hospitality Sonoma, LLC 5. 2018-039 Authorizing the City Manager to Execute the Settlement Agreement and Mutual Release Between Petaluma People Services Center, Fernando and Nadia Barajas, Columbia Redwood Creek, LLC and Windsor Property Management Co., and the City Of Rohnert Park City of Rohnert Park Joint Regular Meeting Minutes March 27, 2018 for City Councit/Rohnert Park Financing Authority/Successor Agency Page 3 of 6 D. Authorize the City's Representative to the Water Advisory Committee Member to Recommend Approval of the Sonoma County Water Agency's Proposed Fiscal Year 2018-19 Budget E. Accept Resignation from Bicycle and Pedestrian Advisory Committee Member Terry Gault and Direct Staff to Send a Letter of Appreciation ACTION: Moved/seconded (Ahanotu/Belforte) to approve the Consent Calendar. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. B. Acceptance of Reports for: 1. Annual Review of the Growth Management Program Recommended Action(s): Receive and file the Annual Review of the Growth Management Program per Municipal Code Section 17.19.030. ACTION: Moved/seconded (Belforte/Ahanotu) to receive and file the Annual Review of the Growth Management Program per Municipal Code Section 17.19.030. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. ACTION: Moved/seconded (Belforte/Ahanotu) to reorder the agenda and move item 8 forward. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. 8. Consideration of a Approving the Form for the Preliminary Official Statement for the 2018 Bonds to Deem it Final Under Rule 15c2-12, and Authorizing Related Actions City Manager Jenkins presented the item. Recommended Action(s): adopt a resolution of the Board of the Successor Agency to the Community Development Commission of the City of Rohnert Park ("Successor Agency") (1) approving the form of the Preliminary Official Statement related to the issuance of refunding bonds and (2) authorizing certain other actions in connection therewith. Public Comment: None. ACTION: Moved/seconded (Ahanotu/Belforte) to adopt Resolution 2018-41 A Resolution of the City Council of the City of Rohnert Park as Successor Agency to the Community Development Commission of the City of Rohnert Park, (1) Approving the Form of the Preliminary Official Statement for the 2018 Bonds to Deem It Final Under Rule 15c2-12, and (2) Authorizing Certain Related Actions. City of Rohnert Park Joint Regular Meeting Minutes March 27, 2018 for City Councit/Rohnert Park Financing Authority/Successor Agency Page 4 of 6 Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. 7. FISCAL YEAR 2017-18 FINANCIAL MID -YEAR UPDATES A. FY 2017-18 Mid -Year Update Finance Director Howze presented the item. Recommended Action(s): Receive the FY 2017-18 Mid -Year Financial Update Public Comment: None ACTION: By Consensus (none opposed, Mackenzie and Callinan absent), City Council received the update. B. FY 2017-18 Mid -Year Budget Amendments Finance Director Howze presented the item. Recommended Action(s): Authorize and approve the Director of Finance to increase appropriations for FY 2017-18 within various accounts as incorporated in Exhibit A of the proposed resolution. Public Comment: None ACTION: Moved/seconded (Ahanotu/Belforte) to approve Resolution 2018-040 Authorizing and Approving the Director of Finance to Increase Appropriation for FY 2017-18 within Various Accounts as Incorporated in Exhibit A of the resolution. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. 9. Consideration of a Contract to Prepare an Update to the Rohnert Park General Plan Planning Manager Beiswenger, Mintier Harnish Project Director Rick Rust, and Mintier Harnish Project Manager Chelsey Payne presented the item. Recommended Action(s): Adopt a Resolution authorizing the City Manager to execute a Master Agreement with Mintier Hamish LP for preparation of an update to the General Plan. Public Comment in support of adopting the Resolution: Chris Meyer ACTION: Moved/seconded (Belforte/Ahanotu) to adopt Resolution 2018-42 Approving a Master Agreement with Mintier Hamish LP for Preparation of an Update to the General Plan in the Amount of $1,037,461, with a 10% Contingency, for a Total Amount Not to Exceed $1,141,207, and Authorizing the City Manager to Execute the Master Agreement. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. City of Rohnert Park Joint Regular Meeting Minutes March 27, 2018 for City Councit/Rohnert Park Financing Authority/Successor Agency Page 5 of 6 10. Sonoma County Mayors' & Councilmembers' Association Matters Mayor Stafford presented the item. Recommended Action(s): Consideration of supporting "letters of interest" for appointments to vacancies by the City Selection Committee Meeting on April 12, 2018. A. City Selection Committee Appointments 1. Local Agency Formation Commission (LAFCO), one position, to fill expired four (4) year term ACTION: Councilmember Belforte nominated Rohnert Park Mayor Stafford for LAFCO for a four-year term and Councilmember Ahanotu seconded. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. 2. Countywide Oversight Board for Successor Agencies, one position, no specific term 3. Countywide Oversight Board for Successor Agencies - Alternate, one position, no specific term ACTION: Councilmember Belforte nominated Sonoma Councilmember David Cook for Countywide Oversight Board for Successor Agencies and Santa Rosa Councilmember Chris Rogers for Countywide Oversight Board for Successor Agencies- Alternate for no specific terms and Mayor Stafford seconded. Public Comment: None. Motion carried by the following unanimous 3-0-2 vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. 11. PUBLIC HEARING (NO EARLIER THAN 6 PM) (Noticed: 3/16/2018) INTRODUCTION OF ORDINANCE — Consideration an Ordinance Amending Rohnert Park Municipal Code Chapter 17.25.091, Planning Commission, Changing the Term of Office for Commissioners from Two Years to Four Years and Extending the Terms of Office of Existing Commissioners City Clerk Buergler presented the item. Recommended Action(s): Conduct a public hearing, and introduce an Ordinance Amending Rohnert Park Municipal Code (RPMC) Chapter 17.25.091, Planning Commission Appointments — Term of office — Compensation - Vacancies, Changing the Term of Office for Commissioners from Two Years to Four Years and Extending the Terms of Office of Existing Commissioners. Hearing Opened 6:11 p.m. Public Comments: None. Hearing Closed 6:11 p.m. City of Rohnert Park Joint Regular Meeting Minutes March 27, 2018 for City Council/Rohnert Park Financing Authority/Successor Agency Page 6 of 6 12. ACTION: Moved/seconded (Belforte/Ahanotu) to introduce Ordinance 921 An Ordinance of the City of Rohnert Park, California, Amending Chapter 17.25.091 Rohnert Park Municipal Code to Provide for a Change to Planning Commissioners' Term of Office. Title read by Mayor Stafford. Motion carried by the following unanimous 3-0-2 Roll Call vote: AYES: Ahanotu, Belforte, and Stafford, NOS: None, ABSTAINS: None, ABSENT: Mackenzie and Callinan. COMMITTEE / LIAISON/ OTHER REPORTS A. Standing Committee Reports None. B. Liaison Reports None. Other Reports Golden Gate Bridge, Highway & Transportation District (3/23) Councilmember Belforte reported on the proposed architectural styles for gantry toll collection under consideration to be built at the Golden Gate Bridge. COMMUNICATIONS None. MATTERS FROM/FOR None. PUBLIC COMMENTS None. ADJOURNMENT Mayor Stafford adjourned the joint regular meeting at 6:14 pm. JoAnne Buergler, City Clerk City of Rohnert Park Pam Stafford, Mayor City of Rohnert Park f� CITY OF ROHNERT PARK BILLS FOR ACCEPTANCE April 10, 2018 Check Numbers: 245885-246136 Dated: March 20, 2018 - April 02, 2018 Item No. 7B 1 $1,741,927.57 TOTAL $1,741,927.57 Accounts Payable Checks for Approval User: mpadilla Printed: 4/2/2018 - 9:20 AM Check Number Check Date Fund Name 245885 03/20/2018 Water Utility Fund 245885 03/20/2018 Sewer Utility Fund 245886 03/20/2018 General Fund 245887 03/20/2018 Water Utility Fund 245887 03/20/2018 Sewer Utility Fund 245888 03/20/2018 General Fund 245888 03/20/2018 General Fund Account Name Repairs & Maint Routine -Water Spec Dept Exp -Sewer Janitorial Svc -PS Main Station Printing - Water Printing Services Rpr & Maint Non -Routine -Parks Retention Payable - Parks i4 S72 �ALf Pfl Aq,LLF Vendor Name 3T Equipment Company Inc. 3T Equipment Company Inc. Check Total: ABM Janitorial North Calif -LA Check Total: Ad Vantage Marketing Ad Vantage Marketing Check Total: Applied Landscape Materials Inc. Applied Landscape Materials Inc. Check Total: 245889 03/20/2018 ISF - Fleet Uniform Laundry Svcs -Fleet Aramark 245889 03/20/2018 General Fund Uniform Laundry Svcs -PW Aramark 245889 03/20/2018 Sewer Utility Fund Uniform Laundry Svcs -Sewer Aramark 245889 03/20/2018 Water Utility Fund Uniform Laundry Svcs -Water Aramark 245889 03/20/2018 General Fund Uniform Laundry Svcs -Street Aramark 245889 03/20/2018 General Fund Uniform Laundry Svcs -Parks Aramark 245890 03/20/2018 ISF - Fleet 245890 03/20/2018 ISF - Fleet 245891 03/20/2018 General Fund 245891 03/20/2018 General Fund 245892 03/20/2018 ISF - Information Technology Veh Repairs for Parks -Fleet Veh Repairs for Parks -Fleet Supplies Exp- PS Main Station Spec Dept Exp - PW Spec Dept Exp - IT Page 1 of 31 Check Total: Bridgestone Americas, Inc. Bridgestone Americas, Inc. Check Total: Buchanan Food Service Buchanan Food Service Check Total: CDW Government Amount 430.87 354.10 784.97 2,270.66 2,270.66 121.21 121.22 242.43 9,622.46 -481.12 9,141.34 27.86 77.14 32.04 39.10 24.54 88.90 289.58 132.02 565.81 697.83 233.50 513.06 746.56 169.67 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 169.67 245893 03/20/2018 General Fund Training & Travel - Police City of Fairfield 980.00 Check Total: 980.00 245894 03/20/2018 ISF - Information Technology Softwr License & Maint - IT CoreLogic Information Solutions, Inc. 500.00 Check Total: 500.00 245895 03/20/2018 General Fund Postage & Shipping - FIN County Of Sonoma Information Systems Departme: 233.54 245895 03/20/2018 Sewer Utility Fund Postage & Shipping - Sewer County Of Sonoma Information Systems Departme. 890.03 245895 03/20/2018 Water Utility Fund Postage & Shipping - Water County Of Sonoma Information Systems Departme: 890.03 Check Total: 2,013.60 245896 03/20/2018 General Fund Spec Dept Exp - CH Daiohs USA Inc. 59.49 245896 03/20/2018 General Fund Spec Dept Exp - CH Daiohs USA Inc. 49.54 Check Total: 109.03 245897 03/20/2018 Casino Public Service Fund Contract Svcs - RPSC DC Electric Group Inc. 458.52 245897 03/20/2018 Casino Public Service Fund Contract Svcs - RPSC DC Electric Group Inc. 152.84 Check Total: 611.36 245898 03/20/2018 Capital Projects Fund PR -92 Park Restrooms Digitech Reprographics 324.03 245898 03/20/2018 Capital Projects Fund PR -92 Park Restrooms Digitech Reprographics 1.50 245898 03/20/2018 General Fund Sales Tax Payable Digitech Reprographics -1.50 Check Total: 324.03 245899 03/20/2018 General Fund Contract Svcs - CH First Alarm Securities Services 838.73 Check Total: 838.73 245900 03/20/2018 General Fund Gas & Oil - Police Flyers Energy 1,042.47 245900 03/20/2018 Water Utility Fund Gas & Oil - Water Flyers Energy 1,161.00 245900 03/20/2018 General Fund Unleaded Fuel Inventory Flyers Energy 729.58 Check Total: 2,933.05 245901 03/20/2018 General Fund Repairs & Maint Routine - PW Friedman's Home Improvement 183.44 245901 03/20/2018 General Fund Repairs & Maint Routine - PW Friedman's Home Improvement 0.85 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.85 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 129.30 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 0.59 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.59 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 48.98 Page 2 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 0.23 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.23 245901 03/20/2018 General Fund Repairs & Maint Routine - CH Friedman's Home Improvement 54.92 245901 03/20/2018 General Fund Repairs & Maint Routine - CH Friedman's Home Improvement 0.25 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.25 245901 03/20/2018 General Fund Spec Dept Exp - Streets Friedman's Home Improvement 194.15 245901 03/20/2018 General Fund Spec Dept Exp - Streets Friedman's Home Improvement 0.90 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.90 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 36.43 245901 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 0.17 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.17 245901 03/20/2018 General Fund Repairs & Maint Routine - SpC Friedman's Home Improvement 86.63 245901 03/20/2018 General Fund Repairs & Maint Routine - SpC Friedman's Home Improvement 0.40 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.40 245901 03/20/2018 General Fund Repairs & Maint Routine-H Pool Friedman's Home Improvement 12.07 245901 03/20/2018 General Fund Repairs & Maint Routine-H Pool Friedman's Home Improvement 0.05 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.05 245901 03/20/2018 General Fund Spec Dept Exp - Streets Friedman's Home Improvement 84.55 245901 03/20/2018 General Fund Spec Dept Exp - Streets Friedman's Home Improvement 0.39 245901 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.39 Check Total: 830.47 245902 03/20/2018 ISF - Fleet Veh Repairs for Fire-Fleet Golden State Emergency Vehicle Service Inc 58.54 245902 03/20/2018 ISF - Fleet Veh Repairs for Fire-Fleet Golden State Emergency Vehicle Service Inc 0.36 245902 03/20/2018 General Fund Sales Tax Payable Golden State Emergency Vehicle Service Inc -0.36 245902 03/20/2018 ISF - Fleet Veh Repairs for Fire-Fleet Golden State Emergency Vehicle Service Inc 146.83 245902 03/20/2018 ISF - Fleet Veh Repairs for Fire-Fleet Golden State Emergency Vehicle Service Inc 1.07 245902 03/20/2018 General Fund Sales Tax Payable Golden State Emergency Vehicle Service Inc -1.07 Check Total: 205.37 245903 03/20/2018 ISF - Fleet Veh Repairs for DS-Fleet Hansel Ford Inc. 194.94 245903 03/20/2018 ISF - Fleet Veh Repairs for Parks-Fleet Hansel Ford Inc. 32.88 Check Total: 227.82 245904 03/20/2018 General Fund Rpr & Maint Non-Routine-Parks HERC Rentals Inc. 1,841.20 245904 03/20/2018 General Fund Rpr & Maint Non-Routine-Parks HERC Rentals Inc. 1,575.07 Check Total: 3,416.27 245905 03/20/2018 General Fund Repairs & Maint Routine-PSMain The Hitmen Termite & Pest Control 60.00 Check Total: 60.00 245906 03/20/2018 General Fund Spec Dept Exp - Parks Jacobsen West 127.06 Page 3 of 31 Check Number Check Date Fund Name 245907 03/20/2018 General Fund 245908 03/20/2018 General Fund 245909 03/20/2018 General Fund 245909 03/20/2018 General Fund 245910 03/20/2018 General Fund 245911 03/20/2018 General Fund 245911 03/20/2018 General Fund 245912 03/20/2018 General Fund 245913 03/20/2018 General Fund 245913 03/20/2018 Casino Public Service Fund 245913 03/20/2018 General Fund 245913 03/20/2018 General Fund 245914 03/20/2018 General Fund 245914 03/20/2018 Casino Public Service Fund 245914 03/20/2018 General Fund 245915 03/20/2018 General Fund 245916 03/20/2018 Water Utility Fund 245916 03/20/2018 Water Utility Fund 245917 03/20/2018 Casino Problem Gambling Fund Account Name Vendor Name Amount Check Total: 127.06 Contract Svcs - Police Kone Inc 114.31 Check Total: 114.31 Contract Svcs - Police Language Line Services, Inc. 70.37 Check Total: 70.37 Contract Svcs - FIN MACIAS GINI & O'CONNELL LLP 2,500.00 Contract Svcs - FIN MACIAS GINI & O'CONNELL LLP 973.00 Check Total: 3,473.00 Uniform Purchases - Police Werle Enterprise,LLC National Print and Promo 32.05 Check Total: 32.05 Advertising - Productions North Bay Bohemian 278.00 Advertising - Productions North Bay Bohemian 278.00 Check Total: 556.00 Repairs & Maint Routine-PSMain Northgate Company Inc. 300.00 Check Total: 300.00 Recruitment - RPCC Occupational Health Centers of California 53.66 Recruitment - RPSC Occupational Health Centers of California 161.00 Recruitment - SpC Occupational Health Centers of California 53.67 Recruitment - Parks Occupational Health Centers of California 53.67 Check Total: 322.00 Office Supplies - PW Office Depot -54.30 Office Supplies - RPSC Office Depot 15.20 Office Supplies - CH Office Depot 58.03 Check Total: 18.93 Repairs & Maint Routine - SpC Pace Supply 85.65 Check Total: 85.65 Spec Dept Exp - Water Pep Boys 13.82 Spec Dept Exp - Water Pep Boys 6.50 Check Total: 20.32 Contract Svcs - PGRC Petaluma Health Center 8,750.09 Page 4 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 8,750.09 245918 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet Productivity Plus Account 158.49 245918 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet Productivity Plus Account 0.17 245918 03/20/2018 General Fund Sales Tax Payable Productivity Plus Account -0.17 245918 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet Productivity Plus Account 128.31 245918 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet Productivity Plus Account 0.60 245918 03/20/2018 General Fund Sales Tax Payable Productivity Plus Account -0.60 Check Total: 286.80 245919 03/20/2018 ISF - Fleet Veh Repairs for Police -Fleet Rohnert Park Transmission 2,695.00 245919 03/20/2018 ISF - Fleet Veh Repairs for DS -Fleet Rohnert Park Transmission 2,809.99 Check Total: 5,504.99 245920 03/20/2018 ISF - Fleet Veh Repairs for Police -Fleet Santa Rosa Auto Parts 26.03 245920 03/20/2018 ISF - Fleet Veh Repairs for Police -Fleet Santa Rosa Auto Parts 338.91 245920 03/20/2018 ISF - Fleet Veh Repairs for Police -Fleet Santa Rosa Auto Parts 22.85 245920 03/20/2018 ISF - Fleet Veh Repairs for DS -Fleet Santa Rosa Auto Parts 154.19 245920 03/20/2018 ISF - Fleet Spec Dept Exp - Fleet Santa Rosa Auto Parts 31.50 245920 03/20/2018 ISF - Fleet Veh Repairs for Fire -Fleet Santa Rosa Auto Parts 131.65 245920 03/20/2018 ISF - Fleet Spec Dept Exp - Fleet Santa Rosa Auto Parts 33.76 245920 03/20/2018 ISF - Fleet Veh Repairs for Fire -Fleet Santa Rosa Auto Parts 6.41 Check Total: 745.30 245921 03/20/2018 Federal Asset Forfeiture SRF Uniforms -Fed AssetForft BPVest Santa Rosa Uniform & Career Apparel 1,270.91 Check Total: 1,270.91 245922 03/20/2018 Abandoned Veh Abatement-AVA Vehicles - AVA ScottSeanor 734.42 Check Total: 734.42 245923 03/20/2018 ISF - Fleet Veh Repairs for Water -Fleet Sebastopol Bearing & Hydraulic Co., Inc. 155.29 245923 03/20/2018 ISF - Fleet Veh Repairs for Water -Fleet Sebastopol Bearing & Hydraulic Co., Inc. 0.30 245923 03/20/2018 General Fund Sales Tax Payable Sebastopol Bearing & Hydraulic Co., Inc. -0.30 Check Total: 155.29 245924 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet Six Robblees' Inc. 9.36 Check Total: 9.36 245925 03/20/2018 ISF - Fleet Veh Repairs for DS -Fleet Smothers 35.62 Check Total: 35.62 Page 5 of 31 Check Number Check Date Fund Name Account Name 245926 03/20/2018 Water Utility Fund SystemRepair - Water 245927 03/20/2018 General Fund Spec Dept Exp - Parks 245927 03/20/2018 General Fund Spec Dept Exp - Parks 245927 03/20/2018 General Fund Sales Tax Payable 245928 03/20/2018 Water Utility Fund SystemRepair - Water 245928 03/20/2018 Water Utility Fund SystemRepair - Water 245928 03/20/2018 General Fund Sales Tax Payable 245928 03/20/2018 Water Utility Fund SystemRepair - Water 245928 03/20/2018 Water Utility Fund SystemRepair - Water 245928 03/20/2018 General Fund Sales Tax Payable 245929 03/20/2018 General Fund Advertising - NonDept 245929 03/20/2018 General Fund Advertising - NonDept 245930 03/20/2018 Water Utility Fund SystemRepair - Water 245930 03/20/2018 Water Utility Fund SystemRepair - Water 245930 03/20/2018 Water Utility Fund SystemRepair - Water Vendor Name Superior Supplies Inc. Check Total: Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Check Total: Syar Industries Inc. Syar Industries Inc. Syar Industries Inc. Syar Industries Inc. Syar Industries Inc. Syar Industries Inc. Check Total: The Community Voice/Shah Family LLC The Community Voice/Shah Family LLC Check Total: Wheeler Zamaroni Wheeler Zamaroni Wheeler Zamaroni 245931 03/20/2018 General Fund Advertising - Productions US BANK 245931 03/20/2018 General Fund Advertising - Productions US BANK 245931 03/20/2018 General Fund Productions - Production US BANK 245931 03/20/2018 General Fund Advertising - Productions US BANK 245931 03/20/2018 General Fund Production - Youth Prgrms PAC US BANK 245931 03/20/2018 General Fund Spec Dept Exp - Production US BANK 245932 03/20/2018 General Fund License Permit & Fees-Strm Dm US BANK 245932 03/20/2018 Sewer Utility Fund Training & Travel -Sewer US BANK 245932 03/20/2018 Sewer Utility Fund Training & Travel -Sewer US BANK 245932 03/20/2018 Sewer Utility Fund Training & Travel -Sewer US BANK 245932 03/20/2018 General Fund License Permit & Fees-Strm Dm US BANK 245933 03/20/2018 General Fund Spec Dept Exp - SrC US Bank 245933 03/20/2018 General Fund Spec Dept Exp - SrC US Bank Page 6 of 31 Check Total: Check Total: Check Total: Amount 117.86 117.86 124.34 0.58 -0.58 124.34 326.00 1.50 -1.50 106.85 0.49 -0.49 432.85 252.00 228.00 480.00 117.32 117.32 117.32 351.96 79.99 101.08 453.66 90.00 40.28 35.00 800.01 289.25 590.00 295.00 295.00 25.19 1,494.44 35.84 19.54 Check Number Check Date Fund Name Account Name Vendor Name Amount 245933 03/20/2018 General Fund Spec Dept Exp - SrC US Bank 6.99 245933 03/20/2018 General Fund Spec Dept Exp - SrC US Bank 61.00 245933 03/20/2018 General Fund Excursions - SrC US Bank 50.00 245933 03/20/2018 General Fund Postage & Shipping - SrC US Bank 100.00 245933 03/20/2018 General Fund Postage & Shipping - SrC US Bank 50.00 Check Total: 323.37 245934 03/20/2018 General Fund Training & Travel - Parks US Bank 100.00 Check Total: 100.00 245935 03/20/2018 ISF - Fleet Spec Dept Exp - Fleet US Bank 43.43 245935 03/20/2018 ISF - Fleet Veh Repairs for Sewer --Fleet US Bank 45.00 245935 03/20/2018 ISF - Fleet Veh Repairs for Water -Fleet US Bank 135.00 245935 03/20/2018 ISF - Fleet Veh Repairs for Fire -Fleet US Bank 180.00 245935 03/20/2018 ISF - Fleet Veh Repairs for Parks -Fleet US Bank 135.00 245935 03/20/2018 ISF - Fleet Veh Repairs for Fire -Fleet US Bank 6.99 Check Total: 545.42 245936 03/20/2018 General Fund Productions - Production US Bank 31.98 245936 03/20/2018 General Fund Productions - Production US Bank 16.00 245936 03/20/2018 General Fund Productions - Production US Bank 7.76 245936 03/20/2018 General Fund Spec Dept Exp -PAC US Bank 16.36 245936 03/20/2018 General Fund Productions - Production US Bank 104.21 245936 03/20/2018 General Fund Productions - Production US Bank 61.62 245936 03/20/2018 General Fund Productions - Production US Bank 16.18 245936 03/20/2018 General Fund Spec Dept Exp -PAC US Bank 13.67 245936 03/20/2018 General Fund Productions - Production US Bank 42.97 245936 03/20/2018 General Fund Productions - Production US Bank 57.49 245936 03/20/2018 General Fund Productions - Production US Bank 137.46 245936 03/20/2018 General Fund Productions - Production US Bank 21.02 Check Total: 526.72 245937 03/20/2018 General Fund Concession Purchases - PAC US Bank 53.72 245937 03/20/2018 General Fund Advertising - Productions US Bank 95.00 245937 03/20/2018 General Fund Concession Purchases - PAC US Bank 13.28 245937 03/20/2018 General Fund Postage & Shipping -Production US Bank 12.90 Check Total: 174.90 245938 03/20/2018 General Fund Repairs & Maint Routine -H Pool US Bank 21.99 245938 03/20/2018 ISF - Fleet Training & Travel - Fleet US Bank 695.00 Check Total- 716.99 Page 7 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 245939 03/20/2018 Water Utility Fund Vehicle Rep/Maint - Water US Bank 21.99 245939 03/20/2018 Water Utility Fund Vehicle Rep/Maint - Water US Bank 21.99 Check Total: 43.98 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 211.36 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 26.98 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 314.70 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 229.43 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 13.99 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK -314.70 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 96.96 245940 03/20/2018 General Fund Concession Purchases - PAC US BANK 214.98 Check Total: 793.70 245941 03/20/2018 General Fund Repairs & Maint Routine-H Pool US Bank 78.14 245941 03/20/2018 General Fund Repairs & Maint Routine-H Pool US Bank 29.48 245941 03/20/2018 General Fund Repairs & Maint Routine-H Pool US Bank 37.78 245941 03/20/2018 General Fund Repairs & Maint Routine-H Pool US Bank 113.70 245941 03/20/2018 General Fund Repairs & Maint Routine-H Pool US Bank 18.76 245941 03/20/2018 General Fund Repairs & Maint Routine - SpC US Bank 15.26 245941 03/20/2018 General Fund Repairs & Maint Routine - SpC US Bank 143.12 Check Total: 436.24 245942 03/20/2018 General Fund Equipment under 5K - PAC US Bank 79.57 245942 03/20/2018 General Fund Equipment under 5K - PAC US Bank 225.27 245942 03/20/2018 General Fund Repairs & Maint Routine-PAC US Bank 12.99 245942 03/20/2018 General Fund Repairs & Maint Routine-PAC US Bank 302.09 245942 03/20/2018 General Fund Concession Purchases - PAC US Bank 142.93 245942 03/20/2018 General Fund Repairs & Maint Routine-PAC US Bank 65.41 245942 03/20/2018 General Fund Productions - Production US Bank 206.17 245942 03/20/2018 General Fund Repairs & Maint Routine-PAC US Bank 18.37 245942 03/20/2018 General Fund Spec Dept Exp -PAC US Bank 168.49 245942 03/20/2018 General Fund Productions - Production US Bank 147.53 Check Total: 1,368.82 245943 03/20/2018 Water Utility Fund Equipment under 5K - Water US Bank 337.85 245943 03/20/2018 Water Utility Fund Equipment under 5K - Water US Bank 315.58 245943 03/20/2018 Water Utility Fund Dues & Subscription - Water US Bank 80.00 Check Total: 733.43 245944 03/20/2018 General Fund Dues & Subscription - RPCC US Bank 396.00 245944 03/20/2018 General Fund Publicity - RPCC US Bank 47.50 Page 8 of 31 Check Number Check Date Fund Name 245944 03/20/2018 General Fund 245944 03/20/2018 General Fund 245944 03/20/2018 General Fund 245944 03/20/2018 General Fund 245944 03/20/2018 General Fund 245945 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245946 03/20/2018 General Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245947 03/20/2018 Sewer Utility Fund 245948 03/20/2018 Sewer Utility Fund 245949 03/20/2018 General Fund 245950 03/20/2018 Water Utility Fund 245951 03/20/2018 Water Utility Fund Account Name Vendor Name Publicity - SpC US Bank Community Event Expenses -RPCC US Bank Publicity - RPCC US Bank Community Event Expenses -RPCC US Bank Community Event Expenses -RPCC US Bank Uniform Purchases - PW US Bank Office Supplies - SpC US Bank Sports Supplies - SpC US Bank Concession Purchases - SpC US Bank Concession Purchases - SpC US Bank Sports Supplies - SpC US Bank Dues & Subscription - SpC US Bank Office Supplies - SpC US Bank Office Supplies - SpC US Bank Spec Dept Exp - SpC US Bank Sports Supplies - SpC US Bank SmTools & Equip - Sewer US Bank SmTools & Equip - Sewer US Bank Spec Dept Exp -Sewer US Bank SmTools & Equip - Sewer US Bank Spec Dept Exp -Sewer US Bank Spec Dept Exp -Sewer US Bank Spec Dept Exp -Sewer US Bank SystemRepair - Sewer US Bank Vehicle Rep/Maint - Sewer US Bank Gas & Oil - Streets US Bank SystemRepair - Water US bank Spec Dept Exp - Water US Bank Page 9 of 31 Check Total: Check Total: Check Total: Check Total: Check Total: Check Total. Check Total: Amount 47.50 29.05 19.00 170.00 16.74 725.79 67.61 67.61 70.42 119.46 489.50 311.21 86.50 11.99 48.23 201.12 25.00 40.97 1,404.40 13.04 -17.91 15.97 17.91 48.10 151.99 42.82 598.00 869.92 31.99 31.99 16.92 16.92 21.59 21.59 36.79 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 36.79 245952 03/20/2018 Sewer Utility Fund Spec Dept Exp -Sewer US Bank 29.98 245952 03/20/2018 Sewer Utility Fund Spec Dept Exp -Sewer US Bank 10.49 Check Total: 40.47 245953 03/20/2018 General Fund Spec Dept Exp - H Pool US BANK 33.61 245953 03/20/2018 General Fund Spec Dept Exp - H Pool US BANK 87.99 Check Total; 121.60 245954 03/20/2018 Water Utility Fund Spec Dept Exp - Water US Bank 96.58 Check Total: 96.58 245955 03/20/2018 General Fund Janitorial Svcs- PW ABM Janitorial North Calif-LA 457.73 245955 03/20/2018 Sewer Utility Fund Janitorial Svcs - SWR ABM Janitorial North Calif-LA 194.79 Check Total_ 652.52 245956 03/20/2018 ISF - Fleet Uniform Laundry Svcs -Fleet Aramark 27.86 245956 03/20/2018 General Fund Uniform Laundry Svcs-PW Aramark 75.70 245956 03/20/2018 Sewer Utility Fund Uniform Laundry Svcs -Sewer Aramark 32.04 245956 03/20/2018 Water Utility Fund Uniform Laundry Svcs -Water Aramark 43.98 245956 03/20/2018 General Fund Uniform Laundry Svcs-Street Aramark 24.54 245956 03/20/2018 General Fund Uniform Laundry Svcs -Parks Aramark 95.74 Check Total: 299.86 245957 03/20/2018 General Fund Spec Dept Exp - Parks B.W.S. Distributors Inc 131.54 Check Total: 131.54 245958 03/20/2018 General Fund Spec Dept Exp - CH Buchanan Food Service 190.17 Check Total: 190.17 245959 03/20/2018 General Fund Legal Svcs - Legal Burke, Williams & Sorensen, LLP 1,871.48 Check Total: 1,871.48 245960 03/20/2018 General Fund Dues & Subscription - Police CA PEACE OFFICER'S ASSO 500.00 Check Total: 500.00 245961 03/20/2018 Public Facility Finance Plan SubR Expansion Debt Service City of Santa Rosa 71,110.02 245961 03/20/2018 Sewer Utility Fund Laguna Plant - Sewer City of Santa Rosa 729,848.48 Check Total: 800,958.50 Page 10 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 245962 03/20/2018 General Fund Contract Svcs - DS Code Source 170.00 Check Total: 170.00 245963 03/20/2018 ISF - Fleet Spec Dept Exp - Fleet Complete Welders Supply 173.27 245963 03/20/2018 ISF - Fleet Spec Dept Exp - Fleet Complete Welders Supply 10.64 Check Total: 183.91 245964 03/20/2018 General Fund Contract Svcs - Streets DC Electric Group Inc. 4,967.29 245964 03/20/2018 General Fund Contract Svcs - Streets DC Electric Group Inc. 6,537.68 Check Total: 11,504.97 245965 03/20/2018 General Fund Recruitment - RPCC Department of Justice 26.67 245965 03/20/2018 General Fund Recruitment - SpC Department of Justice 26.67 245965 03/20/2018 General Fund Recruitment - Parks Department of Justice 10.66 245965 03/20/2018 General Fund Recruitment - DS Department of Justice 32.00 245965 03/20/2018 General Fund Recruitment - Police Department of Justice 32.00 245965 03/20/2018 General Fund Recruitment - CM Department of Justice 32.00 245965 03/20/2018 Casino Public Service Fund Recruitment - RPSC Department of Justice 32.00 Check Total: 192.00 245966 03/20/2018 General Fund Repairs & Maint Routine -H Pool Eureka Oxygen Co. 204.92 245966 03/20/2018 Sewer Utility Fund Equip Lease - Sewer Eureka Oxygen Co. 60.16 Check Total: 265.08 245967 03/20/2018 ISF - Information Technology Contract Svcs - IT First Alarm Securities Services 92.67 245967 03/20/2018 General Fund Contract Svcs - PW First Alarm Securities Services 483.84 245967 03/20/2018 Sewer Utility Fund Contractual Svs -Sewer First Alarm Securities Services 611.16 245967 03/20/2018 Sewer Utility Fund Contractual Svs -Sewer First Alarm Securities Services 496.56 Check Total: 1,684.23 245968 03/20/2018 General Fund Unleaded Fuel Inventory Flyers Energy 894.77 Check Total: 894.77 245969 03/20/2018 Water Utility Fund SmTools & Equip - WTR Friedman's Home Improvement 59.28 245969 03/20/2018 Water Utility Fund SmTools & Equip - WTR Friedman's Home Improvement 0.28 245969 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.28 245969 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 152.34 245969 03/20/2018 General Fund Tree Removal In -Lieu Fee Dep Friedman's Home Improvement 152.34 245969 03/20/2018 General Fund Tree In Lieu Revenue - Parks Friedman's Home Improvement -152.34 245969 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 0.71 245969 03/20/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.71 245969 03/20/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 104.79 Page 11 of 31 Check Number Check Date Fund Name Account Name 245969 03/20/2018 General Fund Spec Dept Exp - Parks 245969 03/20/2018 General Fund Sales Tax Payable 245969 03/20/2018 General Fund Spec Dept Exp - Streets 245969 03/20/2018 General Fund Spec Dept Exp - Streets 245969 03/20/2018 General Fund Spec Dept Exp - Streets 245970 03/20/2018 General Fund Spec Dept Exp - Parks Vendor Name Friedman's Home Improvement Friedman's Home Improvement Friedman's Home Improvement Friedman's Home Improvement Friedman's Home Improvement Check Total: Gardeners Aid 245971 03/20/2018 General Fund Rpr & Maint Non-Routin-Library Dan George Check Total: Check Total: 245972 03/20/2018 General Fund SmTools & Equip - Parks Grainger Inc. 245972 03/20/2018 General Fund SmTools & Equip - Street Grainger Inc. 245972 03/20/2018 General Fund SmTools & Equip - PW Grainger Inc. 245972 03/20/2018 General Fund Repairs & Maint Routine -H Pool Grainger Inc. 245972 03/20/2018 General Fund Repairs & Maint Routine - SpC Grainger Inc. 245972 03/20/2018 General Fund Repairs & Maint Routine -M Pool Grainger Inc. 245972 03/20/2018 General Fund Repairs & Maint Routine - SpC Grainger Inc. 245972 03/20/2018 Water Utility Fund SystemRepair - Water Grainger Inc. 245972 03/20/2018 Sewer Utility Fund Spec Dept Exp -Sewer Grainger Inc. 245972 03/20/2018 General Fund Repairs & Maint Routine -M Pool Grainger Inc. 245972 03/20/2018 Sewer Utility Fund Spec Dept Exp -Sewer Grainger Inc. 245972 03/20/2018 Water Utility Fund Spec Dept Exp - Water Grainger Inc. 245972 03/20/2018 Sewer Utility Fund Spec Dept Exp -Sewer Grainger Inc. Check Total: 245973 03/20/2018 Water Utility Fund SystemRepair - Water Kelly Moore Paint Company Inc Check Total: 245974 03/20/2018 Sewer Utility Fund License Permit & Fees - Sewer Occupational Health Centers of California Check Total: 245975 03/20/2018 Water Utility Fund Spec Dept Exp - Water Power Industries 245975 03/20/2018 Water Utility Fund Spec Dept Exp - Water Power Industries Check Total: 245976 03/20/2018 Water Utility Fund SystemRepair - Water R&B Company 245976 03/20/2018 Water Utility Fund SystemRepair - Water R&B Company 245976 03/20/2018 General Fund Sales Tax Payable R&B Company 245976 03/20/2018 Water Utility Fund SystemRepair - Water R&B Company Page 12 of 31 Amount 0.51 -0.51 44.64 0.22 -0.22 361.05 524.81 524.81 2,875.00 2,875.00 1,000.00 3,700.00 318.39 24.77 71.17 191.88 14.03 10.72 29.47 53.50 28.96 14.73 44.19 5,501.81 16.06 16.06 86.50 86.50 87.23 88.87 176.10 2,301.41 10.64 -10.64 1,316.88 Check Number Check Date 245976 03/20/2018 245976 03/20/2018 245977 03/20/2018 245977 03/20/2018 245977 03/20/2018 245978 03/20/2018 245978 03/20/2018 245979 03/20/2018 245980 03/20/2018 245981 03/20/2018 245981 03/20/2018 245981 03/20/2018 245982 03/20/2018 245982 03/20/2018 245982 03/20/2018 245982 03/20/2018 Fund Name Water Utility Fund General Fund General Fund General Fund Water Utility Fund General Fund General Fund General Fund ISF - Information Technology General Fund General Fund General Fund Capital Projects Fund Capital Projects Fund Capital Projects Fund Capital Projects Fund Account Name SystemRepair - Water Sales Tax Payable Spec Dept Exp - RPCC Repairs & Maint Routine - PW Equipment under 5K - Water Spec Dept Exp - Parks Repairs & Maint Routine-StormD Repairs & Maint Routine-ASBIdg Contract Svcs - IT Contract Svcs - DS Contract Svcs - DS Contract Svcs - DS PR -78 PAC Roof Replacement PR -73 PAC HVAC Replacement Retention Payable - CIP Retention Payable - CIP 245983 03/20/2018 General Fund Spec Dept Exp - Parks 245983 03/20/2018 General Fund Tree Removal In -Lieu Fee Dep 245983 03/20/2018 General Fund Tree In Lieu Revenue - Parks 245983 03/20/2018 General Fund Spec Dept Exp - Parks 245983 03/20/2018 General Fund Spec Dept Exp - Parks 245983 03/20/2018 General Fund Sales Tax Payable 245984 03/20/2018 General Fund Developer Refundable Deposits 245984 03/20/2018 General Fund 2297 Revenue - DS 245984 03/20/2018 General Fund 2297 Expenses - DS 245984 03/20/2018 Capital Projects Fund Sonoma Mtn Village Project Page 13 of 31 Vendor Name R&B Company R&B Company Check Total: Redwood Lock Inc. Redwood Lock Inc. Redwood Lock Inc. Check Total: Reliable Hardware & Steel Co. Reliable Hardware & Steel Co. Check Total: RJ Mechanical Inc. Check Total: SharePoint Maven Check Total: Shums Coda Associates Inc Shums Coda Associates Inc Shums Coda Associates Inc Check Total Stronger Building Services Stronger Building Services Stronger Building Services Stronger Building Services Check Total: Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Sweet Lane Nursery and Vineyards, Inc. Check Total: The Community Voice/Shah Family LLC The Community Voice/Shah Family LLC The Community Voice/Shah Family LLC The Community Voice/Shah Family LLC Amount 6.09 -6.09 3,618.29 60.83 17.92 508.00 586.75 15.86 640.77 656.63 312.02 312.02 742.50 742.50 180.00 36,089.13 169.40 36,438.53 248,082.13 5,429.28 -12,404.11 -271.46 240,835.84 82.50 82.50 -82.50 547.33 2.91 -2.91 629.83 576.00 -576.00 576.00 216.00 Check Number Check Date Fund Name Account Name Vendor Name Amount 245984 03/20/2018 General Fund Developer Refundable Deposits The Community Voice/Shah Family LLC 192.00 245984 03/20/2018 General Fund 2297 Revenue - DS The Community Voice/Shah Family LLC -192.00 245984 03/20/2018 General Fund 2297 Expenses - DS The Community Voice/Shah Family LLC 192.00 Check Total: 984.00 245985 03/20/2018 General Fund Contract Svcs - Parks UCPNB 2,500.00 Check Total: 2,500.00 245986 03/20/2018 General Fund Office Supplies - Finance Vecmar Computer Solutions 49.10 245986 03/20/2018 General Fund Office Supplies - Finance Vecmar Computer Solutions 3.45 245986 03/20/2018 General Fund Sales Tax Payable Vecmar Computer Solutions -3.45 Check Total: 49.10 245987 03/20/2018 General Fund Spec Dept Exp - Streets Wheeler Zamaroni 146.64 Check Total: 146.64 245988 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 34.99 245988 03/22/2018 General Fund Meetings & Travel - Fire US Bank 129.74 245988 03/22/2018 General Fund Training & Travel - Police US Bank 240.00 245988 03/22/2018 General Fund Training & Travel - Police US Bank 79.10 245988 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 68.23 245988 03/22/2018 General Fund Spec Dept Exp - PS Bldg -South US Bank 64.44 245988 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 78.64 Check Total: 695.14 245989 03/22/2018 General Fund Training & Travel - Police US Bank 529.56 245989 03/22/2018 General Fund Training & Travel - Police US Bank 188.35 245989 03/22/2018 General Fund Training & Travel - Police US Bank 674.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank -674.00 245989 03/22/2018 General Fund Training & Travel - Fire US Bank 270.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 495.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 510.40 245989 03/22/2018 General Fund Training & Travel - Police US Bank 510.40 245989 03/22/2018 General Fund Training & Travel - Police US Bank 99.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank -100.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 496.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 496.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 155.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 20.00 245989 03/22/2018 General Fund Training & Travel - Police US Bank 135.97 245989 03/22/2018 General Fund Training & Travel - Police US Bank 135.97 245989 03/22/2018 General Fund Training & Travel - Police US Bank 135.97 Page 14 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 4,077.62 245990 03/22/2018 General Fund Training & Travel - Police US Bank 132.60 245990 03/22/2018 General Fund Equipment under 5K - Fire US Bank 173.80 245990 03/22/2018 General Fund Equipment under 5K - Police US Bank 130.34 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 139.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 139.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 139.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 139.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 125.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 125.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 125.00 245990 03/22/2018 General Fund Training & Travel - Fire US Bank 125.00 245990 03/22/2018 General Fund Spec Dept Exp - Fire US Bank 154.43 245990 03/22/2018 General Fund Equipment under 5K - Police US Bank -178.42 245990 03/22/2018 General Fund Equipment under 5K - Police US Bank 195.93 245990 03/22/2018 General Fund Equipment under 5K - Police US Bank 178.42 245990 03/22/2018 General Fund Meetings & Travel - Police US Bank 131.17 245990 03/22/2018 General Fund Meetings & Travel - Fire US Bank 39.66 245990 03/22/2018 General Fund Gas & Oil - Police US Bank 15.20 245990 03/22/2018 General Fund Spec Dept Exp -Police US Bank 10.81 245990 03/22/2018 General Fund Training & Travel - Police US Bank 278.60 Check Total: 2,318.54 245991 03/22/2018 General Fund Dues & Subscription - Police US BANK 45.00 245991 03/22/2018 General Fund Dues & Subscription - Police US BANK 50.00 Check Total: 95.00 245992 03/22/2018 General Fund Softw License & Maint- PS US Bank 1,082.40 245992 03/22/2018 General Fund Equipment under 5K - Police US Bank 47.23 245992 03/22/2018 General Fund Office Supplies - Police US Bank 20.55 Check Total: 1,150.18 245993 03/22/2018 General Fund SmTools & Equip - Police US Bank 141.26 245993 03/22/2018 General Fund SmTools & Equip - Police US Bank 167.16 245993 03/22/2018 General Fund Meetings & Travel - Police US Bank 113.70 245993 03/22/2018 General Fund Spec Dept Exp -Police US Bank 21.78 245993 03/22/2018 General Fund Office Supplies - Police US Bank 35.71 245993 03/22/2018 General Fund Spec Dept Exp -Police US Bank 43.29 Check Total: 522.90 245994 03/22/2018 General Fund Spec Dept Exp - AS US Bank 70.40 Page 15 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 70.40 245995 03/22/2018 General Fund Training & Travel - Police US Bank 99.48 Check Total: 99.48 245996 03/22/2018 General Fund Uniform Purchases - Fire US Bank 290.35 Check Total: 290.35 245997 03/22/2018 General Fund Office Equip - Police US Bank 324.79 245997 03/22/2018 General Fund Office Equip - Police US Bank 324.79 Check Total: 649.58 245998 03/22/2018 General Fund Spec Dept Exp - AS US Bank 130.32 245998 03/22/2018 General Fund Spec Dept Exp - AS US Bank 29.98 245998 03/22/2018 General Fund Spec Dept Exp - AS US Bank 70.80 245998 03/22/2018 General Fund Postage & Shipping - AS US Bank 13.22 Check Total: 244.32 245999 03/22/2018 General Fund Equipment under 5K - Fire US Bank 33.21 245999 03/22/2018 General Fund Repair & Maint Equip - Fire US Bank 196.32 245999 03/22/2018 General Fund Repair & Maint Equip - Fire US Bank 141.16 245999 03/22/2018 General Fund Repair & Maint Equip - Fire US Bank 151.34 245999 03/22/2018 General Fund Repair & Maint Equip - Fire US Bank 141.84 245999 03/22/2018 General Fund Spec Dept Exp - Fire US Bank 29.06 245999 03/22/2018 General Fund Spec Dept Exp - Fire US Bank 21.80 245999 03/22/2018 General Fund Spec Dept Exp - Fire US Bank 13.52 245999 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 41.84 Check Total: 770.09 246000 03/22/2018 General Fund Training & Travel - Police US Bank 98.41 246000 03/22/2018 General Fund Training & Travel - Police US Bank 75.53 246000 03/22/2018 General Fund Training & Travel - Police US Bank 51.94 Check Total: 225.88 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 163.09 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 8.62 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 30.87 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 11.91 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 18.98 246001 03/22/2018 General Fund Spec Dept Exp - PS Bldg -North US Bank 15.03 Check Total: 248.50 Page 16 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246002 03/22/2018 ISF - Information Technology Telephone & Internet - IT AT&T 2,689.25 Check Total: 2,689.25 246003 03/22/2018 General Fund Telephone& Internet - M Pool AT&T 55.00 Check Total: 55.00 246004 03/22/2018 General Fund Telephone & Internet - RPCC AT&T 18.66 Check Total: 18.66 246005 03/22/2018 ISF - Information Technology Telephone & Internet - IT AT&T 603.40 Check Total: 603.40 246006 03/22/2018 General Fund Telephone & Intern - PS Bldg -S AT&T 38.96 Check Total: 38.96 246007 03/22/2018 ISF - Information Technology Telephone & Internet - IT AT&T 1,002.02 Check Total: 1,002.02 246008 03/22/2018 General Fund Telephone & Intern - PS Bldg -N AT&T 38.96 Check Total: 38.96 246009 03/22/2018 General Fund Telephone & Internet - H Pool AT&T 39.08 Check Total: 39.08 246010 03/22/2018 ISF - Information Technology Telephone & Internet - IT CA Department of Technology 2,606.00 Check Total: 2,606.00 246011 03/22/2018 General Fund Office Equip - Police CDW Government 184.88 246011 03/22/2018 ISF - Information Technology Softwr License & Maint - IT CDW Government 728.04 Check Total: 912.92 246012 03/22/2018 General Fund Telephone & Internet - SrC Comcast 10.72 246012 03/22/2018 General Fund Telephone & Internet - SrC Comcast 42.24 246012 03/22/2018 General Fund Telephone & Internet - PW Comcast 26.74 246012 03/22/2018 General Fund Telephone & Internet - B Pool Comcast 151.14 Check Total; 230.84 246013 03/22/2018 Wilfred Widening Maintenc JEPA PG&E - WIlfred JEPA Pacific Gas & Electric 93.87 246013 03/22/2018 General Fund PG&E - Streets Pacific Gas & Electric 412.88 Check Total: 506.75 Page 17 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246014 03/22/2018 General Fund PG&E - Streets Pacific Gas & Electric 9.53 246014 03/22/2018 General Fund PG&E - CH Pacific Gas & Electric 997.69 Check Total: 1,007.22 246015 03/23/2018 General Fund Standard Ins Payable MYERS-STEVENS & CO INC 1,589.20 Check Total: 1,589.20 246016 03/23/2018 General Fund Def Comp Payable-Gw Nationwide Retirement Solutions 200.00 Check Total: 200.00 246017 03/23/2018 General Fund Prepaid Legal Services Pre -Paid Legal Services, Inc. 75.75 Check Total: 75.75 246018 03/23/2018 General Fund REMIF Health Ins Payable Redwood Empire Municipal Insurance Fund 22,494.00 246018 03/23/2018 General Fund REMIF Health Ins -Retiree Med Redwood Empire Municipal Insurance Fund 34,622.00 Check Total: 57,116.00 246019 03/26/2018 Capital Projects Fund TR -35 Keiser Recon West Segmen Associated Right of Way 150.00 Check Total: 150.00 246020 03/26/2018 General Fund Spec Dept Exp - Streets The Barricade Company 829.62 246020 03/26/2018 General Fund Spec Dept Exp - Streets The Barricade Company 3.84 246020 03/26/2018 General Fund Sales Tax Payable The Barricade Company -3.84 246020 03/26/2018 Water Utility Fund Spec Dept Exp - Water The Barricade Company 86.28 246020 03/26/2018 Water Utility Fund Spec Dept Exp - Water The Barricade Company 0.40 246020 03/26/2018 General Fund Sales Tax Payable The Barricade Company -0.40 246020 03/26/2018 General Fund Spec Dept Exp - Parks The Barricade Company 59.41 246020 03/26/2018 General Fund Spec Dept Exp - Parks The Barricade Company 0.28 246020 03/26/2018 General Fund Sales Tax Payable The Barricade Company -0.28 246020 03/26/2018 General Fund Repairs & Maint Routine - PW The Barricade Company 82.12 246020 03/26/2018 General Fund Repairs & Maint Routine - PW The Barricade Company 0.38 246020 03/26/2018 General Fund Sales Tax Payable The Barricade Company -0.38 Check Total: 1,057.43 246021 03/26/2018 Gen Plan Maintenance Fee Fund General Plan & Labor Project City of Santa Rosa 900.00 Check Total: 900.00 246022 03/26/2018 Successor Agency Housing Fund Contract Svcs - Housing CoreLogic Information Solutions, Inc. 690.48 Check Total: 690.48 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 1,402.50 Page 18 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246023 03/26/2018 Capital Projects Fund Southeast Dist. Specific Plan CSG Consultants Inc 807.50 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 1,275.00 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 255.00 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 1,997.50 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 1,020.00 246023 03/26/2018 General Fund Developer Refundable Deposits CSG Consultants Inc 1,572.50 246023 03/26/2018 General Fund 2297 Revenue - DS CSG Consultants Inc -1,572.50 246023 03/26/2018 General Fund 2297 Expenses - DS CSG Consultants Inc 1,572.50 246023 03/26/2018 General Fund Contract Svcs - DS CSG Consultants Inc 4,590.00 246023 03/26/2018 General Fund Developer Refundable Deposits CSG Consultants Inc 552.50 246023 03/26/2018 General Fund 2297 Revenue - DS CSG Consultants Inc -552.50 246023 03/26/2018 General Fund 2297 Expenses - DS CSG Consultants Inc 552.50 246023 03/26/2018 Capital Projects Fund University Dist. Specific Plan CSG Consultants Inc 6,062.50 246023 03/26/2018 General Fund Developer Refundable Deposits CSG Consultants Inc 255.00 246023 03/26/2018 General Fund 2297 Revenue - DS CSG Consultants Inc -255.00 246023 03/26/2018 General Fund 2297 Expenses - DS CSG Consultants Inc 255.00 246023 03/26/2018 General Fund Developer Refundable Deposits CSG Consultants Inc 907.50 246023 03/26/2018 General Fund 2297 Revenue - DS CSG Consultants Inc -907.50 246023 03/26/2018 General Fund 2297 Expenses - DS CSG Consultants Inc 907.50 Check Total: 20,697.50 246024 03/26/2018 Capital Projects Fund TR-104 Traffic Signal Sys DC Electric Group Inc. 42,000.00 246024 03/26/2018 Capital Projects Fund TR-104 Traffic Signal Sys DC Electric Group Inc. 515.80 246024 03/26/2018 Capital Projects Fund TR-104 Traffic Signal Sys DC Electric Group Inc. 5,600.00 246024 03/26/2018 Capital Projects Fund TR-104 Traffic Signal Sys DC Electric Group Inc. 442.11 Check Total: 48,557.91 246025 03/26/2018 Capital Projects Fund OF-01 Westside PS Building DrafI'ech Blueprinting Inc 30.42 246025 03/26/2018 Capital Projects Fund TR-115 Circle Dr Rehab DrafI'ech Blueprinting Inc 19.55 Check Total: 49.97 246026 03/26/2018 General Fund Contract Svcs - Fire Eureka Oxygen Co. 1,569.51 Check Total: 1,569.51 246027 03/26/2018 General Fund Postage & Shipping - DS FedEx 52.35 Check Total: 52.35 246028 03/26/2018 Sewer Utility Fund Repairs & Maint Routine -Sewer Friedman's Home Improvement 23.35 246028 03/26/2018 Sewer Utility Fund Repairs & Maint Routine -Sewer Friedman's Home Improvement 0.11 246028 03/26/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.11 246028 03/26/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 53.02 246028 03/26/2018 General Fund Spec Dept Exp - Parks Friedman's Home Improvement 0.25 Page 19 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246028 03/26/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.25 246028 03/26/2018 Water Utility Fund SystemRepair - Water Friedman's Home Improvement 51.77 246028 03/26/2018 Water Utility Fund SystemRepair - Water Friedman's Home Improvement 0.24 246028 03/26/2018 General Fund Sales Tax Payable Friedman's Home Improvement -0.24 Check Total: 128.14 246029 03/26/2018 Capital Projects Fund TR -35 Keiser Recon West Segmen GHD 31,253.75 246029 03/26/2018 Sewer Captial Project Fund WW -30 Sewer Lining SSU GHD 3,791.00 Check Total: 35,044.75 246030 03/26/2018 General Fund Developer Refundable Deposits Green Valley Consulting Engineers 1,270.00 246030 03/26/2018 General Fund 2297 Revenue - DS Green Valley Consulting Engineers -1,270.00 246030 03/26/2018 General Fund 2297 Expenses - DS Green Valley Consulting Engineers 1,270.00 Check Total: 1,270.00 246031 03/26/2018 Water Utility Fund SmTools & Equip - WTR HDS WHITE CAP CONST SUPPL 257.34 246031 03/26/2018 Water Utility Fund SmTools & Equip - WTR HDS WHITE CAP CONST SUPPL 1.19 246031 03/26/2018 General Fund Sales Tax Payable HDS WHITE CAP CONST SUPPL -1.19 246031 03/26/2018 Water Utility Fund SmTools & Equip - WTR HDS WHITE CAP CONST SUPPL 123.22 246031 03/26/2018 Water Utility Fund SmTools & Equip - WTR HDS WHITE CAP CONST SUPPL 0.57 246031 03/26/2018 General Fund Sales Tax Payable HDS WHITE CAP CONST SUPPL -0.57 Check Total: 380.56 246032 03/26/2018 Capital Projects Fund OF -01 Westside PS Building Loving Campos Associates, Architects, Inc. 10,915.84 Check Total: 10,915.84 246033 03/26/2018 Capital Projects Fund TR -112 Martin/CommBlvd FDR Rhb MOE ENGINEERING, INC. 6,415.00 246033 03/26/2018 Capital Projects Fund TR -105 State Farm Dr Rehab PhI MOE ENGINEERING, INC. 23,528.75 246033 03/26/2018 Capital Projects Fund TR -105 State Farm Dr Rehab Ph1 MOE ENGINEERING, INC. 15,813.75 Check Total: 45,757.50 246034 03/26/2018 General Fund Vehicle Rep Maint - Police Mr. Sparkle Corp 58.50 246034 03/26/2018 General Fund Vehicle Rep/Maint - Parks Mr. Sparkle Corp 19.50 246034 03/26/2018 Water Utility Fund Vehicle Rep/Maint - Water Mr. Sparkle Corp 184.80 246034 03/26/2018 General Fund Vehicle Rep/Maint - DS Mr. Sparkle Corp 19.50 Check Total: 282.30 246035 03/26/2018 Capital Projects Fund PR -49 Trail to Crane Creek Prk Overland Pacific & Cutler, Inc. 187.50 Check Total: 187.50 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company -231.70 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company -1.07 Page 20 of 31 Check Number Check Date Fund Name Account Name Vendor Name 246036 03/26/2018 General Fund Sales Tax Payable R&B Company 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company 246036 03/26/2018 General Fund Sales Tax Payable R&B Company 246036 03/26/2018 Water Utility Fund Repairs & Maint Routine -Water R&B Company 246036 03/26/2018 Water Utility Fund Repairs & Maint Routine -Water R&B Company 246036 03/26/2018 General Fund Sales Tax Payable R&B Company 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company 246036 03/26/2018 Water Utility Fund SystemRepair - Water R&B Company 246036 03/26/2018 General Fund Sales Tax Payable R&B Company 246037 03/26/2018 Water Utility Fund 246038 03/26/2018 UDSP Regional Traffic Fee Fund 246038 03/26/2018 UDSP Regional Traffic Fee Fund 246038 03/26/2018 General Fund 246038 03/26/2018 Capital Projects Fund 246038 03/26/2018 Capital Projects Fund 246039 03/26/2018 General Fund 246040 03/26/2018 Water Utility Fund 246041 03/26/2018 Water Utility Fund 246041 03/26/2018 Sewer Utility Fund 246041 03/26/2018 Water - Capital Preservation 246042 03/26/2018 Water Utility Fund 246042 03/26/2018 Sewer Utility Fund 246042 03/26/2018 Water - Capital Preservation 246043 03/26/2018 Water Utility Fund 246043 03/26/2018 Sewer Utility Fund 246043 03/26/2018 Water - Capital Preservation Contractual Svs - Water TR -103 Reg Traff Stdy-Non-Cap TR -103 Reg Traff Stdy-Non-Cap Contract Svcs - DS TR -104 Traffic Signal Sys Stdy University Dist. Specific Plan Spec Dept Exp - Streets Water Entr. /Accounts Paya Water Entr. /Accounts Paya Accounts Payable Accounts Payable-CPTL WTR Pres Water Entr. /Accounts Paya Accounts Payable Accounts Payable-CPTL WTR Pres Water Entr. /Accounts Paya Accounts Payable Accounts Payable-CPTL WTR Pres Page 21 of 31 Check Total: Harold E. Sliva Jr. Silva Check Total: Whitlock & Weinberger Transportation, Inc. Whitlock & Weinberger Transportation, Inc. Whitlock & Weinberger Transportation, Inc. Whitlock & Weinberger Transportation, Inc. Whitlock & Weinberger Transportation, Inc. Check Total: Zumar Industries,Inc. Check Total: City of Rohnert Park Check Total: Irene Correia Irene Correia Irene Correia Check Total: Richard Duncan Richard Duncan Richard Duncan Check Total: Jennifer Holly Jennifer Holly Jennifer Holly Amount 1.07 47.95 0.23 -0.23 16.40 0.08 -0.08 674.91 3.12 -3.12 507.56 500.00 500.00 1,335.00 3,292.50 827.50 1,230.00 102.50 6,787.50 107.17 107.17 70.53 70.53 15.13 13.65 1.44 30.22 13.36 9.34 1.42 24.12 26.03 20.67 2.41 Check Number Check Date Fund Name 246044 03/26/2018 Water Utility Fund 246045 03/26/2018 Water Utility Fund 246045 03/26/2018 Sewer Utility Fund 246045 03/26/2018 Water - Capital Preservation 246046 03/26/2018 Water Utility Fund 246046 03/26/2018 Sewer Utility Fund 246046 03/26/2018 Water - Capital Preservation 246047 03/26/2018 Sewer Utility Fund 246047 03/26/2018 Water - Capital Preservation 246047 03/26/2018 Water Utility Fund 246048 03/26/2018 Water Utility Fund 246048 03/26/2018 Sewer Utility Fund 246048 03/26/2018 Water - Capital Preservation 246049 03/26/2018 Water Utility Fund 246049 03/26/2018 Sewer Utility Fund 246049 03/26/2018 Water - Capital Preservation 246050 03/26/2018 General Fund 246051 03/26/2018 General Fund 246051 03/26/2018 ISF - Fleet 246051 03/26/2018 General Fund 246051 03/26/2018 Sewer Utility Fund 246051 03/26/2018 Water Utility Fund 246051 03/26/2018 General Fund 246051 03/26/2018 General Fund Account Name Vendor Name Amount Check Total: 49.11 Water Entr. /Accounts Paya Renee Lipps 21.49 Check Total: 21.49 Water Entr. /Accounts Paya Emily Miller 26.07 Accounts Payable Emily Miller 21.88 Accounts Payable-CPTL WTR Pres Emily Miller 1.47 Check Total: 49.42 Water Entr. /Accounts Paya Maria Pedro 35.33 Accounts Payable Maria Pedro 22.07 Accounts Payable-CPTL WTR Pres Maria Pedro 3.82 Check Total: 61.22 Accounts Payable Cynthia Perry 17.54 Accounts Payable-CPTL WTR Pres Cynthia Perry 1.40 Water Entr. /Accounts Paya Cynthia Perry 16.15 Check Total: 35.09 Water Entr. /Accounts Paya Daniel Smith 124.06 Accounts Payable Daniel Smith 114.21 Accounts Payable-CPTL WTR Pres Daniel Smith 4.53 Check Total: 242.80 Water Entr. /Accounts Paya Arsen Yeremin 35.97 Accounts Payable Arsen Yeremin 47.38 Accounts Payable-CPTL WTR Pres Arsen Yeremin 3.22 Check Total: 86.57 Janitorial Svcs - AS ABM Janitorial North Calif -LA 605.35 Check Total: 605.35 Contract Svcs - AS Aramark 163.85 Uniform Laundry Svcs -Fleet Aramark 29.06 Uniform Laundry Svcs -PW Aramark 75.70 Uniform Laundry Svcs -Sewer Aramark 32.04 Uniform Laundry Svcs -Water Aramark 42.54 Uniform Laundry Svcs -Street Aramark 24.54 Uniform Laundry Svcs -Parks Aramark 88.90 Page 22 of 31 Check Number Check Date Fund Name 246052 03/26/2018 Water Utility Fund 246053 03/26/2018 General Fund 246053 03/26/2018 General Fund 246053 03/26/2018 General Fund 246054 03/26/2018 General Fund 246055 03/26/2018 Capital Projects Fund 246055 03/26/2018 Capital Projects Fund 246056 03/26/2018 ISF - Information Technology 246057 03/26/2018 General Fund 246058 03/26/2018 General Fund 246059 03/26/2018 Casino Public Service Fund 246060 03/26/2018 General Fund 246061 03/26/2018 General Fund 246061 03/26/2018 General Fund 246062 03/26/2018 Water Utility Fund 246062 03/26/2018 General Fund 246062 03/26/2018 Water Utility Fund 246062 03/26/2018 Water Utility Fund 246062 03/26/2018 General Fund Account Name Vendor Name Amount Check Total: 456.63 Uniform & Boot purchase B.W.S. Distributors Inc 37.48 Check Total: 37.48 Clinic expens NOT Sp&NtrElgble Butler Animal Health Holding Company LLC 79.67 Clinic expens NOT Sp&NtrElgble Butler Animal Health Holding Company LLC 329.75 Clinic expens NOT Sp&NtrElgble Butler Animal Health Holding Company LLC 118.55 Check Total: 527.97 Advertising - NonDept Captions Unlimited of Nevada Inc. 330.00 Check Total: 330.00 PR -92 Park Restrooms Carr's Construction Services Inc 117,248.50 Retention Payable - CIP Carr's Construction Services Inc -5,862.43 Check Total: 111,386.07 Office Equip - IT CDW Government 2,430.05 Check Total: 2,430.05 Contract Svcs - DS COMMUNICATION LEASING 187.26 Check Total: 187.26 Clinic expens NOT Sp&NtrElgble Complete Welders Supply 28.00 Check Total: 28.00 Contract Svcs - RPSC Conservation Corps North Bay 5,935.88 Check Total: 5,935.88 Contract Svcs - SrC First Alarm Securities Services 61.80 Check Total: 61.80 Uniform Purchases - Police Flyers Energy 823.69 Uniform Purchases - Police Flyers Energy 673.64 Check Total: 1,497.33 Equipment under 5K - Water Grainger Inc. 737.57 Spec Dept Exp - Parks Grainger Inc. 37.58 Spec Dept Exp - Water Grainger Inc. 14.92 Spec Dept Exp - Water Grainger Inc. 62.92 Spec Dept Exp - Parks Grainger Inc. 439.58 Page 23 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246062 03/26/2018 General Fund Spec Dept Exp - Streets Grainger Inc. 439.59 246062 03/26/2018 General Fund SmTools & Equip - PW Grainger Inc. 244.95 246062 03/26/2018 General Fund Spec Dept Exp - PW Grainger Inc. 1,107.97 246062 03/26/2018 Water Utility Fund Spec Dept Exp - Water Grainger Inc. 37.34 246062 03/26/2018 General Fund Spec Dept Exp - PW Grainger Inc. 277.37 246062 03/26/2018 Water Utility Fund Equipment under 5K - Water Grainger Inc. 2,266.84 246062 03/26/2018 General Fund SmTools & Equip - Parks Grainger Inc. 62.75 246062 03/26/2018 Water Utility Fund Repairs & Maint Routine -Water Grainger Inc. 32.07 246062 03/26/2018 General Fund Repairs & Maint Routine -M Pool Grainger Inc. 45.71 246062 03/26/2018 General Fund Repairs & Maint Routine -M Pool Grainger Inc. 163.35 246062 03/26/2018 Water Utility Fund Equipment under 5K - Water Grainger Inc. -751.25 246062 03/26/2018 Water Utility Fund Equipment under 5K - Water Grainger Inc. 71.61 246062 03/26/2018 Sewer Utility Fund SmTools & Equip - Sewer Grainger Inc. 16.43 246062 03/26/2018 Sewer Utility Fund Spec Dept Exp -Sewer Grainger Inc. 116.56 246062 03/26/2018 Sewer Utility Fund Spec Dept Exp -Sewer Grainger Inc. 40.85 246062 03/26/2018 Water Utility Fund Spec Dept Exp - Water Grainger Inc. 130.69 Check Total: 5,595.40 246063 03/26/2018 General Fund Recruitment - Police Michael T. Hardin 2,100.00 Check Total: 2,100.00 246064 03/26/2018 Water Utility Fund Spec Dept Exp - Water dba:Associated Services Harold A. Steuber,Inc. 53.05 246064 03/26/2018 General Fund Spec Dept Exp - RPCC dba:Associated Services Harold A. Steuber,Inc. 21.55 Check Total: 74.60 246065 03/26/2018 General Fund Contract Svcs - AS The Hitmen Termite & Pest Control 80.00 Check Total: 80.00 246066 03/26/2018 General Fund Contract Svcs - CM Integrity Shred, LLC. 504.00 Check Total: 504.00 246067 03/26/2018 ISF - Information Technology Softwr License & Maint - IT IPswtich, Inc. 1,815.02 Check Total: 1,815.02 246068 03/26/2018 Water Utility Fund Equipment under 5K - Water J.L. Wingert Co 23,343.42 Check Total: 23,343.42 246069 03/26/2018 General Fund SmTools & Equip - Parks John Deere Financial 1,070.34 246069 03/26/2018 General Fund SmTools & Equip - Parks John Deere Financial 4.96 246069 03/26/2018 General Fund Sales Tax Payable John Deere Financial -4.96 Check Total: 1,070.34 Page 24 of 31 Check Number Check Date Fund Name 246070 03/26/2018 General Fund 246071 03/26/2018 General Fund 246072 03/26/2018 General Fund Account Name Equip Lease - CH Contract Svcs - AS Equipment under 5K - Fire 246073 03/26/2018 General Fund Developer Refundable Deposits 246073 03/26/2018 General Fund 2297 Revenue - DS 246073 03/26/2018 General Fund 2297 Expenses - DS 246073 03/26/2018 General Fund Developer Refundable Deposits 246073 03/26/2018 General Fund 2297 Revenue - DS 246073 03/26/2018 General Fund 2297 Expenses - DS 246073 03/26/2018 General Fund Developer Refundable Deposits 246073 03/26/2018 General Fund 2297 Revenue - DS 246073 03/26/2018 General Fund 2297 Expenses - DS 246073 03/26/2018 General Fund Contract Svcs - DS 246073 03/26/2018 Capital Projects Fund Southeast Dist. Specific Plan 246073 03/26/2018 General Fund Contract Svcs - DS 246074 03/26/2018 Water Utility Fund Meters & Supplies existng conn 246075 03/26/2018 General Fund Uniform Purchases - Fire 246076 03/26/2018 General Fund Recruitment - SrC Vendor Name KBA Docusys Inc. Check Total: Koefran Industries Check Total: METRO MOBILE Check Total: MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. MOE ENGINEERING, INC. Check Total: National Meter & Automation, Inc. Check Total: Werle Enterprise,LLC National Print and Promo Check Total: Occupational Health Centers of California Check Total: 246077 03/26/2018 General Fund Office Supplies - Police Office Depot 246077 03/26/2018 General Fund Office Supplies - AS Office Depot 246077 03/26/2018 General Fund Office Supplies - Fire Office Depot 246077 03/26/2018 General Fund Office Supplies - Fire Office Depot 246077 03/26/2018 General Fund Spec Dept Exp - Parks Office Depot 246078 03/26/2018 Water Utility Fund Spec Dept Exp - Water Pep Boys Page 25 of 31 Check Total: Amount 167.95 167.95 400.00 400.00 849.26 849.26 75.00 -75.00 75.00 301.25 -301.25 301.25 652.50 -652.50 652.50 1,300.00 1,577.50 150.00 4,056.25 2,982.60 2,982.60 23.36 23.36 74.50 74.50 30.14 83.17 354.98 304.19 47.98 820.46 28.85 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 28.85 246079 03/26/2018 ISF - Fleet Veh Repairs for Parks -Fleet Peterson Trucks, Inc. 1,872.55 246079 03/26/2018 ISF - Fleet Veh Repairs for Water -Fleet Peterson Trucks, Inc. 1,320.85 246079 03/26/2018 ISF - Fleet Veh Repairs for Water -Fleet Peterson Trucks, Inc. 2.15 246079 03/26/2018 General Fund Sales Tax Payable Peterson Trucks, Inc. -2.15 246079 03/26/2018 ISF - Fleet Veh Repairs for Parks -Fleet Peterson Trucks, Inc. -1,894.08 246079 03/26/2018 ISF - Fleet Veh Repairs for Parks -Fleet Peterson Trucks, Inc. -21.52 246079 03/26/2018 General Fund Sales Tax Payable Peterson Trucks, Inc. 21.52 246079 03/26/2018 ISF - Fleet Veh Repairs for Parks -Fleet Peterson Trucks, Inc. -330.00 246079 03/26/2018 ISF - Fleet Veh Repairs for Parks -Fleet Peterson Trucks, Inc. -3.75 246079 03/26/2018 General Fund Sales Tax Payable Peterson Trucks, Inc. 3.75 Check Total: 969.32 246080 03/26/2018 General Fund Spec Dept Exp - Parks PROPET DISTRIBUTORS INC 2,218.00 246080 03/26/2018 General Fund Sales Tax Payable PROPET DISTRIBUTORS INC -191.31 246080 03/26/2018 General Fund Spec Dept Exp - Parks PROPET DISTRIBUTORS INC 191.31 Check Total: 2,218.00 246081 03/26/2018 General Fund Repairs & Maint Routine-PSMain Redwood Lock Inc. 11.89 Check Total: 11.89 246082 03/26/2018 General Fund Repair & Maint Equip - Parks Rincon Valley Yard and Garden Inc. 466.23 246082 03/26/2018 General Fund Repair & Maint Equip - Parks Rincon Valley Yard and Garden Inc. 10.48 246082 03/26/2018 General Fund Sales Tax Payable Rincon Valley Yard and Garden Inc. -10.48 246082 03/26/2018 General Fund Repair & Maint Equip - Parks Rincon Valley Yard and Garden Inc. 149.36 246082 03/26/2018 General Fund Repair & Maint Equip - Parks Rincon Valley Yard and Garden Inc. 1.97 246082 03/26/2018 General Fund Sales Tax Payable Rincon Valley Yard and Garden Inc. -1.97 246082 03/26/2018 General Fund Spec Dept Exp - Parks Rincon Valley Yard and Garden Inc. 76.02 Check Total: 691.61 246083 03/26/2018 General Fund Uniform Purchases - Police Santa Rosa Uniform & Career Apparel 43.40 Check Total: 43.40 246084 03/26/2018 General Fund Spec Dept Exp - Streets Shamrock Materials 138.58 246084 03/26/2018 General Fund Spec Dept Exp - Streets Shamrock Materials 0.62 246084 03/26/2018 General Fund Sales Tax Payable Shamrock Materials -0.62 246084 03/26/2018 Water Utility Fund Repairs & Maint Routine -Water Shamrock Materials 533.36 246084 03/26/2018 Water Utility Fund Repairs & Maint Routine -Water Shamrock Materials 4.34 246084 03/26/2018 General Fund Sales Tax Payable Shamrock Materials -4.34 Check Total: 671.94 Page 26 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246085 03/26/2018 General Fund Spec Dept Exp - Parks Sherwin Williams 198.73 Check Total: 198.73 246086 03/26/2018 Capital Projects Fund PR-78 PAC Roof Replacement Strata ap Inc. 2,025.00 Check Total: 2,025.00 246087 03/26/2018 General Fund Office Equip - AS Trope Group 749.88 246087 03/26/2018 General Fund Office Equip - AS Trope Group 345.48 Check Total: 1,095.36 246088 03/26/2018 General Fund Contract Svcs - Parks UCPNB 2,500.00 Check Total: 2,500.00 246089 03/26/2018 Water Utility Fund SystemRepair - Water Wheeler Zamaroni 117.32 Check Total: 117.32 246090 03/26/2018 Successor Agency to the CDC Contract Svcs - RSA to CDC WILLDAN FINANCIAL SERVICES 600.00 Check Total: 600.00 246091 03/27/2018 General Fund Aflac Payable AFLAC 1,511.32 Check Total: 1,511.32 246092 03/27/2018 General Fund HSABank Payable HSA Bank 727.00 Check Total: 727.00 246093 03/27/2018 General Fund Def Comp Payable-Gw Nationwide Retirement Solutions 2,067.68 Check Total: 2,067.68 246094 03/27/2018 General Fund Def Comp Payable-Gw Nationwide Retirement Solutions 2,961.84 Check Total: 2,961.84 246095 03/27/2018 General Fund Scope Dues Payable SEIU Local 1021 1,166.79 Check Total: 1,166.79 246096 03/27/2018 General Fund Sutter Hlth Payable Sutter Health Plus 12,178.40 Check Total: 12,178.40 246097 03/27/2018 General Fund Court Order Payable Nation Payment Center US Department of Educatio 616.12 Check Total: 616.12 Page 27 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246098 03/28/2018 General Fund Meetings & Travel - DS Jay Bradford 25.00 246098 03/28/2018 General Fund Meetings & Travel - DS Jay Bradford 25.00 Check Total: 50.00 246099 03/28/2018 Successor Agency Housing Fund Legal Svcs - Housing Burke, Williams & Sorensen, LLP 1,705.60 246099 03/28/2018 General Fund Developer Refundable Deposits Burke, Williams & Sorensen, LLP 1,778.40 246099 03/28/2018 General Fund 2297 Revenue - DS Burke, Williams & Sorensen, LLP -1,778.40 246099 03/28/2018 General Fund 2297 Expenses - DS Burke, Williams & Sorensen, LLP 1,778.40 246099 03/28/2018 General Fund Developer Refundable Deposits Burke, Williams & Sorensen, LLP 807.69 246099 03/28/2018 General Fund 2297 Revenue - DS Burke, Williams & Sorensen, LLP -807.69 246099 03/28/2018 General Fund 2297 Expenses - DS Burke, Williams & Sorensen, LLP 807.69 246099 03/28/2018 General Fund Developer Refundable Deposits Burke, Williams & Sorensen, LLP 4,508.40 246099 03/28/2018 General Fund 2297 Revenue - DS Burke, Williams & Sorensen, LLP -4,508.40 246099 03/28/2018 General Fund 2297 Expenses - DS Burke, Williams & Sorensen, LLP 4,508.40 246099 03/28/2018 General Fund Developer Refundable Deposits Burke, Williams & Sorensen, LLP 174.72 246099 03/28/2018 General Fund 2297 Revenue - DS Burke, Williams & Sorensen, LLP -174.72 246099 03/28/2018 General Fund 2297 Expenses - DS Burke, Williams & Sorensen, LLP 174.72 246099 03/28/2018 Capital Projects Fund Southeast Dist. Specific Plan Burke, Williams & Sorensen, LLP 690.05 246099 03/28/2018 Refuse Utility Fund Legal Expense - Refuse Burke, Williams & Sorensen, LLP 468.00 246099 03/28/2018 Rent Appeals Board Fund Petition Expenditures -RAB Burke, Williams & Sorensen, LLP 4,772.30 Check Total: 14,905.16 246100 03/28/2018 DIVCA AB2987 - PEG Fees Fund Equip over 5K - DIVCA Loud & Clear Audio Visual 22,907.45 Check Total: 22,907.45 246101 03/28/2018 General Fund Rec Refund Clearing Maria Martinez 350.00 Check Total: 350.00 246102 03/28/2018 Refuse Utility Fund Contractal/Professnl Sv-Refuse R3 Consulting Group 3,079.50 Check Total: 3,079.50 246103 03/28/2018 General Fund Training & Travel - Police MIKE WERLE 683.90 Check Total: 683.90 246104 03/28/2018 General Fund Developer Refundable Deposits Co of Sonoma Clerk 83.00 246104 03/28/2018 General Fund 2297 Revenue - DS Co of Sonoma Clerk -83.00 246104 03/28/2018 General Fund 2297 Expenses - DS Co of Sonoma Clerk 83.00 Check Total: 83.00 246105 03/28/2018 General Fund Rec Refund Clearing Credo High School 400.00 Check Total: 400.00 Page 28 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246106 03/28/2018 General Fund Office Supplies - CM DFM ASSOCIATES 54.06 Check Total: 54.06 246107 03/28/2018 General Fund Rec Refund Clearing Natalia Frausto 400.00 Check Total: 400.00 246108 03/28/2018 General Fund Rec Refund Clearing Victoria GHAOUI 16.00 Check Total: 16.00 246109 03/28/2018 General Fund PS Services Nadia Guerrero 10.00 Check Total: 10.00 246110 03/28/2018 General Fund Productions - Production Pamela Jo Johnson 435.00 Check Total: 435.00 246111 03/28/2018 General Fund Production - Youth Prgrms PAC MTI Enterprises, Inc 3,935.66 Check Total: 3,935.66 246112 03/28/2018 General Fund Rec Refund Clearing Josefina Navarrete 350.00 Check Total: 350.00 246113 03/28/2018 General Fund Contract Instructors - RPCC Jose' Riccardo Oliva 351.00 Check Total: 351.00 246114 03/28/2018 General Fund Mgmt Med Reimb- Retiree Med 135.00 Check Total: 135.00 246115 03/28/2018 General Fund Office Supplies - CM Donald Schwartz 54.27 Check Total: 54.27 246116 03/28/2018 General Fund Contract Instructors - RPCC Gay Shelton-Ostadi 891.15 Check Total: 891.15 246117 03/28/2018 General Fund Rec Refund Clearing Rosalie Simmons 16.00 Check Total: 16.00 246118 03/28/2018 ISF - Fleet Veh Rep NonDeptmtl - Fleet Angie Smith 5.00 246118 03/28/2018 ISF - Fleet Veh Repairs for Parks -Fleet Angie Smith 11.42 246118 03/28/2018 Water Utility Fund Training & Travel - WTR Angie Smith 30.46 246118 03/28/2018 ISF - Information Technology Spec Dept Exp - IT Angie Smith 8.66 246118 03/28/2018 ISF - Information Technology Spec Dept Exp - IT Angie Smith 10.40 Page 29 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount 246118 03/28/2018 General Fund Training & Travel - Parks Angie Smith 19.98 246118 03/28/2018 General Fund Vehicle Rep/Maint - PW Angie Smith 21.99 246118 03/28/2018 General Fund Spec Dept Exp - PW Angie Smith 21.55 246118 03/28/2018 General Fund Spec Dept Exp-SoCmplxFires Angie Smith 21.80 246118 03/28/2018 General Fund Training & Travel - Parks Angie Smith 4.42 246118 03/28/2018 General Fund Office Supplies - PW Angie Smith 17.77 246118 03/28/2018 General Fund Vehicle Rep/Maint - Parks Angie Smith 6.50 Check Total: 179.95 246119 03/28/2018 General Fund Rec Refund Clearing Justin Swarts 100.00 Check Total: 100.00 246120 03/28/2018 General Fund Dues & Subscription - Police JEFFREY K. TAYLOR 625.00 Check Total: 625.00 246121 03/28/2018 General Fund Contract Instructors - SpC Jake Waterman 880.00 Check Total: 880.00 246122 03/30/2018 General Fund AmWINS Group -Ret Med AmWins Group Benefits, Inc. 28,329.00 Check Total: 28,329.00 246123 03/30/2018 General Fund Telephone & Internet - PW AT&T 37.67 Check Total: 37.67 246124 03/30/2018 General Fund Telephone & Interne- PS Main AT&T 99.08 Check Total: 99.08 246125 03/30/2018 General Fund Telephone & Internet - PW AT&T 20.38 Check Total: 20.38 246126 03/30/2018 ISF - Fleet Telephone & Internet - Fleet AT&T 39.08 Check Total: 39.08 246127 03/30/2018 General Fund Telephone & Internet - RPCC AT&T 59.26 Check Total: 59.26 246128 03/30/2018 General Fund Telephone & Internet - RPCC AT&T 38.96 Check Total: 38.96 246129 03/30/2018 General Fund Telephone & Internet - PW AT&T 18.66 Page 30 of 31 Check Number Check Date Fund Name Account Name Vendor Name Amount Check Total: 18.66 246130 03/30/2018 General Fund Telephone & Internet - PW AT&T 37.31 Check Total: 37.31 246131 03/30/2018 General Fund Office Equip - Police CDW Government 535.31 Check Total: 535.31 246132 03/30/2018 General Fund Telephone & Intern- Fire Comcast 63.27 246132 03/30/2018 General Fund Telephone & Intern - PS Bldg -N Comcast 75.04 246132 03/30/2018 General Fund Telephone & Internet - SpC Comcast 558.17 Check Total: 696.48 246133 03/30/2018 General Fund Contract Svcs - RPCC First Alarm Securities Services 297.90 246133 03/30/2018 General Fund Contract Svcs - StFrm First Alarm Securities Services 378.00 246133 03/30/2018 General Fund Contract Svcs - BARC First Alarm Securities Services 82.74 246133 03/30/2018 General Fund Contract Svcs - SrC First Alarm Securities Services 92.67 Check Total: 851.31 246134 03/30/2018 General Fund PG&E - PW Pacific Gas & Electric 577.53 246134 03/30/2018 Sewer Utility Fund PG&E - Sewer Pacific Gas & Electric 5,809.30 246134 03/30/2018 Water Utility Fund PG&E - Water Pacific Gas & Electric 16,943.91 246134 03/30/2018 ISF - Fleet PG&E - Fleet Pacific Gas & Electric 560.55 Check Total: 23,891.29 246135 03/30/2018 ISF - Information Technology Equipment under 5K - IT QPCS LLC 398.18 Check Total: 398.18 246136 03/30/2018 ISF - Information Technology Repair & Maint Equip - IT Simple Office Solutions 145.00 Check Total: 145.00 Report Total: 1,741,927.57 Page 31 of 31 SUCCESSOR AGENCY OF THE CITY OF ROHNERT PARK BILLS FOR ACCEPTANCE April 10, 2018 Check Numbers: 246090 Dated: March 20, 2018 - April 02, 2018 Item No. 7B2 $600.00 TOTAL $600.00 Accounts Payable Checks for Approval User: mpadilla Printed: 4/2/2018 - 9:07 AM Check Check Date 246090 03/26/2018 Fund Name Successor Agency to the CDC Account Name Contract Svcs - RSA to CDC Page 1 of 1 Vendor Name WILLDAN FINANCIAL SERVICES Check Total: Report Total: Amount 600.00 600.00 600.00 ITEM NO. 7C1 Mission Statement "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Development Services Submitted By: Mary Grace Pawson, Director of Development Services/ City Engineer Prepared By: Mary Grace Pawson, Director of Development Services/ City Engineer Agenda Title: Authorizing and Approving a Public Improvement Agreement for North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements and Kerry Road Bridge Improvements with the University District LLC and Vast Oak Properties L.P. and Related Actions RECOMMENDED ACTION: Adopt a Resolution Authorizing and Approving a Public Improvement Agreement for North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements and Kerry Road Bridge Improvements with the University District LLC and Vast Oak Properties L.P. and Related Actions BACKGROUND: The City has approved a Tentative Map and entered into a Development Agreement with the University District LLC and Vast Oak Properties L.P. ("Developer") to facilitate the orderly development of the area known as the University District Specific Plan Area. Both the Conditions of Approval for the Tentative Map and the Development Agreement direct the construction of public infrastructure so that it will be coordinated with and available to serve new residential and commercial development planned within the Specific Plan Area. ANALYSIS: The Development Agreement between the City and the Developer requires the Developer to begin work on an affordable housing complex, located at the intersection of Kerry Road and Keiser Avenue, in the Vast Oak North portion of the development, on or before March of 2019. The City Council recently approved a Development Area Plan for the affordable housing complex. In order to begin construction on this complex, utility and roadway improvements in both Keiser Avenue and Kerry Road need to be completed and a bridge over Hinebaugh Creek needs to be constructed during the 2018 construction season. (Attachment 1 illustrates the required improvements). Staff and the Developer have been working closely together to deliver the planned improvements. The Developer will be constructing the bridge, Kerry Road north and Keiser Avenue from Kerry Road to Petaluma Hill Road. The City, with funding provided by the Developer, is constructing Keiser Avenue from Snyder Lane to Kerry Road. The proposed Improvement Agreement will allow the developer to begin construction of the underground utilities in Kerry Road and Keiser Avenue and the required bridge, which are the first items of work for the 2018 construction season. The Developer has posted the required ITEM NO. 7CI performance bonds with the City and, through the Improvement Agreement, is committing to complete the construction of these improvements. The proposed Public Improvement Agreement is in the same form that has been previously approved by Council. Like the other Improvement Agreements, these Agreements outline in more detail than specified in the Conditions of Approval or the Development Agreement, the Developer's duty to install the improvements to City standards and protect them until acceptance; the City's rights for inspection and cost recovery; the process by which new improvements will be inspected by the City; requirements to pay prevailing wage; requirements for bonds, insurance and indemnity and the City's remedies against breach or default by the Developer. The Agreements also specify that the Developer will be required to post performance and labor and material bonds, for the full constructed value. ENVIRONMENTAL ANALYSIS: The proposed Public Improvement Agreement will authorize and provide for the construction of infrastructure improvements that will serve the University District development. These improvements were included in the Project Description Section of the Draft Environmental Impact Report (Draft EIR dated July 2005) for the University District Specific Plan. Because the improvements were included in the Project Description, the analysis in the Draft EIR included an analysis of the construction and operation of these improvements and mitigation measures were developed to minimize any impacts. The Draft EIR identified 19 temporary construction impacts that are associated with the development of the site, including the construction of infrastructure improvements. These impacts are less than significant or can be reduced to a less than significant level with standard construction mitigation that will be incorporated into the plans required by the Public Improvement Agreements. The description of the required infrastructure improvements necessary to serve the development was not substantially changed by either the Final EIR (March 2006) or the CEQA Addendum (February 2014). Because the proposed improvements were included in the Project Description considered in the University District Specific Plan EIR, and their impacts were analyzed and mitigated to a less than significant level, no further CEQA analysis is required. The City will use its plan approval process to ensure that mitigations to control construction noise, dust, hazards and biological impacts are included as part of the work. OPTIONS CONSIDERED: None. The recommended action is consistent with the Development Agreement and Conditions of Approval and is necessary to allow the affordable housing complex to move forward. FISCAL IMPACT/FUNDING SOURCE: The project will be constructed and paid for by the Developer. The Public Improvement Agreement acknowledges that the Developer may, at a later date, be reimbursed for costs from a Community Facilities District (CFD) bond sale, through a CFD that has been established by the California Statewide Communities Development Authority. If CFD bonds are used to fund some, or all, of the infrastructure, these bonds will be repaid from special tax revenue generated from the property within the Specific Plan Area and will not be an obligation of the City. Construction of public improvements required under the Conditions of Approval has or will be guaranteed with performance and labor and material bonds. W ITEM NO. 7C1 After acceptance of the improvements, the City will incur ongoing maintenance costs which will be funded from the City's utility enterprise funds and the maintenance annuity deposit provided by the Developer in accordance with the Development Agreement. Department Head Approval Date: 03/24/2018 Finance Director Approval Date: NA City Attorney Approval Date: NA (standard form Improvement Agreement) City Manager Approval Date: 03/26/2018 Attachments: 1. Location Map 2. Resolution Authorizing and Approving a Public Improvement Agreement for North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements and Kerry Road Bridge Improvements with the University District LLC and Vast Oak Properties L.P. and Related Actions 3. Resolution Exhibit A — Public Improvement Agreement by and between the City of Rohnert Park and University District LLC and Vast Oak Properties L.P. for the North Kerry Road Utility Improvements, the Keiser Avenue Utility Improvements and Kerry Road Bridge Improvements AWRENCE E JONES MIDDLE SCHOOL REDWOOD PARK ESTATES [7 FDIC L C NTER EA -LANE_ OAK VIEW (TERRACE APARTMENTS J -SECTION RANCHO COTATE HIGH SCHOOL Attachment 1 — Location Map North Kerry Road Utilities Keiser Avenue Utilities — Developer Constructed Affordable Oak Grave Housing Park Complex Kerry Road Bridge UDLLC I" j M■ �� MEN IM :: 1B MM MM �= Im IM ME tM ■■• ■■, -PARK EXPRESSWAY - GREEN MUSIC CENTER •p,. ar. _ SONOMA STATE UNIVERSITY IT �.. * # : r RESOLUTION NO. 2018-043 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK AUTHORIZING AND APPROVING A PUBLIC IMPROVEMENT AGREEMENT FOR NORTH KERRY ROAD UTILITY IMPROVEMENTS, KEISER AVENUE UTILITY IMPROVEMENTS AND KERRY ROAD BRIDGE IMPROVEMENTS WITH THE UNIVERSITY DISTRICT LLC AND VAST OAK PROPERTIES L.P. AND RELATED ACTIONS WHEREAS, on May 23, 2006, the City Council of the City of Rohnert adopted Resolution No 2006-141 approving the Final Environmental Impact Report (EIR) for the University District Specific Plan Area including a draft EIR, a recirculated draft EIR, response to comments, changes, clarifications, and corrections to the draft EIR and recirculated draft EIR and appendices (together the "2006 EIR"); and WHEREAS, on April 8, 2014, the City Council of the City of Rohnert Park adopted Resolution No. 2014-032 approving an addendum to the 2006 EIR (together with the 2006 EIR collectively called the "Updated Final EIR"); and WHEREAS, on April 8, 2014, the City Council of the City of Rohnert Park adopted Resolution 2014-035 approving the Tentative Map for the University District Plan, prepared by MacKay & Somps and dated February 2014 (the "Tentative Map"), subject to certain conditions of approval ("Conditions"); and WHEREAS, on April 22, 2014, the City Council of the City of Rohnert Park adopted Ordinance No. 878, approving a Development Agreement ("Development Agreement") between the City of Rohnert Park and Vast Oak Property L.P. and University District LLC ("Developer"); and WHEREAS, on February 27, 2018 the City Council approved Resolution 2018-028, approving the Development Area Plan for the affordable housing complex in the University District, which is located at the intersection of Kerry Road and Keiser Avenue; and WHEREAS, the Development Agreement and the Conditions of Approval include requirements for Developer to construct all offsite improvements necessary to serve the affordable housing complex; and WHEREAS, the Developer has submitted plans and specifications for the North Kerry Road Utility Improvements, the Keiser Avenue Utility Improvements and the Kerry Road Bridge Improvements which have been reviewed by the City Engineer and determined to be technically accurate and in conformance with the Conditions of Approval; and WHEREAS, the Developer intends to move forward with installation of the North Kerry Road Utility, Keiser Avenue Utility, and Kerry Road Bridge Improvements in order to allow for construction of the affordable housing complex and compliance with the terms of its Development Agreement; and WHEREAS, the Developer has posted performance and labor and materials bonds in the amounts of Five Hundred and Forty Eight Thousand, One Hundred and Sixty Dollars and No Cents ($548,160.00) for the North Kerry Road Utility Improvements, One Hundred and Eighty Five Thousand, Two Hundred and Eighteen Dollars and No Cents ($185,218.00) for the Keiser Avenue Utility Improvements, and Eight Hundred Thousand Dollars and No Cents ($800,000.00) for the Kerry Road Bridge Improvements to cover the cost of improvements; and WHEREAS, the City and Developer desire to enter into a Public Improvement Agreement for the Vast Oak North Kerry Road Utility, Keiser Avenue Utility, and Kerry Road Bridge Improvements to more thoroughly define the terms and conditions of the construction and dedication obligations under the conditions of approval. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rohnert Park that it does hereby authorize and approve the Public Improvement Agreement for the North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements, and Kerry Road Bridge Improvements included as Exhibit A to this is Resolution. BE IT FUTHER RESOLVED that based on the evidence presented at the duly noticed public meeting of April 10, 2018, the City Council of the City of Rohnert Park finds that the public improvements and activities were adequately described and mitigated in the University District Specific Plan Area Updated Final EIR, and that no other CEQA analysis is warranted. BE IT FURTHER RESOLVED that the City Manager is hereby authorized and directed to execute the Public Improvement Agreement for North Kerry Road Utility Improvements, Keiser Avenue Utility Improvements, and Kerry Road Bridge Improvements in substantially similar form to the agreement attached hereto and incorporated by this reference as Exhibit A subject to minor modification by the City Manager or City Attorney. DULY AND REGULARLY ADOPTED this 10th day of April, 2018. CITY OF ROHNERT PARK Pam Stafford, Mayor ATTEST: Caitlin Saldanha, Deputy City Clerk Attachment: Exhibit A AIIANOTU: BELFORTE: MACKENZIE: CALLINAN: STAFFORD: AYES: ( ) NOES: ( ) ABSENT:( ) ABSTAIN: ( ) (2) 2018-043 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Rohnert Park 130 Avram Avenue Rohnert Park, California 94928-2486 Attention: City Clerk Exhibit A to Resolution (Space Above This Line for Recorder's Use Only) Exempt from recording fee per Gov. Code § 27383. PUBLIC IMPROVEMENT AGREEMENT BY AND BETWEEN THE CITY OF ROHNERT PARK AND UNIVERSITY DISTRICT LLC AND VAST OAK PROPERTIES L.P. FOR THE NORTH KERRY ROAD UTILITY IMPROVEMENTS, KEISER AVENUE UTILITY IMPROVEMENTS, AND KERRY ROAD BRIDGE IMPROVEMENTS This Public Improvement Agreement (the "Agreement") is made and entered into on this day of 2018 (the "Effective Date") by and between University District, LLC, a Delaware Limited Liability Company, Vast Oak Properties L.P. , a California Limited Partnership ("Developer"), and the CITY OF ROHNERT PARK, a California municipal corporation ("City"). City and Developer are sometimes referred to hereinafter individually as "Party" and collectively as "Parties". RECITALS A. On April 8, 2014, the City Council of the City of Rohnert Park adopted Resolution No. 2014-035, approving the Tentative Map for the University District Vast Oak Property, prepared by MacKay & Somps and dated February 2014 (the "Tentative Map"), subject to certain conditions of approval (the "Conditions"). B. On April 22, 2014, the City Council of the City of Rohnert Park adopted its Ordinance No. 878 approving a Development Agreement with the Developer (the "Development Agreement"). C. On February 27, 2018 the City Council approved Resolution 2018-028, approving the Development Area Plan for the affordable housing complex in the University District, which is located at the intersection of Kerry Road and Keiser Avenue; and D. The terms of the Development Agreement specify that the affordable housing complex must begin construction within three years of the issuance of the first market rate building permit, which requires construction to begin by March 1, 2019. E. Both the Conditions and the Development Agreement require that the Developer provide adequate offsite infrastructure for the affordable housing complex. F. The Developer has submitted plans, specifications and drawings for the improvements. These plans are on file in the office of the City Engineer and have been approved as outlined below: North Kerry Road Improvement Plans, City of Rohnert Park, California, December 2017, WDID # 149C370212, prepared by MacKay & Somps, 8 Sheets (Sheets 1 thru 8), and approved by the City Engineer on , 2018 for utility work only. Keiser Avenue Improvement Plans (Stn. 197+00 to 227+00, City of Rohnert Park, California, December 2017, WDID# 1 49C370212, prepared by MacKay & Somps, 14 Sheets (Sheets C1 thru C14) and approved by the City Engineer on , 2018 for utility work only. Kerry Road Bridge, Rohnert Park, California, prepared by Finn Design Group, Inc., 13 Sheets (Sheets 1 thru 13), dated October 11, 2017 and approved by the City Engineer on , 2018. G. The Developer desires to begin construction of these improvements in order to ensure that it meets its obligations to begin construction of the affordable housing complex in March of 2019. H. City and Developer desire to enter an agreement providing for the construction and installation of the Improvements in accordance with the plans, specification and drawings described in Recital D. AGREEMENT NOW, THEREFORE, in consideration of the faithful performance of the terms and conditions set forth in this Agreement, the parties hereto agree as follows: 1. Incorporation of Recitals. The foregoing Recitals are true and correct and, together with the Project Approvals and the requirements of Chapter 16.16 of the Rohnert Park Municipal Code (RPMC), are hereby incorporated into and form a material part of this Agreement 2. Purpose and Effective Date 2.1 Purpose. The purpose of this Agreement is to guarantee completion of the Improvements and ensure satisfactory performance by Developer of Developer's obligations to satisfy the Conditions for the Project. 2.2 Effective Date. The Effective Date of this Agreement shall be as set forth above. 3. Property Subject to Agreement. The property which is the subject of this Agreement is located in the City of Rohnert Park, Sonoma County, California, and is described in Exhibit A, attached hereto (the "Property"). 4. Improvements 4.1 Duty to Install Improvements. Developer will design, construct, install and complete, or cause to be constructed, installed and completed, at the Developer's sole cost and expense, the Improvements, in accordance with the Improvement Plans (defined in Recital F above) and to the satisfaction of the City Engineer, in his/ her reasonable discretion. Developer will also supply all labor and materials therefor, all in strict accordance with the terms and conditions of this Agreement. The construction, installation and completion of the Improvements including all labor and materials furnished in connection therewith are hereinafter referred to collectively as the "Work." City shall not be responsible or liable for the maintenance or care of the Improvements until City formally approves and accepts them in accordance with its policies and procedures. City shall exercise no control over the Improvements until approved and accepted. Any use by any person of the Improvements, or any portion thereof, shall be at the sole and exclusive risk of the Developer at all times prior to City's acceptance of the Improvements. Developer shall maintain all the Improvements in a state of good repair until they are completed by Developer and approved and accepted by City. Maintenance shall include, but shall not be limited to, repair of pavement, curbs, gutters, sidewalks, signals, parkways, water mains, and 2 sewers; maintaining all landscaping in a vigorous and thriving condition reasonably acceptable to City; removal of debris from sewers and storm drains; and sweeping, repairing, and maintaining in good and safe condition all streets and street improvements. It shall be Developer's responsibility to initiate all maintenance work, but if it shall fail to do so, it shall promptly perform such maintenance work when notified to do so by City. If Developer fails to properly prosecute its maintenance obligation under this section, City may do all work necessary for such maintenance and the cost thereof shall be the responsibility of Developer and its surety under this Agreement. Prior to undertaking said maintenance work, City agrees to notify Developer in writing of the deficiencies and the actions required to be taken by the Developer to cure the deficiencies. Developer shall have thirty (30) days from the date of the notice within which to correct, remedy or cure the deficiency. If the written notification states that the problem is urgent and relates to the public health and safety, then the Developer shall have twenty-four (24) hours to correct, remedy or cure the deficiency. City shall not be responsible or liable for any damages or injury of any nature in any way related to or caused by the Improvements or their condition prior to acceptance. 4.2. Completion Date. Developer will complete the Work within one year of the Effective Date or as required by the Conditions of Approval for the University District Vast Oak Property, whichever is sooner. All Work will be completed in a good and workmanlike manner in accordance with accepted design and construction practices. This completion date may be extended by the City in its sole and absolute discretion at the request of Developer, which request shall be accompanied by a written assurance acceptable to the City Attorney that the securities required by Section 5 shall remain enforceable throughout the term of the extension. 4.3. Estimated Cost of Work. The estimated cost of the Work is: Kerry Road Utilities: Five Hundred Forty -Eight Thousand, One Hundred and Sixty Dollars and No Cents ($548,160.00) Keiser Avenue Utilities: One Hundred Eight -Five Thousand, Two Hundred and Eighteen Dollars and No Cents ($185,218.00) Kerry Road Bridge: Eight Hundred Thousand Dollars and No Cents ($800,000.00). Notwithstanding this estimate, Developer hereby acknowledges and agrees that (a) the actual costs to complete the Work may significantly exceed this estimate, (b) this estimate in no way limits Developer's financial obligation, and (c) that Developer is obligated to complete the Work at its own cost, expense, and liability. 4.4. Modifications to the Plans. Approval of this Agreement by City does not release Developer of its responsibility to correct mistakes, errors or omissions in the Improvement Plans. If, at any time, in the opinion of the City Engineer, in his/her reasonable discretion, the Improvement Plans are deemed inadequate in any respect Developer agrees to make such modifications, changes or revisions as necessary in order to complete the Work in a good and workmanlike manner in accordance with accepted design and construction standards. 4.5. Foreman or Superintendent. Developer shall give personal attention to the Work. A competent foreman or superintendent, satisfactory to the City Engineer, in his/her reasonable discretion, with authority to act for and on behalf of Developer, shall be named in writing by Developer prior to commencement of the Work, and shall be present on the Property during the performance of the Work. Any change in the superintendent will require advance notification to the City Engineer and concurrence of the City Engineer and the Engineer of Record for the Improvement Plans. K 4.6. Encroachment Permits. Developer shall obtain, at its sole cost and expense, any encroachment permits required by the City in order to perform the Work. 4.7. Inspection: All of the Improvements shall be constructed and installed to the satisfaction of the City Engineer, in his or her reasonable discretion. City and its authorized agents shall, at all times during the construction of the Improvements, have free access to the Improvements and shall be allowed to examine and inspect the Improvements and all material used and to be used in the Improvements to confirm compliance with City Plans and Specifications. 4.8. Commencement of Construction and Inspection. Developer and its contractor or subcontractors shall not commence construction of the Improvements until Developer has received written authorization from City to proceed. Written authorization shall be in the form of signed approved plans along with permit issuance, including any encroachment permit required to carry on construction activities in the City's right-of-way as described in Section 4.6. All work performed on the Improvements shall be done in strict compliance with the City approved plans, specifications and the contract documents and in a good and workmanlike manner. All work performed by Developer, its contractor or agents to construct the Improvements shall be subject to inspection by City. All fees and costs to construct the Improvements shall be borne solely by Developer (including the applicable Inspection Fee in accordance with the City's adopted Engineering Fee Schedule). Inspection by City or its employees or agents shall not relieve Developer of its liability for design defects or improper or inadequate workmanship. 4.9. Ci , 's Inspection, Administration and TestingCom. Developer shall pay to City the actual cost for all inspection, administration and testing services furnished by City in connection with this Agreement, including those performed by consultants under contract with the City (the "City Costs"). City agrees not to double charge Developer (through the imposition of both a processing fee and a consultant charge) for any individual monitoring, inspection, testing or evaluation service. In addition, City agrees to limit its use of outside consultants to those reasonably necessary or desirable, as determined by the City Manager or his designee in his reasonable discretion, to accomplish the requisite inspection, administration and monitoring. The actual cost of inspection shall be billed to the Developer in accordance with the reimbursement agreement between the Developer and the City. 4.10. No Waiver by City. Inspecting of the work and/or materials, or approval of work and/or materials, or a statement by an officer, agent or employee of the City indicating the work complies with this Agreement, or acceptance of all or any portion of the work and/or materials, or payments thereof, or any combination of all of these acts shall not relieve Developer or its obligation to fulfill this Agreement; nor is the City by these acts prohibited from bringing an action for damages arising from the failure to comply with this Agreement. 4.11. Erosion Control. Pursuant to Rohnert Park Municipal Code Chapter 15.52, Developer shall be responsible for the control of erosion on the Property and shall prevent its entry into the storm drainage system. 4.12. Prevailing Wages. The Improvements constitute a "public work" as defined in the California Labor Code, section 1771, et seq ("Labor Code Regulations"). Developer agrees to defend, indemnify and hold City, its elected officials, officers, employees, and agents free and harmless from any and all claims, damages, suits or actions arising out of or incident to Developer's obligations under this section and the payment of prevailing wages. The Developer must provide documentation that prevailing wages were paid for the work. ii 4.13. Contractor Licenses. All work performed on the Improvements shall be done only by contractors licensed in the State of California and qualified to perform the type of work required and comply with the City's Business License Ordinance. 4.14. Repair of Work Damaged During Construction. Developer agrees to repair or have repaired in a timely manner at its sole cost and expense all public roads, streets, or other public or private property damaged as a result of or incidental to the Work or in connection with the development of the Property or to pay to the property owner of any damaged road, street or property the full cost of such repair. In addition, Developer shall obtain the written acceptance of such repair or payment from any owner whose private property was repaired by Developer or to whom Developer has paid the full cost of such repair in accordance with this Section 4.14. City shall be under no obligation whatsoever to accept the Work completed under this Agreement until such time as all repairs have been completed or have been paid for and written acceptances have been provided to the City Engineer, except as otherwise provided in section 4.18.1 4.15. Payments. Developer agrees that it will pay, when due, all those furnishing labor or materials in connection with the Work. Developer further agrees that pursuant to Government Code section 66499.7, the Labor and Materials Bond provided by Developer in accordance with Section 6.1.2 of this Agreement shall not be released if any mechanics liens or stop notices are outstanding, unless said liens are released by bond in compliance with Civil Code section 3143. 4.16. Liability for Work Prior to Formal Acceptance. Until the City Council has formally accepted the Improvements, Developer shall be solely responsible for all damage to the work, regardless of cause, and for all damages or injuries to any person or property at the work site, except damage or injury due to the sole negligence of City, or its employees. Developer shall replace or repair any portion of the Improvements that have been destroyed or damaged prior to final acceptance of completed work by the City Council or the City Engineer. Any such repair or replacement shall be to the satisfaction and subject to the approval of the City Engineer. Developer shall repair to the satisfaction of the City Engineer any damage to the utilities systems, concrete work, street paving or other public improvements that may occur in connection with the Improvements work. 4.17. Completion of Work. After Developer (a) completes the Work in accordance with the Improvement Plans and the terms and conditions of this Agreement, (b) repairs any road, street, or private or public property damaged as a result of the Work or pays the full cost of such repair to the owner whose property was damaged and (c) obtains the written acceptance of such repair or payment from any owner whose private property was repaired by Developer or to whom Developer paid the full cost of such repair, Developer will provide City with a written notice of completion, together with copies of all written acceptances. 4.18. Final Acceptance. 4.18.1 Notice of Completion. Within thirty (30) days of receipt of Developer's written notification pursuant to Section 4.17 above, City Engineer shall inspect the Work and repairs and review the written acceptances, if any, and send Developer a written notice stating whether the Work and repair are complete to the satisfaction of the City Engineer, in his/her reasonable discretion, and whether the written acceptances have been provided. If the Work and repair are, in the opinion of the City Engineer, not complete and satisfactory, and/or written acceptances have not been provided, the City Engineer will list the deficiencies that must be corrected to find the Work and repair complete and satisfactory. Upon satisfactory completion of the Work and repair and submittal of written acceptances, 6" the City Engineer will send Developer a written notice of satisfactory completion. The requirement for written acceptances may be waived by the City Engineer, in his/her reasonable discretion, if Developer has made commercially reasonable efforts to obtain such acceptances. City Engineer's failure to respond to Developer's written notification within thirty (30) days will not be deemed a breach or default under this Agreement. 4.18.2 Acceptance of Improvements. After sending Developer a written notice of satisfactory completion pursuant to Section 4.18.1, the City Engineer will recommend acceptance of the Improvements, or a portion thereof, to the City Council. In conjunction with such recommendation, the City Engineer will recommend the acceptance of the offers of dedication shown on the final map for the Property. The acceptance of the Improvements, offers of dedication and right-of-way and easements, if any, shall be by resolution. Upon adoption of such resolution, the City Engineer shall record a notice of acceptance, in a form to be approved by the City Attorney, in the Official Records of Sonoma County. 4.19. Warranty Period; Repair and Reconstruction. Without limiting the foregoing, Developer expressly warrants and guarantees all work performed under this Agreement and all materials used in the Work for a period of one (1) year after the date of recordation of the notice of acceptance of the improvements in accordance with Section 4.18. If, within this one (1) year period, any Improvement or part of any Improvement installed or constructed, or caused to be installed or constructed by Developer, or any of the work done under this Agreement, fails to fulfill any of the requirements of the Improvement Plans or this Agreement, Developer shall, without delay and without cost to City, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts of the Work or Improvement to the satisfaction of the City Engineer. Should Developer fail to act promptly, by failing to repair, replace or reconstruct work thirty (30) days after notification by City, or in accordance with this requirement, or should the exigencies of the situation require repairs, replacements or reconstruction to be made before Developer can be notified, City may, at its option, make the necessary repairs, replacements or perform the necessary reconstruction and Developer shall pay to the City upon demand the actual cost of such repairs, replacements or reconstruction. 4.20. Record Drawings. Upon completion of the Improvements and prior to final acceptance by the City Council, Developer shall deliver to City one electronic file, in a format specified by the City Engineer, and one mylar copy of "as -built" drawings. These drawings shall be in a form acceptable to the City Engineer, shall be certified by an engineer licensed by the State of California as to accuracy and completeness, and shall reflect the Improvements as actually constructed, with any and all changes incorporated therein. Developer shall be solely responsible and liable for ensuring the completeness and accuracy of the record drawings. 4.21. Ownership of Improvements. From and after acceptance of the Improvements by formal action of the City Council, ownership of the Improvements shall be vested exclusively in City. 5. Securi1y. 5.1 Performance, Labor and Materials and Warranty Security. In accordance with Sections 16.16.060 through 16.16.070 of the Rohnert Park Municipal Code, Developer will furnish and deliver to City, within the times set forth below, the following surety bonds, each of which must be issued by a surety company duly and regularly authorized to do general surety business in the State of California, or an irrevocable assignment of funds or letter of credit as may be acceptable to the City Attorney. 5.1.1 Performance Security. Developer shall furnish and deliver performance security concurrently with the execution of this Agreement, which must meet the requirements of Government T Code Section 66499. 1, if applicable, and Rohnert Park Municipal Code Section 16.16.070 and be acceptable to the City Attorney, in the following amounts: Kerry Road Utilities: Five Hundred Forty -Eight Thousand, One Hundred and Sixty Dollars and No Cents ($548,160.00) Keiser Avenue Utilities: One Hundred Eight -Five Thousand, Two Hundred and Eighteen Dollars and No Cents ($185,218.00) Kerry Road Bridge: Eight Hundred Thousand Dollars and No Cents ($800,000.00). The security shall be conditioned upon the faithful performance of this Agreement with respect to the Work and shall be released by the City effective upon the date of recordation of the notice of acceptance of the improvements as described in Section 4.18.2 and Developer's delivery of the Warranty Security described in Section 5.1.3. 5.1.2 Labor and Materials Security. Developer shall furnish and deliver labor and materials security concurrently with the execution of this Agreement which security must meet the requirements of Government Code Section 66499.2, if applicable, and Rohnert Park Municipal Code Section 16.16.070 and be acceptable to the City Attorney, in the following amounts: Kerry Road Utilities: Five Hundred Forty -Eight Thousand, One Hundred and Sixty Dollars and No Cents ($548,160.00) Keiser Avenue Utilities: One Hundred Eight -Five Thousand, Two Hundred and Eighteen Dollars and No Cents ($185,218.00) Kerry Road Bridge: Eight Hundred Thousand Dollars and No Cents ($800,000.00). The security shall secure payment to the contractor(s) and subcontractor(s) performing the Work and to all persons furnishing labor, materials or equipment to them. The City shall retain each security until both (i) the City accepts the Work in accordance with Section 4.18 above and (ii) the statute of limitations to file an action under Civil Code section 3114 et seq. has expired. After said date, the security may be reduced by the City Engineer to an amount not less than the total amount claimed by all claimants for whom claims of lien have been recorded and notice given in writing to the City Council. The balance of the security shall be retained until the final settlement of all such claims and obligations. If no such claims have been recorded, the security shall be released in full by the City Engineer. 5.1.3. Warranty Security. Developer shall furnish and deliver warranty security in the amount specified in section 16.16.070 c. of the Rohnert Park Municipal Code., upon acceptance of the Improvements and prior to release of the Performance Security, in the amount in the following amounts: Kerry Road Utilities: Eighty -Two Thousand, Two Hundred and Twenty -Four Dollars and No Cents ($82,224.00) Keiser Avenue Utilities: Twenty -Seven Thousand, Seven Hundred and Eighty -Three Dollars and No Cents ($27,783.00) Kerry Road Bridge: One Hundred Twenty Thousand Dollars and No Cents ($120,000.00). 7 The security shall be in a form acceptable to the City Attorney and shall guarantee and warranty the Work for a period of one (1) year following the date of recordation of the notice of acceptance of the improvements against any defective work or labor done, or defective materials furnished. 5.2. Additional Security. If either upon execution of this Agreement or during the course of performance the City considers that it is necessary to have Developer post additional security, the City may require either a cash deposit or a surety bond guaranteeing performance in a form and signed by sureties satisfactory to it. The condition of the security shall be that if Developer fails to perform its obligation under this Agreement, the City may in the case of a cash bond act for it using the proceeds or in the case of a surety bond require the sureties to perform the obligations of the Agreement. Indemnity and Insurance. 6.1 Indemnification. Developer agrees to indemnify, defend and hold the City, its elective and appointed boards, commissions, officers, agents, employees and consultants, harmless from and against any and all claims, liabilities, losses, damages or injuries of any kind (collectively, "Claims") arising out of Developer's, or Developer's contractors', subcontractors', agents' or employees', acts, omissions, or operations under this Agreement, including, but not limited to, the performance of the Work, whether such acts, omissions, or operations are by Developer or any of Developer's contractors, subcontractors, agents or employees, except to the extent such Claims are caused by the sole negligence or willful misconduct of the City. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, officers, employees, and/or agents for all legal expenses and costs incurred by each of them. The aforementioned indemnity shall apply regardless of whether or not City has prepared, supplied or approved plans and/or specifications for the Work or Improvements and regardless of whether any insurance required under this Agreement is applicable to any Claims. The City does not and shall not waive any of its rights under this indemnity provision because of its acceptance of the bonds or insurance required under the provisions of this Agreement. Developer's obligation to indemnify City shall survive the expiration or termination of this Agreement. Developer agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every contractor and sub -contractor or any other person or entity involved by, for, with or on behalf of Developer in the performance of this Agreement. In the event Developer fails to obtain such indemnity obligations from others as required here, Developer agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. 6.2. Insurance. Developer shall maintain Commercial General Liability Insurance protecting the City from incidents as to bodily injury liability and property damage liability that may occur as a result of the Work and additional repairs. Developer shall provide certificate(s) of insurance and endorsements to City before any Work commences. The insurance policy shall contain, or be endorsed to contain, the following provisions: (1) The City, its officers, elected officials, employees, consultants, agents and volunteers are to be covered as additional insured's as respects to liability arising out of activities performed by or on behalf of Developer. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, elected officials, employees, consultants, agents and volunteers. E: (2) The amounts of public liability and property damage coverage shall not be less than $3,000,000 (Three Million Dollars) per occurrence for bodily injury, personal injury and property damage. (3) The insurance shall be maintained in full force until the work has been completed to the satisfaction of the City Engineer. (4) The insurance policy shall provide for 30 days' notice of cancellation to the City. The policy shall not be cancelled earlier than nor the amount of coverage be reduced earlier than 30 days after the City receives notice from the insurer of the intent of cancellation or reduction. (5) Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the City, its officers, elected officials, employees, consultants, agents and volunteers. (6) Developer's insurance coverage shall be primary insurance as respects the City, its officers, elected officials, employees, consultants, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, elected officials, employees, consultants, agents and volunteers shall be in excess of Developer's insurance and shall not contribute to it. (7) Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: (a) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected officials, officers, employees, agents, and volunteers; or (b) Developer and its contractors shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses. (8) Developer and Developer's insurance company agree to waive all rights of subrogation against City, its officers, elected officials, employees, agents and volunteers for losses paid under Developer's workers' compensation insurance policy which arise from the work performed by Developer. In the event that Developer's insurance is cancelled, Developer shall provide replacement coverage or all work must cease as of the cancellation date until replacement insurance coverage is provided. 6.3. Workers' Compensation Insurance. Developer shall provide, or cause to be provided, Workers' Compensation insurance as required by law, and shall cause its contractors and their subcontractors, agents and representatives to also maintain Workers' Compensation insurance as required by law. No Work shall commence until such Workers' Compensation insurance is obtained and in full force and effect. 6.4. Other Insurance Requirements. Developer shall: (1) Prior to taking any actions under this Agreement, furnish City with properly executed certificates of insurance which shall clearly evidence all insurance required in this section and provide that such insurance shall not be canceled, allowed to expire or be materially reduced in coverage except on thirty (3 0) days prior written notice to City. we, (2) Provide to City certified copies of endorsements and policies if requested by City, and properly executed certificates of insurance evidencing the insurance required herein. (3) Replace or require the replacement of certificates, policies and endorsements for any insurance required herein expiring prior to completion and acceptance of the Improvements. (4) Maintain all insurance required herein from the time of execution of this Agreement until the acceptance of the Improvements. (5) Place all insurance required herein with insurers licensed to do business in California. Breach of Agreement; Opportunity to Cure; Remedies. 7.1. Notice of Breach and Default. The occurrence of any of the following constitutes a breach and default of this Agreement: (1) Developer refuses or fails to complete the Work within the time set forth herein or abandons the Work. (2) Developer assigns the Agreement without the prior written consent of City. (3) Developer is adjudged bankrupt or makes a general assignment for the benefit of creditors, or a receiver is appointed in the event of Developer's insolvency. (4) Developer or Developer's contractors, subcontractors, agents or employees, fail to comply with any terms or conditions of this Agreement. (5) Any delay in the construction of any portion of the Work or repairs, which in the reasonable opinion of the City Engineer, endangers public or private property. The City may serve written notice of breach and default upon Developer and the financial institution holding the security. 7.2. Breach of Agreement; Performance by City. If the City gives Developer notice, under Section 7. 1, of breach and default of this Agreement, the City may proceed to complete the Work by contract or other method the City considers advisable, at the sole expense of Developer. Developer, immediately upon demand, shall pay the costs and charges related to the Work and any subsequent repairs. City, without liability for doing so, may take possession of and utilize in completing the Work and repairs, if any, such materials and other property belonging to Developer as may be on or about the Property and necessary for completion of the work. In the event of default, the financial institution holding the security shall be liable to City to pay the face amount of the bonds, as specified under Section 5. 7.3. Remedies. City may bring legal action to compel performance of this Agreement and recover the costs of completing the Work and/or repairs, if any, including City's administrative and legal costs. Developer agrees that if legal action is brought by City under this section of the Agreement, Developer shall pay all of the costs of suit; reasonable attorney fees, arbitration costs and such other costs as may be determined by the court or arbitrator. No failure on the part of City to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that City may have hereunder. 10 Miscellaneous. 8.1 Compliance with Laws. Developer shall fully comply with all federal, state and local laws, ordinances and regulations in the performance of this Agreement. Developer shall, at its own cost and expense, obtain all necessary permits and licenses for the Work, give all necessary notices, pay all fees and taxes required by law and make any and all deposits legally required by those public utilities that will serve the development on the Property. Copies and/or proof of payment of said permits, licenses, notices, fee and tax payments and deposits shall be furnished to the City Engineer upon request. 8.2. Notices. Formal written notices, demands, correspondence and communications between City and Developer shall be sufficiently given i£ (a) personally delivered; or (b) dispatched by next day delivery by a reputable carrier such as Federal Express to the offices of City and Developer indicated below, provided that a receipt for delivery is provided; or (c) if dispatched by first class mail, postage prepaid, to the offices of City and Developer indicated below. Such written notices, demands, correspondence and communications may be sent in the same manner to such persons and addresses as either party may from time -to -time designate by next day delivery or by mail as provided in this section. City: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 Attn: City Manager with a copy to: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 Attn: City Attorney Developer: University District LLC, 500 La Gonda Way, #100 Danville, CA 94526 Attn. Kevin Pohlson Notices delivered by deposit in the United States mail as provided above shall be deemed to have been served two (2) business days after the date of deposit if addressed to an address within the State of California, and three (3) business days if addressed to an address within the United States but outside the State of California. 8.3 Attorney Fees. Should any legal action or arbitration be brought by either party because of breach of this Agreement or to enforce any provision of this Agreement, the prevailing party shall be entitled to all costs of suit; reasonable attorney fees, arbitration costs and such other costs as may be determined by the court or arbitrator. 8.4. Entire Agreement. The terms and conditions of this Agreement constitute the entire agreement between City and Developer with respect to the matters addressed in this Agreement. This Agreement may not be altered, amended or modified without the written consent of both parties hereto. 8.5. Runs with the Land; Recordation. This Agreement pertains to and shall run with the Property. Upon execution, this Agreement shall be recorded in the Official Records of Sonoma County. 11 8.6. Transfers; Assignments. Developer may assign its obligations under this Agreement to successor owner(s) of the Site with the prior written approval of the City. In connection with any such assignment, Developer and its assignee shall execute and deliver to City a written assignment and assumption agreement in a form acceptable to the City Attorney. 8.7. Time is of the Essence. Time is of the essence of this Agreement and of each and every term and condition hereof. 8.8. Severability. If any provision of this Agreement is held, to any extent, invalid, the remainder of this Agreement shall not be affected, except as necessarily required by the invalid provision, and shall remain in full force and effect. 8.9. Waiver or Modification. Any waiver or modification of the provisions of this Agreement must be in writing and signed by the authorized representative(s) of each Party. 8.10. Relationship of the Parties. Neither Developer nor Developer's contractors, subcontractors, agents, officers, or employees are agents, partners, joint venturers or employees of City and the Developer's relationship to the City, if any, arising herefrom is strictly that of an independent contractor. Developer's contractors and subcontractors are exclusively and solely under the control and dominion of Developer. Further, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 8.11. Binding Upon Heirs, Successors and Assigns. The terms, covenants and conditions of this Agreement shall be binding upon all heirs, successors and assigns of the parties hereto; provided, however, that this Agreement shall not be binding upon a purchaser or transferee of any portion of the Property unless this Agreement has been assigned pursuant to Section 8.6, in which event this Agreement shall remain binding upon Developer. 8.12. Governing Law; Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of California, without reference to choice of law provisions. Any legal actions under this Agreement shall be brought only in the Superior Court of the County of Sonoma, State of California. 8.13. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original. 8.14. Interpretation, This Agreement shall be construed according to its fair meaning, and not strictly for or against any party. No presumptions or rules of interpretation based upon the identity of the party preparing or drafting the Agreement, or any part thereof, shall apply to the interpretation of this Agreement. 8.15. Headings. Section headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants or conditions contained in this Agreement. 8.16. Authority. Each party executing this Agreement on behalf of a party represents and warrants that such person is duly and validly authorized to do so on behalf of the entity it purports to bind and if such party is a partnership, corporation or trustee, that such partnership, corporation or trustee has full right and authority to enter into this Agreement and perform all of its obligations hereunder. 12 8.17 Joint and Several Liability. University District and Vast Oak agree to and shall be jointly and severally liable for all obligations of Developer under this Agreement. IN WITNESS WHEREOF, City and Developer have executed this Agreement as of the Effective Date. Dated: ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 13 "CITY" CITY OF ROHNERT PARK, a California municipal corporation In City Manager Per Resolution No. 2018- adopted by the Rohnert Park City Council at its meeting of April 10, 2018. 14 "DEVELOPER" University District LLC Dated: A Delaware Limited Liability Company By: Name: Title: "DEVELOPER" Vast Oak Properties L.P. Dated: A California Limited Partnership By: Name: Title: 14 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ss. COUNTY OF SONOMA ) On before me, , (here insert name and title of the officer) personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 15 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF CONTRA COSTA ) On before me, , (here insert name and title of the officer) personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 16 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ss. COUNTY OF SONOMA ) On before me, , (here insert name and title of the officer) personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 17 Exhibit A Description of Property Subject to Agreement KEISER AVENUE ---------------------------------- ------ ------ EXISTING RIGHT OF WAY EASEMENT RESULTANT PARCEL B APN 159-550-008 54.36± AC VAST OAK PHAS 1 D VAST OAK V ST OAK AST OAK' 7d�27 PHASE 2-B PHASE 2-C PHASE 2-D W I� 790 M 23 I — — 7190 32 - 790Ftl � 40 4 F�L-H _lEj PAGE 1 OF 1 LEGEND PARCEL BOUNDARY - - EXISTING RIGHT OF WAY LINE - - EXISTING EASEMENT LINE 0 200 400 800 iiii SCALE: 1 "=400' 03-26-2018 9:27am Mike Brill P:\19539\PLATS—LEGALS\PLATS\LLA VON APARTMENT SITE\LLA — TO ACCOMPANY PROJECT IMPROVEMENT AGREEMENT.DWG �011NPRi PARR ITEM NO. 7C2 and 70 Mission Statement "We Care for Our Residents by Working Together to Build a Better Communityfor Today and Tomorrow." CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Development Services Submitted By: Mary Grace Pawson, Director of Development Services Prepared By: Mary Grace Pawson, Director of Development Services Agenda Title: Accepting the Twin Creeks Park and Vast Oak Phase 1 Water System Improvements Directing Related Actions RECOMMENDED ACTION: Adopt the Resolutions Accepting Twin Creeks Park and the Vast Oak Phase 1 In -Tract Water System Improvements and Directing Related Actions BACKGROUND: On April 28, 2015, the City Council adopted Resolution 2015-078, approving a Public Improvement Agreement with the University District LLC and Vast Oak Property L.P. (Developer) for the Vast Oak Property Phase 1 In -Tract Water System Improvements. This agreement is dated April 28, 2015 and was recorded on May 22, 2015 as Instrument No. 2015044269 in the Official Records of the County of Sonoma. This agreement required the Developer to install public water system improvements within Vast Oak Phase 1 subdivision (see Attachment 1) in accordance with the Vast Oak Phase I Improvement Plans, City of Rohnert Park, CA, September 2015, prepared by MacKay & Somps, Sheets 1-50, and approved by the City Engineer on September 29, 2015. Subsequently, on December 22, 2015, the City Council adopted Resolution No. 2015-182, approving a Public Improvement Agreement with the Developer for Twin Creeks Park. This agreement is dated May 26, 2016 and was recorded on August 25, 2016 as Instrument No. 2016074260, in the Official Records of the County of Sonoma. This agreement required the Developer to install Twin Creeks Park Improvements in accordance with the plans Landscape Construction Documents for: Twin Creeks Park, Vast Oak at University District, Rohnert Park, CA, 2015, prepared by VanderToolen and Associates, 30 Sheets (Sheets L-0 thru L-29), and approved by the City Engineer on May 5, 2016. Twin Creeks Park partially satisfies the parkland dedication requirements for the University District development. At this point in time, the Developer has completed the construction of both the park and the Phase 1 water system improvements and has requested the City to accept the work. The water system is serving residents within the development, and the Twin Creeks Park is open for use to the public. ANALYSIS: Staff is requesting that the City Council authorize acceptance of the both the park and phase 1 water system improvements, including actions related to filing of a Notice of Completion, and booking the new assets, as well as terminating the improvement agreements after the warranty period has expired. These actions are the final steps in transferring the developer -constructed improvements to the City, in accordance with the both improvement ITEM NO. 7C2 and 70 agreements. Staff has worked carefully with its construction manager and the Developer to ensure that all improvements have been constructed according to plans, the punch lists are completed and that projects are not subject to mechanics liens. A memo from the Public Works Director confirming that the improvements are ready for acceptance, is included at Attachment 2 to this staff report. The Developer has also submitted the required warranty bonds for each improvement. Accepting the improvements will also allow the Developer to be reimbursed from the proceeds of Community Facilities District bonds, issued by the California Statewide Communities Development Authority (CSCDA) for the cost of these facilities. Council authorized the CSCDA bond issue, including a list of eligible improvements, with its Resolution 2014-160, adopted on November 25, 2014. The Developer has submitted reimbursement package for each improvement, which has been reviewed by staff for accuracy, completeness and compliance with the Funding and Acquisition Agreement entered into by and between City, CSCDA and the Developer. STRATEGIC PLAN ALIGNMENT: The recommended action is consistent with Strategic Plan Goal D — Continue to Develop a Vibrant Community. OPTIONS CONSIDERED: None. City acceptance of complete improvements is required by the two improvement agreements. FISCAL IMPACT/FUNDING SOURCE: Upon acceptance, the City will receive park assets valued at $3,209,000. The City will be responsible for future maintenance of these assets. Funding for the maintenance of the park will be through a maintenance annuity established for the University District. The annuity is funded from a fee collected with the occupancy of each new home in the development. The City will also receive water system assets valued at $1,685,000. The City will be responsible for future maintenance of these assets. Funding for maintenance will be from the water enterprise fund. Department Head Approval Date: 01/25/2018 Finance Director Approval Date: 01/29/2018 City Attorney Approval Date: 01/29/2018 City Manager Approval Date: 03/29/2018 Attachments (list in packet assembly order): 1. Vast Oak Phase 1 — Location Map 2. Public Works Memorandum 3. Resolution of the City Council of the City of Rohnert Park Accepting the Twin Creeks Park Improvements and Directing Related Actions 4. Resolution Exhibit A — Notice of Completion — Twin Creeks Park Improvements 5. Resolution Exhibit B - Certificate of Acceptance for the Twin Creeks Park Improvements. 6. Resolution Exhibit C — Termination of Improvement Agreement - Twin Creeks Park 2 ITEM NO. 7C2 and 70 7. Resolution of the City Council of the City of Rohnert Park Accepting the Vast Oak Phase 1 In -Tract Water System Improvements and Directing Related Actions. 8. Exhibit A to Resolution - Notice of Completion - Vast Oak Phase 1 In -Tract Water System Improvements. 9. Exhibit B to Resolution — Certificate of Acceptance for the Vast Oak Phase 1 In -Tract Water System Improvements. 10. Resolution Exhibit C — Termination of Improvement Agreement Vast Oak Phase 1 In -Tract Water System Improvements CITY OF ROHNERT PARK MEMORANDUM DATE: March 27, 2018 TO: Darrin Jenkins, City Manager FROM: John McArthur, Director o Pub i s.orks nand. Community Services RE: University District — Vast Oak West Water System and Twin Creeks Park The Public Works and Community Services Departments have reviewed the Twin Creeks Park improvements and the water system serving the Vast Oak West subdivision. The Departments' punch -list items have been resolved and these facilities are ready for acceptance by the City. The Departments continue to work with Development Services on the sewer, storm drain, recycled water, streetlight and surface improvements (streets, curbs gutter and sidewalk). cc: Mary Grace Pawson, Development Services Director RESOLUTION NO. 2018-044 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK ACCEPTING THE TWIN CREEKS PARK IMPROVEMENTS AND DIRECTING RELATED ACTIONS WHEREAS, on December 22, 2015, the City Council of the City of Rohnert Park adopted Resolution 2015-182, Authorizing and Approving the Public Improvement Agreement for the Twin Creeks Park Improvements by and between the City of Rohnert Park and the University District LLC and Vast Oak Properties L.P. (Agreement); and WHEREAS, the Agreement, with an effective date of May 26, 2016, was recorded on August 25, 2016 as Instrument No. 2016074260 in the Official Records of the County of Sonoma. WHEREAS, University District LLC and Vast Oak Properties L.P (Developer) have completed the construction of the Twin Creeks Park Improvements in accordance with the plans and specifications for the work and have requested the City to accept the work; and WHEREAS, the Developer has submitted cost documentation for Twin Creeks Park which substantiates and asset value of $3,209,000.00; and WHEREAS, accepting the completed improvements is the final action anticipated by the Public Improvement Agreement. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Rohnert Park the City Engineer is authorized and directed to execute and file the Notice of Completion and related documents for the Twin Creeks Park Improvements, on behalf of the City of Rohnert Park, in substantially similar form to Exhibit A which is attached to this Resolution and incorporated by this reference. BE IT FURTHER RESOLVED that upon the expiration of the statutory lien period associated with the recording of the Notice of Completion, the City Manager is hereby authorized and directed to execute the Notice of Acceptance for the Twin Creeks Park Improvements in substantially similar form to Exhibit B, attached to this Resolution and incorporated by this reference. BE IT FURTHER RESOLVED THAT upon expiration of the warranty period, the City Manager is hereby authorized and directed to execute the Acknowledgement of Completion and Termination of the Public Improvement Agreement for Twin Creeks Park, in substantially similar form to Exhibit C, attached to this Resolution and incorporated by this reference. BE IT FUTHER RESOLVED that upon certification of the City Manager, the Finance Director is authorized and directed to take the actions necessary to accept the Twin Creeks Park Improvements, defined in the Agreement, as a capital asset of the City with a current book value of $3,209,000.00 DULY AND REGULARLY ADOPTED this 10th day of April 2018. CITY OF ROHNERT PARK Pam Stafford, Mayor ATTEST: Caitlin Saldanha, Deputy City Clerk Attachments: Exhibits A, B and C AHANOTU: BELFORTE: MACKENZIE: CALLINAN: STAFFORD: AYES: ( ) NOES: ( ) ABSENT:( ) ABSTAIN: ( ) (2) 2018-044 EXHIBIT A TO RESOUTION CERTIFICATE OF COMPLETION TWIN CREEKS PARK IMPROVEMENTS I, Mary Grace Pawson, City Engineer of the City of Rohnert Park, California, do hereby certify that the work and improvements hereinafter described, the contract for doing which was entered into by and between the City of Rohnert Park and the University District LLC and Vast Oak Property L.P. dated May 26, 2016, was completed to my satisfaction on February 13, 2018. That said work and improvements generally consisted of the construction of neighborhood park improvements within the boundaries of Vast Oak Properties Phase 1 (Final Maps Vast Oak Phases 1-A, 1-B, 1-C, and 1-D), as more particularly described in the plans and specifications approved by the City Engineer of Rohnert Park on May 5, 2016. DATED: 2018 City Engineer Return to: City Engineer City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 EXHIBIT A TO RESOUTION NOTICE OF COMPLETION TWIN CREEKS PARK IMPROVEMENTS NOTICE IS HEREBY GIVEN by the City of Rohnert Park, owner, a municipal corporation located in Sonoma County, State of California, with its principal offices at City Hall, 130 Avram Avenue, Rohnert Park, California 94928 of the following: That I, Mary Grace Pawson, City Engineer of the City of Rohnert Park, California on the _ day of February, 2018, did file with the City Clerk of the City of Rohnert Park, my Certificate of Completion of the following described work, which was completed under a Public Improvement Agreement between the City of Rohnert Park and University District LLC and Vast Oak Property L.P. dated May 26, 2016 and in accordance with the plans and specifications for said work filed with the City Clerk and approved by the Rohnert Park City Council. That said work and improvements were completed on February 13, 2018, and that the name of the surety on the contractor's bond for labor and materials on said project is Continental Casualty Company (Bond No. 929620754). That said work and improvements generally consisted of the construction of neighborhood park improvements within the boundaries of Vast Oak Properties Phase 1 (Final Maps Vast Oak Phases 1-A, 1-B, 1-C, and I -D), as more particularly described in the plans and specifications approved by the City Engineer of Rohnert Park on May 5, 2016. Dated: April _, 2018. CITY OF ROHNERT PARK Mary Grace Pawson, P.E. City Engineer The undersigned certifies that she is authorized to and does make this verification on behalf of the City of Rohnert Park; that she has read the foregoing notice and knows the contents thereof; and that the undersigned declares under penalty of perjury that the foregoing is true and correct to the best of her knowledge. Executed on this _ day of April, 2018, at Rohnert Park, California. CITY OF ROHNERT PARK Mary Grace Pawson, P.E. City Engineer EXHIBIT B TO RESOLUTION CERTIFICATE OF ACCEPTANCE TWIN CREEKS PARK This is to certify that the interest in that certain infrastructure described in the Public Improvement Agreement for the Twin Creeks Park Improvement, by and between the City of Rohnert Park and the University District LLC and Vast Oak Property L.P., is hereby accepted by the City Manager on behalf of the grantee pursuant to authority conferred by Resolution No. 2018- of the City Council of the City of Rohnert Park adopted on April 10, 2018. Dated: , 2018 By: ATTEST: By: JoAnne Buergler, City Clerk Darrin Jenkins, City Manager ACKNOWLEDGMENT STATE OF CALIFORNIA ) ss. COUNTY OF On , 20, before me, the undersigned, personally appeared _ ( ) personally known to me ( ) proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) (is/are) subscribed to the within instrument and acknowledged to me that (he/she/they) executed the same in (his/her/their) authorized capacity(ies), and that by (his/her/their) signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal: Signature EXHIBIT C TO RESOLUTION RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928-2486 Attn: City Clerk ACKNOWLEDGEMENT OF COMPLETION AND TERMINATION OF PUBLIC IMPROVEMENT AGREEMENT FOR THE TWIN CREEKS PARK IMPROVEMENTS This Acknowledgement of Completion and Termination of Public Improvements Agreement (the "Acknowledgement") is entered into as of , 2018, by the City of Rohnert Park, a California municipal corporation ("City"), in favor of the University District LLC, a Delaware Limited Liability Corporation and Vast Oaks L.P. a California Limited Partnership ("Developer"). RF('ITAI R A. City and Developer, entered into that certain Public Improvement Agreement, dated May 26, 2016 and recorded on August 25, 2016 as Instrument No. 2016074260 in the Official Records of Sonoma County, California (the "Improvement Agreement ") with respect to Developer's Vast Oak West Phase 1 Property (the "Property"), more particularly described in Exhibit A of the Improvement Agreement. Initially capitalized terms not otherwise defined herein shall have the meaning given in the Improvements Agreement. B. City certified in that certain Notice of Completion, dated , 2018 and recorded on , 2018 as Instrument No. 2018 in the Official Records of Sonoma County, California that Developer completed all things required of Developer under the Improvement Agreement on February 13, 2018. C. City has no outstanding claims related to the Improvement Agreement, Improvements, defective labor, or defective materials furnished. D. As the Developer has completed performance under the Improvements Agreement, City desires to record a written statement acknowledging such completion and termination. NOW, THEREFORE, City hereby acknowledges and certifies as follows: 1. Termination of the Improvement Agreement. Developer has completed performance of the Improvement Agreement and the Improvement Agreement is hereby deemed terminated. 2. Survival. Section 6. 1, Indemnity, of the Improvement Agreement shall survive termination as set forth therein. 3. Authority. The undersigned represents and warrants that it has the full capacity, right, power and authority to execute, and deliver this Acknowledgement, and all required actions, consents and approvals therefor have been duly taken and obtained. IN WITNESS WHEREOF, the undersigned duly executed this Acknowledgement as of the date set forth above. W ORD-LA\LNB\70378756.3 -1- EXHIBIT C TO RESOLUTION CITY: City of Rohnert Park, a municipal corporation By: Name: Darrin Jenkins Title: City Manager Authorized by City Council Resolution 2018 - adopted on April 10, 2018 APPROVED AS TO FORM: By: Name: Title: City Attorney Attest By: Name: JoAnne Buergler Title: City Clerk WORD-LA\LNB\70378756.3 -2- EXHIBIT C TO RESOLUTION A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of On , before me, a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal. Signature of Notary (Affix seal here) WORD-LA\LNB\70378756.3 -3- RESOLUTION NO. 2018-045 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK ACCEPTING THE VAST OAK PHASE 1 IN -TRACT WATER SYSTEM IMPROVEMENTS AND DIRECTING RELATED ACTIONS WHEREAS, on April 28, 2015, the City Council of the City of Rohnert Park adopted Resolution 2015-078, Authorizing and Approving the Public Improvement Agreement for the Vast Oak Properties Phase 1 In -Tract Water System Improvements by and between the City of Rohnert Park and the University District LLC and Vast Oak Properties L.P. (Agreement); WHEREAS, the Agreement, with an effective date of April 28, 2015, was recorded on May 22, 2015, as Instrument No. 2015044269 in the Official Records of the County of Sonoma; WHEREAS, University District LLC and Vast Oak Properties L.P (Developer) have completed the construction of the In -Tract Water System Improvements in accordance with the plans and specifications for the work and have requested the City to accept the work; WHEREAS, the Developer has submitted cost documentation for Vast Oak Phase 1 In - Tract Water System which substantiates an asset value of $1,685,000; and WHEREAS, accepting the completed improvements is the final action anticipated by the Public Improvement Agreement. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Rohnert Park hereby authorizes and directs the City Engineer to execute and file the Notice of Completion and related documents for the Vast Oak Phase 1 In -Tract Water System Improvements, on behalf of the City of Rohnert Park, in substantially similar form to Exhibit A, which is attached to this Resolution and incorporated by this reference. BE IT FURTHER RESOLVED that upon the expiration of the statutory lien period associated with the recording of the Notice of Completion, the City Manager is hereby authorized and directed to execute the Notice of Acceptance for the Vast Oak Phase 1 In -Tract Water System Improvements defined in the Agreement, in substantially similar form to Exhibit B, attached to this Resolution and incorporated by this reference. BE IT FURTHER RESOLVED that upon expiration of the warranty period, the City Manager is hereby authorized and directed to execute the Acknowledgement of Completion and Termination of the Public Improvement Agreement for Vast Oak Phase 1 In -Tract Water System, in substantially similar form to Exhibit C, attached to this Resolution and incorporated by this reference. BE IT FUTHER RESOLVED that upon certification of the City Manager, the Finance Director is authorized and directed to take the actions necessary to accept the Vast Oak Phase 1 In -Tract Water System Improvements, defined in the Agreement, as a capital asset of the City with a current book value of $1,685,000. (1) DULY AND REGULARLY ADOPTED this 10th day of April 2018. CITY OF ROHNERT PARK Pam Stafford, Mayor ATTEST: Caitlin Saldanha, Deputy City Clerk Attachments: Exhibits A, B and C AHANOTU: BELFORTE: MACKENZIE: CALLINAN: STAFFORD: AYES:( ) NOES: ( ) ABSENT:( ) ABSTAIN: ( ) (2) 2018-045 EXHIBIT A TO RESOLUTION CERTIFICATE OF COMPLETION VAST OAK PROPERTIES PHASE 1 IN -TRACT WATER SYSTEM IMPROVEMENTS I, Mary Grace Pawson, City Engineer of the City of Rohnert Park, California, do hereby certify that the work and improvements hereinafter described, the contract for doing which was entered into by and between the City of Rohnert Park and the University District LLC and Vast Oak Property L.P. dated April 28, 2015, was completed to my satisfaction on February 13, 2018. That said work and improvements generally consisted of the construction of in -tract water system improvements within the boundaries of Vast Oak Properties Phase 1 (Final Maps Vast Oak Phases 1-A, 1-B, 1-C, and 1-D), as more particularly described in the plans and specifications approved by the City Engineer of Rohnert Park on September 29, 2015. DATED: , 2018 City Engineer EXHIBIT A TO RESOLUTION Return to: City Engineer City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 NOTICE OF COMPLETION VAST OAK PROPERTIES PHASE 1 IN -TRACT WATER SYSTEM IMPROVEMENTS NOTICE IS HEREBY GIVEN by the City of Rohnert Park, owner, a municipal corporation located in Sonoma County, State of California, with its principal offices at City Hall, 130 Avram Avenue, Rohnert Park, California 94928 of the following: That I, Mary Grace Pawson, City Engineer of the City of Rohnert Park, California on the day of February, 2018, did file with the City Clerk of the City of Rohnert Park, my Certificate of Completion of the following described work, which was completed under a Public Improvement Agreement between the City of Rohnert Park and University District LLC and Vast Oak Property L.P. dated April 28, 2015 and in accordance with the plans and specifications for said work filed with the City Clerk and approved by the Rohnert Park City Council. That said work and improvements were completed on February 13, 2018, and that the name of the surety on the contractor's bond for labor and materials on said project is Liberty Mutual Insurance Company (Bond No. TM5166779/015046566). That said work and improvements generally consisted of the construction of in -tract water system improvements within the boundaries of Vast Oak Properties Phase 1 (Final Maps Vast Oak Phases 1-A, 1-B, 1-C, and 1-D), as more particularly described in the plans and specifications approved by the City Engineer of Rohnert Park on September 29, 2015. Dated: April , 2018 CITY OF ROHNERT PARK Mary Grace Pawson, P.E. City Engineer The undersigned certifies that she is authorized to and does make this verification on behalf of the City of Rohnert Park; that she has read the foregoing notice and knows the contents thereof; and that the undersigned declares under penalty of perjury that the foregoing is true and correct to the best of her knowledge. Executed on this day of April 2018, at Rohnert Park, California. CITY OF ROHNERT PARK Mary Grace Pawson, P.E. City Engineer EXHIBIT B TO RESOLUTION CERTIFICATE OF ACCEPTANCE VAST OAK PHASE 1 IN -TRACT WATER SYSTEM This is to certify that the interest in that certain infrastructure described in the Public Improvement Agreement for the Vast Oak Phase 1 In -Tract Water System and between the City of Rohnert Park and the University District LLC and Vast Oak Property L.P. is hereby accepted by the City Manager on behalf of the grantee pursuant to authority conferred by Resolution No. 2018- of the City Council of the City of Rohnert Park adopted on April 10, 2018. Dated: , 2018 By: ATTEST: By: JoAnne Buergler, City Clerk Darrin Jenkins, City Manager ACKNOWLEDGMENT STATE OF CALIFORNIA ) ss. COUNTY OF ) On , 20, before me, the undersigned, personally appeared ( ) personally known to me ( ) proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) (is/are) subscribed to the within instrument and acknowledged to me that (he/she/they) executed the same in (his/her/their) authorized capacity(ies), and that by (his/her/their) signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal: Signature RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928-2486 Attn: City Clerk EXHIBIT C TO RESOLUTION THE AREA ABOVE IS RESERVED FOR RECORDER'S USE ACKNOWLEDGEMENT OF COMPLETION AND TERMINATION OF PUBLIC IMPROVEMENT AGREEMENT FOR VAST OAK PROPERTY PHASE 1 IN -TRACT WATER SYSTEM IMPROVEMENTS This Acknowledgement of Completion and Termination of Public Improvement Agreement for the Vast Oak Property Phase 1 In -Tract Water System Improvements (the "Acknowledgement") is entered into as of , 2018, 2013, by the City of Rohnert Park, a California municipal corporation ("City"), in favor of the University District LLC, a Delaware Limited Liability Corporation and Vast Oaks LP, a California Limited Partnership ("Developer"). RFCITAI S A. City and Developer, entered into that certain Public Improvement, dated April 28, 2015 and recorded on May 22, 2015 as Instrument No. 2015044269 in the Official Records of Sonoma County, California (the "Improvement Agreement") with respect to Developer's Vast Oak Phase 1 Property (the "Property"), more particularly described in Exhibit A of the Improvement Agreement. Initially capitalized terms not otherwise defined herein shall have the meaning given in the Improvement Agreement. B. City certified in that certain Notice of Completion, dated , 2018 and recorded on 2018, as Instrument No. 2018 in the Official Records of Sonoma County, California that Developer completed all things required of Developer under the Off -Site Improvements Agreement on February 13, 2018. C. City has no outstanding claims related to the Improvement Agreement, Improvements, defective labor, or defective materials furnished. D. As the Developer has completed performance under the Improvement Agreement, City desires to record a written statement acknowledging such completion and termination. NOW, THEREFORE, City hereby acknowledges and certifies as follows: 1. Termination of the Improvement Agreement. Developer has completed performance of the Improvement Agreement and the Improvement Agreement is hereby deemed terminated. 2. Survival. Section 6.1, Indemnity, of the Improvement Agreement shall survive termination as set forth therein. 3. Authority. The undersigned represents and warrants that it has the full capacity, right, power and authority to execute, and deliver this Acknowledgement, and all required actions, consents and approvals therefor have been duly taken and obtained. IN WITNESS WHEREOF, the undersigned duly executed this Acknowledgement as of the date set forth above. W ORD-LA\LN B\70378756.3 -1- EXHIBIT C TO RESOLUTION CITY: City of Rohnert Park, a municipal corporation By: Name: Darrin Jenkins Title: City Manager Authorized by City Council Resolution 2018 - adopted on April 10, 2018 APPROVED AS TO FORM: By: Name: Title: City Attorney Attest By: Name: JoAnne Buergler Title: City Clerk WORD-LA\LNB\70378756.3 -2- EXHIBIT C TO RESOLUTION A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of On , before me, a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal. Signature of Notary (Affix seal here) WORD-LA\LNB\70378756.3 -3- �o}` N KT rARK Mission Statement ITEM NO. 7D 1 "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." CALI FQF,0" CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Administration Submitted By: JoAnne Buergler, City Clerk Prepared By: JoAnne Buergler, City Clerk Agenda Title: PUBLIC HEARING: Adoption of Ordinance — Consideration of Amendments to Rohnert Park Municipal Code Chapter 17.25.091, Planning Commission Appointments — Term of office — Compensation - Vacancies, Changing the Term of Office for Commissioners from Two Years to Four Years and Extending the Terms of Office of Existing Commissioners RECOMMENDED ACTION: Adoption of Ordinance — Consideration of Amendments to Rohnert Park Municipal Code (RPMC) Chapter 17.25.091, Planning Commission Appointments — Term of office — Compensation - Vacancies, Changing the Term of Office for Commissioners from Two Years to Four Years and Extending the Terms of Office of Existing Commissioners. BACKGROUND: City Council identified potential continuity issues for City Commissions, Committees, and Boards (CCB) due to the lack of staggered terms; consequently in December 2016, City Council established an ad hoc committee to review the current practices. Then Mayor Mackenzie and Vice Mayor Stafford were appointed to the ad hoc committee in January 2017. The Committee's goal was to establish CCB continuity and preserve City Council's practice of synchronizing CCB terms of office with the appointing councilmember's term. Staggered terms of office prevent appointee terms from expiring at the same time thus reducing the possibility that all appointees on a particular CCB would be new and without experience which is undesirable. Four year terms of office that coincide with the appointing/nominating councilmember's term of office keeps CCB member terms from expiring in the same year. Therefore, in August 2017 the Committee recommended to the City Council to change all terms of office to four years that coincide with the appointing councilmember's term of office. City Council unanimously supported the Committee's recommendation and directed staff to move forward with implementation. Implementation includes communicating with the CCB members, amending various resolutions and ordinances, and updating procedures. ANALYSIS: RPMC 17.25.091(A) states Members of the Planning Commission shall be appointed by the City Council. Each councilperson may nominate one resident of the City of Rohnert Park for appointment to the Planning Commission. The term of each commission member shall be for two years expiring on December 31. ITEM NO. 7D 1 Currently the five member Planning Commission have two year terms that do not coincide with the appointing councilmember's term of office. RPMC section 17.25.091(A) needs to be amended in order to implement a four year term. The chart below demonstrates what the proposed change looks like in relation to the current terms. The proposed ordinance will change the term of office for commission members from two years to four years. The proposed ordinance will also change the terms of office for existing commission members so that they coincide with the appointing councilmember's term of office as follows: - Daniel Blanquie: Mr. Blanquie's term of office will remain unchanged because it already coincides with Mayor Stafford's term of office. In December of 2018, Mr. Blanquie's term will expire and Mayor Stafford, if reelected, or Mayor Stafford's successor will appoint a commissioner to a four year term of office. - Susan Adams: Ms. Adam's term of office will remain unchanged because it already coincides with Councilmember Ahanotu's term of office. In December of 2018, Ms. Adam's term will expire and Councilmember Ahanotu, if reelected, or Councilmember Ahanotu's successor will appoint a commissioner to a four year term of office. - Susan Haydon: Ms. Haydon's term of office is set to expire in December of 2018. Ms. Haydon's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Mackenzie's term of office. - Gerard Giudice: Mr. Giudice's term of office is set to expire in December of 2018. Mr. Giudice's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Belforte's term of office. - John E. Borba: Mr. Borba's term of office is set to expire in December of 2018. Mr. Borba's term of office will be extended by an additional two years to December 2020 to coincide with Vice Mayor Callinan's term of office. Currently Section 17.25.091 of the Rohnert Park Municipal Code reads as follows: "A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for two years expiring on December thirty first. CURRENT TERM SHOULD NAME OF APPOINTED BY / TERM COMMISSIONER TERM BE EXTENDED EXPIRATION EXPIRES TO Daniel Blanquie 12/2018 N/A Pam Stafford / 12/2018 Susan Adams 12/2018 N/A Amy O. Ahanotu / 12/2018 12/2020 Susan Haydon 12/2018 Jake Mackenzie / 12/2020 (2 year extension) 12/2020 Gerard Giudice 12/2018 Gina Belforte / 12/2020 (2 year extension ) 12/2020 John E. Borba 12/2018 Joseph T. Callinan / 12/2020 (2 year extension ) The proposed ordinance will change the term of office for commission members from two years to four years. The proposed ordinance will also change the terms of office for existing commission members so that they coincide with the appointing councilmember's term of office as follows: - Daniel Blanquie: Mr. Blanquie's term of office will remain unchanged because it already coincides with Mayor Stafford's term of office. In December of 2018, Mr. Blanquie's term will expire and Mayor Stafford, if reelected, or Mayor Stafford's successor will appoint a commissioner to a four year term of office. - Susan Adams: Ms. Adam's term of office will remain unchanged because it already coincides with Councilmember Ahanotu's term of office. In December of 2018, Ms. Adam's term will expire and Councilmember Ahanotu, if reelected, or Councilmember Ahanotu's successor will appoint a commissioner to a four year term of office. - Susan Haydon: Ms. Haydon's term of office is set to expire in December of 2018. Ms. Haydon's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Mackenzie's term of office. - Gerard Giudice: Mr. Giudice's term of office is set to expire in December of 2018. Mr. Giudice's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Belforte's term of office. - John E. Borba: Mr. Borba's term of office is set to expire in December of 2018. Mr. Borba's term of office will be extended by an additional two years to December 2020 to coincide with Vice Mayor Callinan's term of office. Currently Section 17.25.091 of the Rohnert Park Municipal Code reads as follows: "A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for two years expiring on December thirty first. ITEM NO. 7D 1 B. Each member shall serve at the pleasure of the city council and until his successor is appointed and qualified. C. Vacancies shall be filled by appointment for the un -expired portion of the term. D. Members of the commission shall serve without compensation unless otherwise provided for by the city council. E. Members of the commission may be reimbursed for actual expenses incurred in carrying out business of the planning commission provided such reimbursement is approved by the city council." The proposed amendment reads as follows: "A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for four years expiring on December thirty first. B. Each member shall serve at the pleasure of the city council and until his/her successor is appointed and qualified. C. Vacancies shall be filled by appointment for the un -expired portion of the term. D. Members of the commission shall serve without compensation unless otherwise provided for by the city council. E. Members of the commission may be reimbursed for actual expenses incurred in carrying out business of the planning commission provided such reimbursement is approved by the city council." March 8, 2018, the Planning Commission held a Public Hearing to consider Resolution 2018-20, recommending to the City Council amendments to Rohnert Park Municipal Code Section 17.25.091(A). There was no opposition to the proposed language and Resolution 2018-20 was adopted. At the March 27, 2018, City Council Meeting the City Council introduced Ordinance 921 amending RPMC Chapter 17.25.091 Planning Commission Appointments — Term of office — Compensation - Vacancies, Changing the Term of Office for Commissioners from Two Years to Four Years and Extending the Terms of Office of Existing Commissioners. STRATEGIC PLAN ALIGNMENT: City Committees, Commissions, and Boards support the City's values of communication and collaboration and Goal A — Practice participative leadership at all levels. OPTIONS CONSIDERED: Recommended Option: Staff recommends adopting Ordinance 921 amending RPMC Chapter 17.25.091 because this meets Council's goal of providing CCB continuity and preserves City Council's practice of synchronizing CCB terms of office with the appointing/nominating Councilmember's term. Alternative: Do not adopt the ordinance and provide direction to staff. FISCAL IMPACT/FUNDING SOURCE: This item has no fiscal impact. ITEM NO. 71) 1 Department Head Approval Date: N/A Finance Director Approval Date: N/A City Attorney Approval Date: 3/19/18 City Manager Approval Date: 3/28/2018 Attachments (list in packet assembly order): 1. Planning Commission Resolution 2018-20 2. RPMC Section 17.25.091 with changes tracked 3. Proposed Ordinance 921 RESOLUTION N0.2018-20 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF ROHNERT PARK, CALIFORNIA RECOMMENDING TO THE CITY COUNCIL AMENDMENTS TO MUNICIPAL CODE TITLE 17, ZONING TO PROVIDE FOR A CHANGE TO PLANNING COMMISSIONERS' TERM OF OFFICE WHEREAS, the applicant, the City of Rohnert Park, filed Planning Application No. PLMC18-0002 proposing to amend the Rohnert Park Municipal Code ("RPMC") by amending Sections 17.25.091 (A) — Planning Commission Appointments — Terms of Office — Compensation — Vacancies; WHEREAS, City Council Protocols Section XI.A.2 states "For City commissions, committees and boards with (5) members, each Councilmember shall be entitled to appoint one member;" and WHEREAS, each of the current commissioners on the Commission were appointed by a current member of the City Council; and WHEREAS, on August 8, 2017, the City Council of the City of Rohnert Park directed staff to implement a four year term of office that coincides with the appointing councilmember's term of office for commissioners from two years to four years; and WHEREAS, the proposed changes to Title 17 Zoning are attached hereto as Exhibit A; WHEREAS, on March 8, 2018 the Planning Commission held a public hearing at which time interested persons had an opportunity testify either in support of or opposition to the proposal; WHEREAS, pursuant to California State Law and the Rohnert Park Municipal Code, a public notice was published in the Community Voice for a minimum of 10 days prior to the first public hearing; and WHEREAS; the Planning Commission has reviewed and considered the information contained in Planning Application No. PLMC 18-0002 for the proposed amendments to Title 17 Zoning of the Municipal Code. NOW, THEREFORE, BE IT RESOLVED that the Planning Commission of the City of Rohnert Park makes the following findings, determinations and recommendations with respect to the proposed amendments to Sections 17.25.091(A) — Planning Commission Appointments — Term of office — Compensation — Vacancies: Section 1. The above recitations are true and correct. Section 2. Findings. The Planning Commission hereby makes the following findings concerning Sections 17.25.091(A) — Planning Commission Appointments — Term of office — Compensation — Vacancies of the Municipal Code: 1. That the proposed amendments to the Municipal Code are consistent with the General Plan 2020. Criteria Satisfied. The proposed amendments to the Municipal Code are consistent with the General Plan 2020 Goals by providing the basis for establishing and setting priorities and maintaining consistency with the City Council protocols in implementing programs, such as the Zoning Ordinance and specific plans. 2. That the proposed amendment to the Zoning Ordinance will be beneficial to the public health, safety or welfare. Criteria Satisfied. The proposed amendments to the Municipal Code will provide for the health, safety and welfare of individuals living in Rohnert Park by coinciding term limits with the City Council that will allow for outlining a vision of long range physical and economic development and resource conservation that reflects the aspirations of the community in a more comprehensive manner. Section 3. Environmental Clearance The proposed amendments are not subject to CEQA pursuant to Section 13060(c) (2) (the activity will not result in a direct or reasonable foreseeable indirect physical change to the environment) and 15060(c) (3) (the activity is not a project as defined in Section 15378 of the CEQA Guidelines, because it has no potential for resulting in a physical change to the environment, directly or indirectly). NOW, THEREFORE, BE IT FURTHER RESOLVED that the Planning Commission does hereby recommend that the City Council adopt the Findings stated hereinabove and adopt this Amendment to the RPMC to amend Section 17.25.091(A) — Planning Commission Appointments — Term of office — Compensation — Vacancies in the form provided in Exhibit A. DULY AND REGULARLY ADOPTED on this 81h day of March, 2018 by the City of Rohnert Park Planning Commission by the following vote: AYES: NOES: ABSENT: ABSTAIN: 0 ADAMS BLANQUI BORBAf�GIUDICE HAYDON Susan Adams, Chairperson, Rohnert Perk Planning Commission Attest: - Susan Aievedd= Recording Secretary Exhibit A 17.25.091- Planning commission appointments—Term of office—Compensation—Vacancies. A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for two-four years expiring on December thirty first. B. Each member shall serve at the pleasure of the city council and until his successor is appointed and qualified. C. Vacancies shall be filled by appointment for the un -expired portion of the term. D. Members of the commission shall serve without compensation unless otherwise provided for by the city council. E. Members of the commission may be reimbursed for actual expenses incurred in carrying out business of the planning commission provided such reimbursement is approved by the city council. (Ord. 695 § 3, 2003) 17.25.091 - Planning commission appointments—Term of office—Compensation—Vacancies. A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for two-four years expiring on December thirty first. B. Each member shall serve at the pleasure of the city council and until his/her successor is appointed and qualified. C. Vacancies shall be filled by appointment for the un -expired portion of the term. D. Members of the commission shall serve without compensation unless otherwise provided for by the city council. E. Members of the commission may be reimbursed for actual expenses incurred in carrying out business of the planning commission provided such reimbursement is approved by the city council. (Ord. 695 § 3, 2003) ORDINANCE NO. 921 AN ORDINANCE OF THE CITY OF ROHNERT PARK, CALIFORNIA, AMENDING CHAPTER 17.25.091 OF THE ROHNERT PARK MUNICIPAL CODE TO PROVIDE FOR A CHANGE TO PLANNING COMMISSIONERS' TERM OF OFFICE WHEREAS, in May 2003, the City of Rohnert Park City Council adopted Ordinance No. 695 amending Rohnert Park Municipal Code by Replacing Title 17 (Zoning Ordinance) with a revised Title 17 (Zoning Ordinance) and related Zoning Map; and WHEREAS, Rohnert Park Municipal Code Section 17.25.091 — Planning commission appointments — Term of office — Compensation — Vacancies of the Zoning Ordinance sets the term of office for planning commissioners; and WHEREAS, on August 8, 2017, the City Council of the City of Rohnert Park directed staff to implement a four year term of office that coincides with the appointing councilmember's term of office for all City commissions, committees, and boards; and WHEREAS, the Planning Commission held a Public Hearing March 8, 2018, and adopted Planning Commission Resolution 2018-20 recommending to the City Council amendments to Rohnert Park Municipal Code Chapter 17.25.091 changing the term of office for commissioners from two years to four years; and WHEREAS, this ordinance is intended to change the terms of office for existing and future commissioners so that they coincide with the nominating councilmember's term of office as follows: - Daniel Blanquie: Mr. Blanquie's term of office will remain unchanged because it already coincides with Mayor Stafford's term of office. In December of 2018, Mr. Blanquie's term will expire and Mayor Stafford, if reelected, or Mayor Stafford's successor will appoint a commissioner to a four year term of office. - Susan Adams: Ms. Adam's term of office will remain unchanged because it already coincides with Councilmember Ahanotu's term of office. In December of 2018, Ms. Adam's term will expire and Councilmember Ahanotu, if reelected, or Councilmember Ahanotu's successor will appoint a commissioner to a four year term of office. - Susan Haydon: Ms. Haydon's term of office is set to expire in December of 2018. Ms. Haydon's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Mackenzie's term of office. - Gerard Giudice: Mr. Giudice's term of office is set to expire in December of 2018. Mr. Giudice's term of office will be extended by an additional two years to December 2020 to coincide with Councilmember Belforte's term of office. - John E. Borba: Mr. Borba's term of office is set to expire in December of 2018. Mr. Borba's term of office will be extended by an additional two years to December 2020 to coincide with Vice Mayor Callinan's term of office. ORD -921 NOW, THEREFORE, the City Council of the City of Rohnert Park Does Ordain as Follows: SECTION 1. Section 17.25.091 of the Rohnert Park Municipal Code is amended in its entirety to read as follows: "A. Members of the planning commission shall be appointed by the city council. Each councilperson may nominate one resident of the city of Rohnert Park for appointment to the planning commission. The term of each commission member shall be for four years expiring on December thirty first. B. Each member shall serve at the pleasure of the city council and until his/her successor is appointed and qualified. C. Vacancies shall be filled by appointment for the un -expired portion of the term. D. Members of the commission shall serve without compensation unless otherwise provided for by the city council. E. Members of the commission may be reimbursed for actual expenses incurred in carrying out business of the planning commission provided such reimbursement is approved by the city council." SECTION 2. Findings. The City Council hereby makes the following findings concerning Section 17.25.091 — Planning Commission Appointments — Term of Office — Compensation — Vacancies of the Municipal Code: 1. That the proposed amendments to the Municipal Code are consistent with the General Plan 2020. Criteria Satisfied. The proposed amendment to the Municipal Code are consistent with the General Plan 2020 Goals by providing the basis for establishing and setting priorities and maintaining consistency with the City Council protocols in implementing programs, such as the Zoning Ordinance and specific plans. 2. That the proposed amendments to the Zoning Ordinance will be beneficial to the public health, safety or welfare. Criteria Satisfied. The proposed amendment to the Municipal Code will provide for the health, safety and welfare of individuals living in Rohnert Park by coinciding term limits with the City Council that will allow for outlining a vision of long range physical and economic development and resource conservation that reflects the aspirations of the community in a more comprehensive manner. SECTION 3. Environmental Clearance. The proposed amendments are not subject to CEQA pursuant to Section 13060(c)(2) (the activity will not result in a director or reasonable foreseeable indirect physical change to the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378 of CEQA Guidelines, because it has no potential for resulting in a physical change to the environment, directly or indirectly). 2 ORD -921 SECTION 4. The terms of office of the current Board commissioners shall be extended as follows: A. Daniel Blanquie: Mr. Blanquie's current term of office will expire in December 2018 and will remain unchanged. B. Susan Adams: Ms. Adams' current term of office will expire in December 2018 and will remain unchanged. C. Susan Haydon: Ms. Haydon's current term of office, which is set to expire in December of 2018, will be extended by two (2) years to December 2020. D. Gerard Giudice: Mr. Giudice's current term of office, which is set to expire in December of 2018, will be extended by two (2) years to December 2020. E. John E. Borba: Mr. Borba's current term of office, which is set to expire in December of 2018, will be extended by two (2) years to December 2020. SECTION 3. This ordinance shall be in full force and effect thirty (30) days after its adoption and shall be published and posted as required by law. This ordinance was introduced on March 27, 2018, and adopted by the Council of the City of Rohnert Park on April 10, 2018 by the following roll call vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: Caitlin Saldanha, Deputy City Clerk APPROVED AS TO FORM: Michelle Marchetta Kenyon, City Attorney CITY OF ROHNERT PARK Pam Stafford, Mayor 3 ORD -921 V,010 E RT 1'q RK Mission Statement 52 "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." LA L] FORMA CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Administration Submitted By: JoAnne Buergler, City Clerk Prepared By: JoAnne Buergler, City Clerk ITEM NO. 7E Agenda Title: Accept Resignation from Bicycle and Pedestrian Advisory Committee Member Stephen Gold and Direct Staff to Send a Letter of Appreciation RECOMMENDED ACTION: Accept the resignation from Bicycle and Pedestrian Advisory Committee Member Stephen Gold and direct staff to send a letter of appreciation. BACKGROUND: On March 23, 2018, the City Clerk's Office received notification of Stephen Gold's decision to resign from the Bicycle and Pedestrian Advisory Committee, effective immediately. Mr. Gold was appointed by Mayor Pam Stafford and initially took office in January 2015. The vacated position's two-year term will expire on December 31, 2018, and in order to solicit interest from the community for a replacement, the City Clerk's Office prepared and posted a Notice of Special Vacancy at various City facilities and on the City's website and social media outlets advertising this vacancy. The notice was also sent to the Community Voice. All applications of interest received from community members following the posting will be submitted to Councilmember Belforte for consideration for appointment. FISCAL IMPACT/FUNDING SOURCE: None. Department Head Approval Date: NA City Manager Approval Date: 3/28/2018 Finance Director Approval Date: NA City Attorney Approval Date: NA Attachments (list in packet assembly order): 1. Letter of Resignation 2. Special Vacancy Notice 3. Draft Letter of Appreciation ROHNERT PARK Ste hen Gold MAR 2 3 2016 lm CITY CLERK 20 March 2018 JoAnne Buergler, Rohnert Park City Clerk City Hall, 130 Avram Avenue Rohnert Park, CA 94928 Re: Bicycle and Pedestrian Advisory Committee Dear Madam: For the past three years, I've had the honor and pleasure of serving on the City's Bicycle and Pedestrian Advisory Committee, most recently as its chair. I recently decided to make a change in my life that involves moving out of the City. One downside of this change is that I cannot serve out my term on the committee. I therefore resign my appointment, effective immediately. Please assist Councilmember Pam Stafford in finding a suitable replacement for me. I shall remember the past three years with great fondness and respect for my fellow committee members, city council, and staff. Sincerely, Stephen Gold CITY OF ROHNERT PARK 130 AVRAM AVENUE, ROHNERT PARK, CA 94928 PHONE: (707) 588-2227 1 FAX: (707) 794-9248 1 WEB: www.rpcity.org OFFICE OF THE CITY CLERK VACANCY NOTICE Rohnert Park City Council is Seeking Applicants for the City's BICYCLE AND PEDESTRIAN ADVISORY COMMITTEE The Rohnert Park City Council is seeking applications from Rohnert Park residents to fill one current vacancy on the City's Bicycle and Pedestrian Advisory Committee for a two-year term to expire on December 31, 2018. Appointment will be made by Council Member Gina Belforte. The Bicycle and Pedestrian Advisory Committee currently meets the fourth Monday of each month at 5:30 p.m. in Conference Room 2A (2nd Floor) at City Hall, 130 Avram Avenue, Rohnert Park, CA. Preference in the selection of applicants shall be given to interested and responsible bicycle enthusiasts to review and make recommendations to the City Council on Bike Path Plans/Projects in the community. Interested Rohnert Park residents may obtain a fact sheet application at the City Clerk's Office located at 130 Avram Avenue, Rohnert Park, CA 94928, online at rpcity.org or by calling (707) 588-2227. Completed applications can be submitted in person at City Hall, via mail, or fax (707) 792-1876. Fact sheet applications will be considered at a future City Council meeting. Dated: March 9, 2018 In Accordance with Maddy Act Provisions (G.C. 54970) POST: (1) City Hall (2) Public Safety (3) Community Center (4) Senior Center (5) Library nkleban@sonoma.lib.ca.us and elindenbusch@sonoma.lib.ca.us (6) City of Rohnert Park Website (www.rpcity.org) (7) Lisa Orloff, Chamber of Commerce: (info@rohnertparkchamber.org) (8) Connie Cormier, Sonoma State University: (cormier@sonoma.edu) (9) Sonoma County Bicycle Coalition (info@BikeSonoma.org) (10) Sonoma Trikes & Spin Cyclz, 1400 Valley House Drive, Rohnert Park 94928 (11) The Hub Cyclery, 7880 Old Redwood Highway, Cotati, CA 94931 CC: City Council Members Darrin Jenkins, City Manager Don Schwartz, Assistant City Manager Michelle Marchetta Kenyon, City Attorney Karen Murphy, Assistant City Attorney Eydie Tacata (for Bicycle and Pedestrian Advisory Committee) Jennifer Davis/Catherine Colburn/Nargiza Rakhimi (for POSTING at Public Safety) Aidan Humrich (for POSTING at Community Center) Hannah Deeter (For POSTING at Senior Center) FILE — Bicycle and Pedestrian Advisory Committee - Appointments JoAnne M. Buergler, City Clerk M:ACommission-Committee-Board Appointments\00 Commissions-Committees-Boards\Bicycle And Pedestrian Advisory Committee\BAC_Vacancy Notices PRE 2012 X\BAC Vacancy Notice 03072018.Docx City Council Pam Stafford Mayor Joseph T. Callinan Vice Mayor Amy 0. Ahanotu Gina Belforte Jake Mackenzie Councilmembers Darrin Jenkins City Manager Don Schwartz Assistant City Manager Michelle Marchetta Kenyon City Attorney Karen Murphy Assistant City Attorney JoAnne Buergler City Clerk Betsy Howze Finance Director Brian Masterson Director of Public Safety John McArthur Director of Public Works and Community Services Mary Grace Pawson Director of Development Services Victoria Perrault Human Resources Director April 10, 2018 Stephen Gold Re: Bicycle and Pedestrian Advisory Committee Dear Mr. Gold, On behalf of the City of Rohnert Park, I would like to extend our appreciation for your services and commitment to the community as a member of the Bicycle Advisory Committee since January 2015. We wish to acknowledge your investment of time and energy in serving the citizens of the City of Rohnert Park as a member of the Bicycle and Pedestrian Advisory Committee and thank you for your service to the community. Sincerely, Pam Stafford, Mayor PS/J b cc: City Councilmembers Eydie Tacata, Bicycle and Pedestrian Committee Liaison File - Bicycle Advisory Committee 130 Avram Avenue ♦ Rohnert Park CA ♦ 94928 ♦ (707) 588-2226 ♦ Fax (707) 794-9248 www.rpcity.org �NCJL'SWE,k 10: �',AItD Date:— Agenda Item #: 91 Name: Address: �� Phone: TOPIC: ZXV Brief Summary of Comments: Ar, See Reverse —> CITY COLiNCIL SI'I.AKI R CARD Date: d "' Agenda Item Name: C i 15 �.. Address: Phone: ; ' P^ TOPIC: Brief Summary of Comments: See Reverse —+ Supplemental Item No Agenda Item #8 April 10, 2018 City Council Meeting From: Teri Shore [mailto:tshore@greenbelt.org] Sent: Tuesday, April 10, 2018 1:47 PM To: Stafford, Pam <pstafford@rpcity.org>; Mackenzie, Jake <imackenzie@rpcity.org>; Belforte, Gina <gbelforte@rpcity.org>; Ahanotu, Amy <aahanotu@rpcity.org>; Callinan, Joseph <icallinan@rpcity.org> Cc: Beiswenger, Jeffrey <JBeiswenger@rpcity.org>; Jenkins, Darrin <daienkins@rpcity.org>; Pawson, Mary Grace <mpawson@rpcity.org> Subject: GA Comments - RP Inclusionary Housing Ordinance - April 10 - Item 8 Dear Mayor Stafford and Rohnert Park City Council, Please find attached a detailed comment letter regarding options for revising the city's Inclusionary Housing Ordinance at tonight's City Council meeting. In summary, Greenbelt Alliance urges the City Council to: 1. Vote "No" on the option to remove affordability standards from the Priority Development Area and Downtown District Amenity Zone. Recommend "Yes" vote on the option to "continue to apply the full inclusionary housing percentage to all new development in the Priority Development Area." 2. Vote "Yes" on the option to establish a rental housing inclusionary fee. 3. Reconsider establishing an inclusionary housing threshold for new rental housing (in addition to the fee) per the Oct. 27, 2017 staff report. Thank you for your consideration. Teri Shore Teri Shore Regional Director, North Bay Greenbelt Alliance 555 Fifth Street, Suite 300 A I Santa Rosa, CA 95401 1 (707) 575-3661 office 11 (707) 934-7081 cell I tshore(a).greenbelt.org greenbelt.org I Facebook I Twitter Bay Area greenbelt lands are at risk of being lost to sprawl development. Get the facts here. SAN FRANCISCO FAIRFIELD SAN JOSE SANTA ROSA WALNUT CREEK GREENBELT ALLIANCE Santa Rosa Office 555 Fifth Street, Suite 300 A Santa Rosa, CA 95401 (707) 575-3661 April 10, 2018 Mayor Pam Stafford and Rohnert Park City Council City of Rohnert Park 130 Avram Ave. Rohnert Park, CA 94928 Re: Item 8 - 8. Discussion and Direction on the City's Inclusionary Housing Ordinance Dear Mayor Stafford and City Council, Greenbelt Alliance appreciates the opportunity to provide comments and suggestions for your consideration during tonight's City Council discussion and direction on the city's Inclusionary Housing Ordinance. Our goal in providing these comments is to support the city's longstanding commitment to producing housing for people across the income spectrum and focusing development in the city center and within the voter approved Urban Growth Boundary. Greenbelt Alliance recognizes the City Council and staff for developing creative housing strategies and building thousands of new homes from low to moderate to market rate affordability at this critical time. The city's Inclusionary Housing Ordinance has been instrumental in ensuring that affordable housing has been built and to make progress toward achieving state mandated RHNA thresholds. It is also timely to revisit and update the ordinance given new housing related legal and policy developments at the local, regional and state level. Previous planning staff recommendations on revising the ordinance, specifically the Oct. 27, 2017 staff report, provided comprehensive and balanced recommendations for revising the ordinance. The Council's direction in response to those recommendations created the current policy issues that staff is addressing tonight. When considering our recommendations on these staff options, Greenbelt Alliance urges the Council to consider revisiting the options in the Oct. 27 staff report. In addition, you may want to review the Potential Affordable Housing Programs/Strategies contained in the Central Rohnert Park Priority Development Area Plan. You may find these documents useful in considering the current options and ultimately provide the best and most comprehensive options for the city of Rohnert Park's Inclusionary Housing Ordinance. Item 8 Inclusionary Housing Options Greenbelt Alliance urges the City Council to: 1. Vote "No" on the option to remove affordability standards from the Priority Development Area and Downtown District Amenity Zone. 312 Sutter Street, Suite 510 San Francisco, CA 94108 greenbelt.org SAN FRANCISCO FAIRFIELD SAN JOSE SANTA ROSA WALNUT CREEK GREENBELT ALLIANCE Recommend "Yes" vote on the option to "continue to apply the full inclusionary housing percentage to all new development in the Priority Development Area." 2. Vote "Yes" on the option to establish a rental housing inclusionary fee. 3. Reconsider establishing an inclusionary housing threshold for new rental housing (in addition to the fee) per the Oct. 27, 2017 staff report. Discussion 1. Priority Development Area - Downtown District Amenity zone Please Vote No on the option to remove inclusionary housing standards in the downtown planning area as stated as follows: Do not impose inclusionary housing requirements for new projects within the defined subarea of the City's Priority Development Area at this time, because this area is anticipated to meet the City's inclusionary housinggoals. - VOTE NO Reasons: 1. The staff has not demonstrated that removing the inclusionary housing policy in the downtown area would benefit the residents of the city or that retaining it harms the residents of the city or the city's housing objectives. 2. Conflicts with Rohnert Park Priority Development Area Plan and General Plan Housing Element plans and policies to develop affordable housing in the downtown and PDA. (See selected citations from PDA plan below) 3. Potential unintended consequences of gentrification, displacement, and incentivizing housing in the downtown that is increasingly unaffordable to families and the workforce of Rohnert Park. 4. Creating uncertainty with a new precedent of implementing affordability standards by planning area, neighborhood and geography. 5. If city wants to apply affordable housing standards by area, perhaps meeting percentages by RHNA makes more sense since the city needs both more "very low" and "moderate" housing, such as in the Table 4.6 below, so that the PDA or downtown inclusionary level might be 20 percent very low and 14 percent moderate. 6. Potential fair housing policy conflict with the statement that "concentration of affordable housing in the downtown, well in excess of the City's goals and potentially to the detriment of downtown development." What concentration of affordable is detrimental to an area? How is it detrimental? 2. New Rental Housing Please vote "yes" to establish a nexus fee of approximately $3.23 per square foot pending a final nexus study. The staff report provides sound explanations for imposing such a fee. greenbel t. org Page 2 of SAN FRANCISCO FAIRFIELD SAN JOSE SANTA ROSA WALNUT CREEK GREENBELT ALLIANCE Greenbelt Alliance also urges you to reconsider maintaining the city's inclusionary policy to apply to new rental projects. Not only does this help to rectify the policy issue related to rental versus for -sale projects per the staff report, but provides benefit to the residents of Rohnert Park who need affordable rental housing. Such housing is less likely to be built if the city does not apply inclusionary standards. Please also consider that increasing need for affordable housing and emerging regional and state policies and mandates is putting more pressure on local jurisdictions to build affordable housing. Relaxing affordable housing policies could potentially have consequences for the city's discretionary land use authority in the future. Thank you for your consideration of our views. Teri Shore Regional Director greenbel t. org Page 3 of SAN FRANCISCO FAIRFIELD SAN JOSE SANTA ROSA WALNUT CREEK GREENBELT ALLIANCE CENTRAL ROHNERT PARK PRIORITY DEVELOPMENT AREA PLAN Adopted March 2016 (Selected citations) 1.6 Objectives Preserve affordable housing and commercial rents to avoid displacing residents or businesses from the area. Goal L-4: Encourage variety in new housing development to serve the diverse segments of the community, including students, working professionals, families, and senior citizens. Goal L-5: Ensure an adequate supply of affordable rents and home ownership opportunities, avoiding indirect displacement of existing residents. Policy L-5.1: Support and encourage the provision of housing to a broad range of income levels, including market -rate and affordable housing. Policy L-5.2: New development shall be required to comply with the City's inclusionary housing ordinance. Policy L-5.3: Affordable housing should be encouraged, based on implementation of City programs and policies, identified in the City's Housing Element Update and as recommended for the PDA, as summarized in Section 4.2.3. Table 4,: Affordable -Horsing Needs in the PDA, 2015-2040 Rmc:ent of Total New Income Category New 'Units Units Very Low (<r.,-0% of AMI) 20-11% 168 Lover (50-80 of AM 1) 11.9% SS Moderate (81-120% of AMI) 14.1% 118 Above Moderate (>120% of AFM) 53.8% 450 Total 100.0% 835 Sources: ABAO Final Regional Housing Needs Allocation, 2013, as cited in the Draft 2015-2023 Rohner# Park Housing Element, September 2014; AE COM, 2015; BAE, 2015. These calculations provide an estimate of housing needs for the current planning cycle and a general guideline for affordable -housing needs in the PDA to ensure the planned SMART rail station and PDA amenities are available to all segments of Rohnert Park's current and future populations. Changes to the future RHNA requirements, the rate of affordable -housing production, and the actual rate of development in the PDA will result in different incomes. In part, displacement can be prevented by producing new units in the PDA that are affordable to low- or moderate -income households. Other actions that can be used to address displacement are summarized in the tables in Section 4.5.3. greenbel t. org Page 4 of N6RT Pp$k +� Mission Statement ,g sa "We Care for Our Residents by Working Together to Build a 000 Better Community for Today and Tomorrow." CAL1 F©RN7P CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Development Services Submitted By: Mary Grace Pawson, Director of Development Services Prepared By: Zach Tusinger, Planner III Agenda Title: Discussion and Direction on the City's Inclusionary Housing Ordinance ITEM NO. 8 RECOMMENDED ACTION: Provide direction on proposed modifications to the City's Inclusionary Housing Ordinance. Staff recommends revising the City's Inclusionary Housing Ordinance to provide a mix of affordable housing that better matches the City's adopted Housing Element and Regional Housing Needs Allocation by: 0 Generally maintaining the current inclusionary requirement of 15% (7.5% low and 7.5% moderate) "for sale" projects and establishing an in -lieu fee for small "for sale" projects. • Establishing a modest housing nexus fee for "rental" projects in order to avoid a policy that incentivizes the construction of rental units over ownership units. • Creating a limited exception for housing projects in a defined geographical area within the Priority Development Area Plan (downtown Rohnert Park) from the inclusionary requirement for the purpose of incentivizing downtown development and because housing stock in that area is typically affordable without further regulatory requirements. BACKGROUND: Affordable housing, which is often equated with "workforce" housing, serves residents with "extremely low" up to "moderate" household incomes as outlined in Table 1. Table 1 - 2017 Household Income Levels Definitions (percentages are the percent of area median household income or MHI) Persons in Household Extremely Low (30%) Very Low (50%) Low (80%) Median (100%) Moderate (120%) 1 $18,550 $30,850 $49,350 $61,700 $74,040 2 $21,200 $35,250 $56,400 $70,500 $84,600 3 $23,850 $39,650 $63,450 $79,300 $95,160 4 $26,450 $44,050 $70,500 $88,100 $105,720 5 $28,780 $47,600 $76,150 $95,200 $114,240 ITEM NO. 8 The state imposes affordable housing goals on local agencies through its regional housing needs allocation (RHNA) process, which the City is required to translate into the Housing Element of its General Plan. The City's RHNA goals for the period ending in 2022 are illustrated in Figure 1. Figure 1- Housing Allocations �- ho ,v 10 gee' am RHNA ■ Housing Element Figure 2 illustrates that near-term planned projects in the University District and Southeast Specific Plan Areas, together with a density bonus provided to the Avram House project, will allow the City to meets its state assigned allocations for the low and very low income categories. As illustrated, the current plans do not yet provide the City with a strategy for meeting its assigned allocations in the extremely low and moderate income categories. Figure Z - Affordable Housing Allocations Compared to Affordable Housing Plans for the Southeast & University District Development SPAS & Avram House Project EXTREMELY LOW VERY LOW RHNA ir,� Housing Element 2 LOW MODERATE Planned Units Q90 917Q6DSd5©4UI 129 �- ho ,v 10 gee' am RHNA ■ Housing Element Figure 2 illustrates that near-term planned projects in the University District and Southeast Specific Plan Areas, together with a density bonus provided to the Avram House project, will allow the City to meets its state assigned allocations for the low and very low income categories. As illustrated, the current plans do not yet provide the City with a strategy for meeting its assigned allocations in the extremely low and moderate income categories. Figure Z - Affordable Housing Allocations Compared to Affordable Housing Plans for the Southeast & University District Development SPAS & Avram House Project EXTREMELY LOW VERY LOW RHNA ir,� Housing Element 2 LOW MODERATE Planned Units ITEM NO. 8 Historically, the City funded its affordable housing initiatives through its redevelopment agency. Since the implementation of the redevelopment agency dissolution law in 2011, the City's primary tools for securing affordable housing have changed and now include: • The Inclusionary Housing Ordinance (Municipal Code Section 17.07.020.N), which requires that new housing developments of more than 5 units include affordable housing units within the development plan; • Development Agreements, which have included "affordable housing plans" that often go beyond the minimum requirements of the Inclusionary Housing Ordinance; • The existing Affordable Housing Linkage Fee, which ensures that non-residential development contributes to the cost of affordable housing; and • Historic housing agency funds, which can only be used for housing benefitting persons with incomes under 60% of area MHI. In its simplest form, the Inclusionary Housing Ordinance requires that at least 15% of all units in a new development of five or more units meet the affordability criteria outlined below. • For developers building "for sale" units: 50% affordable to low incomes and 50% affordable to moderate incomes. • For developers building rental units: 50% affordable to very low incomes and 50% affordable to low incomes. When the current ordinance was written, it was intended to be applicable to both new rental and new for -sale housing. Subsequent case law (Palmer/Sixth Street Properties LP v. City ofLos Angeles) prohibited the City from imposing its inclusionary requirements on new rental housing. Because of the Palmer decision, certain apartment complexes such as Fiori Estates and the Reserve at Dowdell, were not subject to the City's ordinance and have been constructed without contributing to the City's housing allocations or objectives. Effective January 1, 2018, changes to state law clarified that inclusionary housing requirements can be imposed on rental projects. An ordinance enacted pursuant to this new law, AB 1505, that imposes rental housing affordability requirements must provide for alternative means of compliance, that include, but are not limited to, in -lieu fees, land dedication, off-site construction, or acquisition and rehabilitation of existing units. Initial Council Direction On October 24, 2017, staff along with representatives from our fiscal consultant, Economic & Planning Systems (EPS), presented information, options, and recommendations to the City Council concerning inclusionary housing requirements, in -lieu fees, and other housing fees. Staff recommended that: Council establish an in -lieu fee option for residential "for sale" projects with 50 units or less in order to provide an alternative means for satisfying the inclusionary requirements for smaller projects; • Council establish an in -lieu fee for residential rental projects at a level consistent with neighboring juridictions but well below the cost of fully satisfying the current inclusionary requirement; and Council authorize the application of an annual escalator to the existing commercial linkage fee. ITEM NO. 8 This recommendation would result in a balanced contribution from all land uses towards the City's assigned affordable housing allocations. The Council accepted staff's recommendation to establish an in -lieu fee of $12,400 as an option for "for sale" projects of 50 units or less and directed that no changes be made to other affordable housing fees. Council also directed staff to look at options for a different inclusionary requirement for the downtown area and to leave the current rental requirements as -is, with no inclusionary housing requirement applicable to new rental construction. This direction results in: • an inclusionary requirement/fee option for residential "for sale" projects, • no inclusionary requirements or fees for residential rental projects; • a housing linkage fee for non-residential projects, with no provisions for inflation adjustment. Before completing the ordinance update and fee adoption process, staff is seeking to provide Council with additional analysis with respect to a different inclusionary requirement for the downtown area. Staff is also seeking to revisit the concept of a rental inclusionary requirement and to ensure that the City's policies do not inadvertently incentivize rental projects over "for sale" projects and, by extension, discourage the construction of potentially more affordable, small or attached style "for sale" projects. ANALYSIS: This analysis focuses on two specific policy issues: 1. The appropriate inclusionary housing requirement for the downtown area 2. The appropriateness of some type of rental inclusionary or in -lieu requirement that will both avoid unintended "incentives" for rental construction and provide some funding to help the City achieve its overall assigned allocations. Downtown Inclusionary Policy: In order to develop an understanding of the appropriate inclusionary housing target for the downtown area, staff analyzed the existing and planned housing stock within the Central Rohnert Priority Development Area. Based on the land use and zoning designations, housing is allowed in the area bordered by Avram and Santa Alicia Drive to the south, Hinebaugh Creek to the north, Commerce Boulevard to the west and the SMART tracks to the east. This area includes 1,390 total existing housing units and an additional 835 planned housing units for a total of 2,225 units. The City has invested substantially in affordable housing in this area and currently there are 308 deed restricted affordable units in this area. In addition, the planned 90 -unit Avram House Apartment Complex at the southern edge of the PDA was granted a density bonus in exchange for 7 units at the very -low income level. When those 7 affordable units at Avram House are added to the existing 308 in the downtown area, the total is 315 affordable units in the PDA. Figure 3 illustrates the location of the existing and planned affordable units. Assuming full buildout of the PDA and no further density bonuses, the existing affordable housing stock in the PDA equates to 14.2% of the total planned housing units, which comes very close to the City's inclusionary requirement. Because of this, staff is recommending that no additional inclusionary requirements be imposed in this area. This recommendation would not preclude developers from continuing to use the City's density bonus program, which means even without an inclusionary requirement, the City may continue to see affordable housing proposed as part of a density bonus program. 2 ITEM NO. 8 Figure 3: Proposed Boundary of Downtown Area to Be Exempt from Inclusionary Requirement, with Current and Proposed Affordable Housing Units Rental Housing Inclusionary of Fee Policy: The City's inclusionary housing ordinance currently requires that 7.5% of the units in a new rental project be affordable to low income earners (80% of MHI), and 7.5% of the units are to be affordable to very low income earners (50% of MHI). While the Palmer decision made these requirements unenforceable in 2009, changes to the statute on which Palmer was based now allow the City to apply these requirements. In October, Council declined to consider reinstating the rental inclusionary requirement. In its October presentation, staff demonstrated that the market would support a nexus fee of $29 per square foot. This cost is substantially higher than the nexus fees charged by neighboring jurisdictions, which is, on average, $3.23 per square foot or about $3,230 for a 1,000 square foot unit. In October, Council also declined to consider a nexus fee on rental projects, which leaves the City with a housing policy that imposes an inclusionary requirement or fee on "for sale" residential projects, a linkage fee on nonresidential projects and no fee on rental projects. Staff believes that this policy may incentivize the construction of rental housing over all other types of construction in the City, creating a situation where entry-level "for sale" projects are not constructed because it is less expensive for developers to construct rentals. As such, staff is recommending that Council consider establishing a nexus fee for rental projects at a rate of approximately $3.23 per square foot. 5 ITEM NO. 8 Possible Use of Housing Fee Funds While staff believes that continued emphasis on inclusionary construction in large planned developments is the best way for the City to meet its allocations for new affordable housing, the City's Housing Element also outlines programmatic actions to preserve and rehabilitate existing affordable housing stock. The revenue collected from the proposed fee programs would provide the City with the funds to conduct these types of programs, as well as support new construction where appropriate. Unlike historic redevelopment or housing agency funds, fee revenue can be used to support programs for moderate income earners as well as extremely low, very low and low income earners. OPTIONS CONSIDERED: Recommended Option: Staff recommends the following actions to better support the City's affordable housing allocations and goals. 1. Do not impose inclusionary housing requirements for new projects within the defined subarea of the City's Priority Development Area at this time, because this area is anticipated to meet the City's inclusionary housing goals. 2. Revise and update the City's Inclusionary Housing Ordinance to remove the inclusionary requirement for rental housing but establish a nexus fee of approximately $3.23 per square foot pending a final nexus study. Staff recommends this option because it is a tailored and feasible program that supports both the City's housing and economic development goals. Other Options for Downtown Inclusionary Policy: Continue to apply the full inclusionary housing percentage to all new development in the Priority Development Area. This option is not recommended because the affordable housing mix in this area already exceeds the City's goals. Additional affordable housing in this relatively small geographic area would result in a concentration of affordable housing in the downtown, well in excess of the City's goals and potentially to the detriment of downtown development. Develop a lower inclusionary housing percentage for all new development in the defined subarea of the Priority Development Area. This option is not recommended because the affordable housing mix in this area already exceeds the City's goals. Require that new inclusionary housing within the defined subarea of the Priority Development Area serve only moderate income earners, where planned projects do not yet meet the City RHNA number. While staff is not recommending this option, because the housing mix in the PDA already exceeds the City's affordable goals, this option would balance an ongoing need for housing that serves moderate incomes, while minimize the cost impact for developers in this area. Other Options for Applying the Inclusionary Housing Requirements to Rental Projects: Apply the inclusionary housing requirements to rental housing units initially contemplated by the City's ordinance before the Palmer decision. This is not recommended because the cost -burden is quite high and will serve as disincentive for rental housing construction. Do not apply an inclusionary requirement or nexus fee for rental housing units, and leave the program as currently implemented at this point, with further review in the future. This 0 ITEM NO. 8 is not recommended because it may incentive to undertake the construction of rental housing over all other types of construction. STRATEGIC PLAN ALIGNMENT: The recommended action is consistent with Strategic Plan Goal D — Continue to Develop a Vibrant Community. FISCAL IMPACT/FUNDING SOURCE: This item has no immediate fiscal impact. Long term, any revenue generated by housing nexus and in -lieu fees would be used for the preservation and creation of affordable housing. Department Head Approval Date: 03/12/2018 Finance Director Approval Date: NA City Attorney Approval Date: 03/21/2018 City Manager Approval Date: 03/26/2018 7 Discussion and Direction: Affordable Housing City of Rohnert Park City Council April 10, 2018 19 ptANERT PAA �ALIF0RN (52 Current Affordable Housing Plan Figure - Affordable Housing Allocations Compared to Affordable Housing Plans for the outh t University District Development FSA, & A ram House Project EXTREMELY LO VERY LOW LOW MODERATE RHN.A Housing Elernent Planned Units October 2017 Council Direction Study appropriate inclusionary requirement for downtown Retain 15% inclusionary requirement for "for -sale" projects Establish $12,400 "in -lieu" fee for for -sale residential projects with less than 50 units No requirements for rental residential projects Retain commercial linkage fee at current rate Tonight's Discussion Appropriate inclusionary requirement for downtown • Appropriate inclusionary requirement for rental residential projects Downtown Inclusionary Requirement Already a significant amount of affordable housing downtown City is trying to incentivize high-quality, urban development in the downtown area Additional inclusionary requirements and fees may not be appropriate Downtown Inriti-r6r. • • • Lu i �� \ • • r 1 wo r y . 4 _`'+•_ I 'i. ..aFP i. a"— _., _ :.:-_ � �r - •r' 3 . . • SON OMA-MARIN - ' 1 '11 If a. AREA RAIL3RAN r ±41 qk 1P �Y sem• • • I • - • + - �f l �aCj�ri� .r.. i We �Z i1 dor, r 1-M .. F - i s ,.i,.. T -� Ci - - _ * a •.[ � " �� .E�,�ili.s �iY+i.. `lis _Q�'�'J Downtown Inclusionary Requirement Priority 2,225 315` 14.2% Development Area (Overall) *Includes 7 planned units at Avram House • Existing units generally satisfy inclusionary requirement • Density bonuses and other tools could generate new affordable units throughout PDA Downtown Inclusionary Requirement Recommendation: Exempt new housing in the downtown area from inclusionary requirements Rental Inclusionary Policy Previous Council direction from October 2017 discussion item: An inclusionary requirement/in-lieu fee option for residential "for sale" projects; No inclusionary requirement or fees for rental projects; Leave nonresidential linkage fee in place at current level Rental Inclusionary Policy 15% included in development or $12,400 fee No inclusionary requirement or fee $0.69 to $1.19 square foot fee Rental Inclusionary Policy Without inclusionary por fee for rental housing projects: Over -incentivizes building rental units (rather than ownership units) Over -incentivizes conversion of land from other uses to high-density residential uses Males it difficult for the City to reach its RHNA allocations Recent Inclusionary Policy Recently Built Fiori Estates 244 0 The Reserve 84 0 Recently Approved Residences at Five Creek 135 $50,000 Avram House/Bella Creek 90 7* *As part of density bonus Rental Inclusionary Policy Feeper 1 AM Ft. Sonoma County $2.47 $2,521 Cloverdale $3.54 $3,613 Healdsburg - - Santa Rosa $3.23 $3,290 Windsor - - Median $3.23 $3,290 Rental Inclusionary Policy a c;; `. Recommendation: Revise and update the inclusionary housing ordinance to remove the rental inclusionary requirement, but establish a nexus fee of $3.23 per square foot so as to not over - incentivize rental housing and to augment funding for affordable housing. Use of Fee Revenue t Unlike historic redevelopment or housing agency funds, can be used for moderate income housing Preserve/rehabilitate existing affordable housing Support new construction where appropriate Backups Affordable Housing 4,N a.� Current PolicyTools: Regional Housing Needs Allocation (RHNA) Housing Element Implementation Non -Residential Linkage Fee Inclusionary Housing Ordinance Inclusionary Housing Ordinance 15% required for developments of 5 units or more. Concept of in -lieu fee for small developments, but no fee actually set. Affordable requirement for rental developments had been invalid until 2017 due to Palmer decision. Planned Affordable Units Very Low 109 18 63 Low 109 36 127 Moderate Other *Assumed 18 64 $50,000 VA - Rental Housing Policy Currently: 7.5% of rental units = low income and 7.5% = very low income. Unenforceable 2009-2017 due to Palmer In October staff recommended replacing inclusionary requirement with a modest nexus fee of $3.23/sq. ft. (average of surrounding jurisdictions) CITY COUNCIL SPF AKF.R CARDg4rwek Date: 44�0 Agenda Item #: / Name: LQS) L t Address: TOPIC: OrAo /`-,& Brief Summary of Comments: Gj / rJ S4 Phone: %� TOPIC: CU� k� S CU P Y�UIZ� Brief Summary of Comments: %"- jq (4<A49>0Ys L See Reverse --> CITY COUNCIL SI'T 11tiYR CARD Date: F �' Agenda Item #:__ 4 Name: — Address: Phone: TOPIC: Brief Summary of Comments: See Reverse —> Meeting Date: Department: Submitted By: Prepared By: Agenda Title: ITEM NO. 9 Mission Statement "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT April 10, 2018 Development Services Mary Grace Pawson, Director of Development Services Zach Tusinger, Planner III Consider an Appeal of a Denial of a Conditional Use Permit for Live Entertainment at Luduka's Cafk, 7285 Snyder Lane RECOMMENDED ACTION: Approve a Resolution Affirming the Denial of a Conditional Use Permit (CUP) for live entertainment at Luduka's Cafe (File No. PLAL18-0001), 7285 Snyder Lane Suite A (APN 158-202-036). BACKGROUND: This matter originates from a CUP application for live entertainment (karaoke) filed on November 27, 2017. The applicant has been engaging in the use without the required permit since at least October 2017. The application for the CUP was processed in the time and manner prescribed by state law and the Zoning Ordinance. A public hearing was held by the Planning Commission on February 22, 2018, at which time staff recommended denial of the application due to the inability of making the required findings for the CUP. Two of the commissioners were absent and the Planning Commission voted 3-0 to deny the CUP. Planning Commission Denial On February 22, 2018 the Planning Commission held a public hearing to consider the proposed use permit. Staff presented its recommendation for denial based on the inability to make the required findings. Specifically, staff cited the complaints from neighbors to both public safety and to code enforcement regarding noise and crowds at Luduka's Caf6. Staff believes that due to the way the tenant space is configured and oriented, sound tends to project to the homes directly across Snyder Lane. Several letters concerning the proposed use were submitted to the Planning Commission, all but one of which was not in favor of the permit. Additionally, several neighbors who live on Roxanne Lane testified to the impact noise from the proposed use has had on the use and enjoyment of their properties. While supportive of the business, the neighbors testified how when the use was occurring it severely limited the enjoyment of their yards and homes and had led them to call public safety. The applicant also spoke at the hearing and indicated that he understood the neighbors' concerns about noise and would be mindful of their concerns if granted the use permit. The Commission ultimately voted 3-0 to deny the CUP (two Commissioners were absent). The Planning Commission's Resolution is included as Attachment 1. Appeal The applicant filed a timely appeal under Rohnert Park Municipal Code (RPMC) Section 17.25.124. The appeal letter from the applicant requests a reevaluation of the matter and is ITEM NO. 9 included with this agenda item as Attachment 2. The applicant states in his letter that he was not given a fair chance when it came to applying for the permit, and believes it is unfair that he has not been refunded any money paid for processing the CUP application, despite being denied. The applicant also states in his appeal letter that he would be open to more limited hours for the use than what he was originally applying for, with the use starting at 6 pm and ending at 10 pm. ANALYSIS: The subject property is located in the C -N: Neighborhood Commercial district. The commercial districts in Rohnert Park are intended to provide appropriate areas for office uses and retail and service establishments that serve the needs of the city and area communities, as well as for mixed residential/commercial development where appropriate. The districts are designed to provide for the effective integration of commercial areas with adjacent uses, so that impacts related to traffic, noise, illumination and other potential concerns are minimized. The commercial districts are also intended to foster the development of employment -generating uses that will benefit existing and future residents of the city and the surrounding region (RPMC Section 17.06.040). The Municipal Code further defines the Neighborhood Commercial district as follows: C -N.• Neighborhood Commercial District. This district is intended to accommodate businesses that provide goods and services to nearby residential neighborhoods, generally within an area of a one -mile radius or less. Typical uses found in this district include limited commercial offices, and retail stores and service establishments that are compatible with, and dependent upon, nearby residential developments. This district is consistent with the "Neighborhood Commercial" general plan designation. (RPMC Section 17.06 050.B) Per Rohnert Park Municipal Code Section 17.06.060, live entertainment uses are conditionally - permitted uses and require Planning Commission approval of a CUP in Neighborhood Commercial district. In order to approve a Conditional Use Permit, the following findings must be made: 1. That the proposed location of the conditional use is consistent with the objectives of the zoning ordinance and the purposes of the district in which the site is located; 2. That the proposed location of the conditional use and the conditions under which it would be operated or maintained will not be detrimental to the public health, safety, or welfare, or materially injurious to properties or improvements in the vicinity, and that the operation and maintenance of the conditional use will be compatible with the surrounding uses; 3. The proposed conditional use will comply with each of the applicable provisions of this title. (RPMC Section 17.25.014) Surrounding Land Uses The project site is located on the west side of Snyder Lane in a shopping center that fronts the intersection of Southwest Boulevard. To the east across Snyder Lane is the R Section, consisting of single-family homes with Rancho-Cotate High School north of the neighborhood. High Density Residential adjoins the shopping center to the south and west across Capri Way and along Cielo Circle. Other tenants in the shopping center include Oasis Laundry, Brazilian Jiu- Jitsu, Mountain Mike's Pizza, El Rancho Taqueria, and others. To the north of the shopping center is Cross and Crown Lutheran Church and School. Figures 1 and 2 illustrate the area zoning and context for the business. ITEM NO. 9 Figure 1: Area Zoning Figure 2: Area Context 3 ITEM NO. 9 Current Use and Code Compliance Issues Luduka's applied for the business license for its cafe's component on January 12, 2017. The license application was approved by the planning division as this was an allowed cafe use within a space where another food business had previously operated (Moxie Java). At that time, the applicant did not apply for a use that included live entertainment or alcohol. The applicant subsequently requested a permit from Alcoholic Beverage Control to serve alcohol, and initiated the live entertainment use. The business has been in operation since the spring 2017, however the original business license application has not been finaled due to unresolved issues. Specifically, the hooded mechanical ventilation system in the kitchen has not been approved by the City's fire inspectors, which has precluded final approval of a building permit. Staff has been working diligently with the applicant to bring the establishment into compliance and the business has been allowed to operate on limited permits for food preparation. Since the opening of the business, Public Safety has received eight reported complaints of noise and crowds as outlined below. October 21, 2017 October 29, 2017 (two calls) October 30, 2017 November 3, 2017 November 19, 2017 December 10, 2017 December 11, 2017 Attachment 3 is a letter from the City's Fire Marshall documenting the concerns with fire and building code concerns as well as the noise and crowd complaints. The responses to the calls to public safety and subsequent conversations with Code Enforcement prompted the applicant to apply for the required CUP in order to legalize the karaoke use. The applicant applied for the CUP for live entertainment on November 27, 2017. Staff has received multiple emails from area residents concerning this application. The residents report continuing issues pertaining to noise from Luduka's starting in Summer 2017. One additional letter was received from a resident who, while not against the application, did suggest more limited hours and conditions. The emails and letter are included as Attachment 4. In addition, according to the Department of Public Safety, the Type 41 permit from Alcohol Beverage Control is only valid for operating hours of 6:00 am to 11:00 pm. The proposed hours by the applicant are not in alignment. Additional compliance issues have also been ongoing with the Sonoma County Environmental Health. The issues involve food preparation and the need for major kitchen improvements such as a new food preparation sink and a hooded mechanical ventilation system. The applicant has reached an agreement with Sonoma County Environmental Health to provide those upgrades and come in to full compliance no later than April 30, 2018. Such upgrades would also resolve the continuing Public Safety and Building violations. al ITEM NO. 9 Use Permit Application As noted above, the applicant applied for a CUP in November 2017 to legalize the live entertainment (karaoke) use. As proposed within the original application, the use permit would allow karaoke within Luduka's Cafe during the weekends at the following proposed times: Friday 6:00 pm to 1:30 am Saturday 6:00 pm to 1:30 am Sunday 6:00 pm to 12:00 am On appeal, the applicant has proposed limiting the hours of the use to just 6:00 pm to 10:00 pm. The use would operate within the existing cafe space. Food and alcoholic beverages would be served during the operating hours of the karaoke. The tenant space in which Luduka's operates is approximately 1,680 square feet. Crowd size for the proposed karaoke use is expected to be up to 49 persons. No proposal has been made to limit the crowd size further. There are proposed to be six staff members at any given time: two in food preparation, two servers, one cashier and one managing the karaoke. The karaoke sound system is detailed as a Sony System 100 Max operated by a DJ. The system has a 100 decibel maximum, but is stated by the applicant as to only be operated at the 40 decibel level. The system uses a 1,000 watt mixer with two 500 watt speakers hanging on the wall facing the room. The DJ and participants use an attached microphone system. Adequate parking is present for the existing caf6 and other uses in the shopping center. Several of the adjacent business will be closed during the proposed karaoke hours resulting in additional available parking and minimal impacts to adjacent businesses and streets in terms of parking and traffic circulation. Required Findings In order to approve a CUP, the following findings must be made: (1) that the use is consistent with the purposes of the underlying zoning district; (2) that the use will not be detrimental to public health, safety and welfare, or materially injurious to neighboring properties, and that operation and maintenance of the use will be compatible with surrounding uses; and (3) that the use will comply with applicable provisions of the zoning title. In this case, the applicant has been operating the current proposed use in violation of RPMC Section 17.06.060. These violations have generated numerous complaints and indicate that the use is not consistent with the purpose of the underlying zoning district or compatible with the surrounding neighborhood. In addition, the use is not consistent with the purpose of the Neighborhood Commercial zoning district as it does not serve the surrounding residential neighborhood. Further, residents of residential neighborhoods have a general expectation of quietness, which is why commercial areas immediately adjacent to residential areas are usually designated Neighborhood Commercial. Neighborhood Commercial areas are intended to be a less intensive use than the Regional Commercial designation. The proposed use, which has created and would continue to create noise impacts, is not consistent with this purpose of Neighborhood Commercial. Thus, the first required finding, that the use is consistent with the purpose of the underlying zoning district, cannot be met. The second required finding set forth above similarly cannot be met. This proposed use would be detrimental to the public health, safety and welfare given the close distance to surrounding residences and as demonstrated by the numerous Public Safety calls that have already been made. In addition, according to the Rohnert Park Department of Public Safety, the Type 41 5 ITEM NO. 9 permit from Alcohol Beverage Control is only valid for operating hours of 6:00 am to 11:00 pm. The original proposed hours by the applicant are not in alignment. Further, the ongoing compliance issues with the use indicate that legalizing the entertainment use would be detrimental to the public health, safety and welfare. In addition, the proposed use would be too concentrated, incorrectly sited and oriented (in relation to adjoining residential space), and too intensive to be compatible with the surrounding residential uses. The distance of the proposed use to the nearest residential property is approximately 140 feet and the use has and would generate noise and other impacts that would not be compatible with these surrounding uses. Although the applicant has indicated that they operate the karaoke system at no more than 40 decibels, the system used has a 100 decibel maximum, and there are continuing neighbor complaints about noise from the karaoke. Per ordinance, between 7 pm and 7 am the maximum noise level generated by a commercial use at the boundary of a residential zone is 50 decibels (RPMC Section 17.12.030). Fifty decibels is generally the normal ambient urban noise level. However, the distance of the proposed use to the nearest residential property is approximately 140 feet and the use has generated noise and other impacts beyond the normal ambient urban noise level that are not compatible with the residential and other surrounding uses. Lastly, the third required finding cannot be met as the proposed use would not comply with the applicable provisions of the zoning title, as set forth in detail above. Proposed Limited Hours The applicant by way of the appeal letter has proposed reduced hours for the use, with the karaoke ending at 10 pm. This is similar to what was proposed in one of the neighbors' letters. While the reduced hours could lessen the impact to the enjoyment of neighboring properties, testimony from neighbors along with submitted letters indicate that the amplified sound from the karaoke is disturbing and injurious to the residents immediately across Snyder Lane not matter what time the live entertainment is occurring. Further, the decreased hours would not resolve the intensity of this use and general incompatibility of the use with the surrounding residential uses. Thus, even with reduced hours for the proposed use, the required findings that the use is consistent with the purposes of the underlying zoning district, that the use will not be detrimental to public health, safety and welfare, or materially injurious to neighboring properties, and that operation and maintenance of the use will be compatible with surrounding uses, could not be met. Staff does not believe there is any way to mitigate the impacts from the proposed use sufficient to allow the required findings for a CUP to be made. Fees for Conditional Use Permits Consistent with the City's policies for cost recovery, applicants for CUPs pay an initial deposit (currently, $1,101.00). After that deposit account is depleted, the applicant is billed periodically for the additional balance resulting from services. Any surplus remaining deposit balance is returned at project completion. For the current application, PLUP17-0005, an initial deposit of $1,101was received on November 27, 2017 at time of the initial application. On February 8, 2018, the applicant was alerted that the initial deposit account had been depleted and that unpaid fees amounted to $183.75. Based on an estimate of additional time required for processing, a request was made for an additional $183.75 plus $2,000.00 to replenish the deposit account. The applicant provided a check for $2,183.75 on February 20, 2018. Additional staff and legal costs for February are still outstanding. Any remaining surplus balance after that time has been processed will be refunded to the applicant. Con ITEM NO. 9 OPTIONS CONSIDERED: 1. Recommended: Deny the Appeal, Uphold the Planning Commission Decisions and Deny the Conditional Use Permit. 2. Alternative: Direct staff to bring back a resolution approving the Conditional Use Permit for the limited hours proposed by the applicant in his appeal. And provide direction on required findings. FISCAL IMPACT/FUNDING SOURCE: Given the City's cost recovery policies, this action should not have a fiscal impact on the City. There is a modest risk that the costs of this appeal could exceed the deposit on hand. Should this occur, the costs would be covered by the Development Services Department's operating budget. Department Head Approval Date: 03/26/2018 Finance Director Approval Date: N/A City Attorney Approval Date: 03/26/2018 City Manager Approval Date: 03/26/2018 Attachments (list in packet assembly order): 1. Planning Commission Resolution No. 2018-17 2. Applicant Appeal Letter 3. February 14, 2018 Public Safety Letter 4. Letters from Surrounding Neighbors 5. Resolution Affirming the Denial of a Conditional Use Permit for live entertainment at Luduka's Cafe (File No. PLAL18-0001), 7285 Snyder Lane Suite A (APN 158-202- 036) 7 Attachment 1 PLANNING COMMMISSION RESOLUTION NO. 2018-17 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF ROHNERT PARK, CALIFORNIA, DENYING A CONDITIONAL USE PERMIT FOR LIVE ENTERTAINMENT AT LUDUKA'S CAFE (FILE NO. PLUP17-0005), 7285 SNYDER LANE, SUITE A (APN 158-202-036) WHEREAS, the applicant, Carlos Ortiz of Luduka's Caf6, filed Planning Application No. PLUP 17-0005 for a Conditional Use Permit for live entertainment (karaoke) at Luduka's Cafe, 7285 Snyder Lane, Suite A (APN 158-202-036), in accordance with the City of Rohnert Park Municipal Code; WHEREAS, Planning Application No. PLUP17-0005 was processed in the time and manner prescribed by State and local law; WHEREAS, public hearing notices were transmitted to all property owners within a 300 -foot radius of the subject property and to all agencies and interested parties as required by California State Planning Law, and a public hearing notice was published in the Community Voice for a minimum of 10 days prior to the first public hearing; WHEREAS, on February 22, 2018, the Planning Commission reviewed Planning Application No. PLUP 17-0005 at which time interested persons had an opportunity to testify either in support of or opposition to the project; and, WHEREAS, at the February 22, 2018, Planning Commission meeting, upon considering all testimony and arguments, if any, of all persons desiring to be heard, the Commission considered all the facts relating to Planning Application No. PLUP17-0005. NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF ROHNERT PARK DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct. Section 2. Findings. The Planning Commission, in considering the Conditional Use Permit, makes the following findings with regard to the factors required to be considered under Section 17.25.014, based on the written staff report, oral and written testimony and any other evidence in the record of the proceedings: A. The proposed location of the conditional use is not consistent with the objectives of the Zoning Ordinance and the purposes of the district in which the site is located. Consideration of Factor does not Support the Conditional Use Permit. The objective of the Neighborhood Commercial district is to accommodate businesses that provide goods and services to nearby residential neighborhoods. While there may be some nearby residents who would take advantage of the live entertainment, the complaints received from neighbors demonstrate that the use is not providing goods or services to the neighborhood, but rather is incompatible with nearby residential developments. B. That the proposed location of the Conditional Use and the conditions under which it would be operated or maintained will be detrimental to the public health, safety or welfare or materially injurious to properties or improvements in the vicinity, and the operation and maintenance of the Conditional Use will not be compatible with the surrounding uses. Consideration of Factor does not Support the Conditional, Use Permit. As evidences by complaints to both public safety and emails received from nearby neighbors, live entertainment at this location is detrimental to the public welfare in this area, is injurious to the peaceful enjoyment of property, and is not compatible with the surrounding uses. The commercial districts are designed to provide for the effective integration of commercial areas with adjacent uses, so that impacts related to traffic, noise, illumination and other potential concerns are minimized. As demonstrated by the existing complaints about the use, impacts related to noise and other potential concerns cannot be effectively minimized in order to effectively integrate the use with adjacent residential areas. C. The proposed Conditional Use will not comply with the applicable provisions of this title. Consideration of Factor does not Support the Conditional Use Permit. As proposed the live entertainment would not comply with the applicable provisions of this title as it would not be of the use type that would be compatible with and dependent upon nearby residential developments. Section 3. Based on the findings set forth above and the inability to make the findings required for a Conditional Use Permit in the Rohnert Park Municipal Code, the Planning Commission does hereby deny Planning Application No. PLUP17-0005, Conditional Use Permit for live entertainment (karaoke) at 7285 Snyder Lane, as reviewed at the February 22, 2018 Planning Commission meeting. This denial is based on the Planning Commission review of Application No. PLUP 17-0005 and the written staff report, oral and written testimony and any other evidence in the record of the proceedings. Section 4. This action shall not be deemed final until the appeal period has expired and that the appeal period shall be ten (10) working days from the date of adoption of this resolution. DULY AND REGULARLY ADOPTED on this 22nd day of February, 2018 by the City of Rohnert Park Planning Commission by the following vote: AYES: J ADAM 71-�BLA] NOES: U ABSENT: 2— ABSTAIN: v BORB/ GIUDICE HAYDON_2t��), Attest: . gusan A. vedo, Recording Secretary Attachment 2 Azevedo, Susan From: Carlos Ortiz < Sent: Thursday, March 01, 2018 8:38 PM To: Azevedo, Susan Cc: Beiswenger, Jeffrey; Tusinger, Zachary Subject: RE: Planning Commission Follow-up - Luduka's Cafe Live Entertainment Carlos Ortiz 7285 Snyder Lane Rohnert Park, CA 94928 City Hall 130 Avram Ave Rohnert Park, CA 94928 To whomever it may concern, My name is Carlos Ortiz, and I am the owner of Ludukas Cafe in Rohnert Park. I am writing this letter to express my feelings of discrimination and unfairness. I believe that I was not given a fair chance, when it came to applying for the entertainment permit. I understand that I should have researched the matter more carefully, but regardless; many issues could have been avoided. For example, when I attained the liquor permit, I explained my plans to have entertainment as well. The city never told me I would need to acquire a permit for entertainment, letting me go on unaware. With this information kept from me, they still requested I pay the sum of money that is needed for an entertainment permit. After paying and not receiving the permit, I find it very unjust that I will not be receiving that money back. Also, I understand the issue the neighbors have with the noise volume. I am aware that the noise can be very bothersome, especially between the hours of midnight and so on. On the evening of the city council meeting, I did not have the chance to explain the time arrangement. If given the opportunity, I would gladly respect the neighbors wishes. Entertainment nights would start at six in the evening, and end at ten at night. I ask that this matter be reevaluated with a just and fair rule. I am willing to cooperate with not only the city council, but with the public as well. I only ask to be given the opportunity to have entertainment nights, that are open to anyone who would like to participate. I sincerely would appreciate a reevaluation of this matter, and I thank you for your time. Sincerely, Carlos Ortiz Sent from Mail for Windows 10 From: Azevedo, Susan Sent: Monday, February 26, 2018 1:37 PM To: Cc: Beiswenger, Jeffrey; Tusinger, Zachary Subject: Planning Commission Follow-up - Luduka's Cafe Live Entertainment Good afternoon Carlos, The Rohnert Park Planning Commission, at its regularly scheduled meeting of Thursday, February 22, 2018, adopted Resolution No. 2018-17 (attached), denying a Conditional Use Permit for Live Entertainment at Luduka's Cafe located at 7285 Snyder Lane, Suite A. Expressway. Please note that said action shall not truly be deemed final until the appeal period has expired and that the appeal period shall be 10 calendar days from the date of said action. Appeals of decisions of the planning commission shall be initiated within ten calendar days from the date of the decision. An appeal letter shall be filed with the planning department which shall state specifically why the determination or interpretation is not in accord with the purposes of the zoning ordinance and what the specific reasons are for the assertion that were was an error or abuse of discretion by the planning commission. I have also attached the Zoning and Land Use application form that will need to be submitted. A filing fee will also be required; $310.00 if you are a resident of the City; or $1240.00 deposit if you are a non-resident. If you should have any further questions Carlos, please do not hesitate to contact our office, (707) 588-2236. Thank you, Suzie Attachment 3 CITY OF ROHNERT PARK DEPARTMENT OF PUBLIC SAFETY POLICE AND FIRE SERVICES Brian Masterson, Director February 14, 2018 To: Zach Tusinger, Planner II From: Jim Thompson, Fire Marshal Re: PLUP17-0005, 7285 A Snyder Lane In response to the pending application, I have following facts to present: The occupancy has a single exit. The maximum occupancy must be limited to 49. The current Certificate of Occupancy (OC17-0001) is consistent with 49. The existing Alcohol Beverage Permit (type 41) states hours of operation are 6:00 a.m. until 11:00 P.M. The Business License for this business has not been approved by the Fire Department. The kitchen lacks a hood and duct suppression system. Until this is resolved, the cooking of meat products which produce grease -laden vapors cannot be allowed. Code Enforcement and County Health are aware of this. County Health also has a number of unresolved violations. There are a number of unresolved Fire Code violations on record. Fire Inspection Reports are attached. There is no observed fire alarm system in the occupancy. Attached is a list of eight calls for service from the premise from 10/21/2017 to 12/15/2017. All of which are for noise or loud music complaints. do not support approval of the Use Permit, as there are so many unresolved violations at the site. I've been working on the property for some time and no progress has been made. Thank you, fi6w 7+ Jim Thompson Fire Marshal 707-584-2640 500 CITY CENTER DRIVE — ROHNERT PARK, CALIFORNIA — 94928-2118 Phone: (707) 584-2600 fax: (707) 584-2683 Attachment 4 Donna Leslie December 13, 2017 Ms. Jette Selberg Code Compliance City of Rohnert Park 130 Avram Avenue, 2"d Floor Rohnert Park, CA 94928 Dear Ms. Selberg: I've spoken with you a few times over the last few months and thought I'd follow up in writing regarding the late night amplified music at Luduka's restaurant near my home, located in the University Square shopping center on Snyder Lane. This is a restaurant, however they appear to be operating as a bar/nightclub with amplified (karaoke) music on Friday and Saturday nights until 1:30/2:00 AM. This is also happening some Thursday and Sunday nights as well. It appears that on weekends they close for some time period during the day then reopen later in the evening just for this purpose. From what I understand from the City of Rohnert Park's zoning code and the ordinances for allowable permitted uses in each zone, this establishment is located in C -N Neighborhood -Commercial, and a bar/nightclub is not a legally allowed permitted use, nor is live or amplified music. It was so loud last Saturday night Dec 9th that I had to place a call to Public Safety to ask them to turn the music down/off. There were still patrons in their parking lot making quite a bit of noise until 3:30 in the morning as well. It's hard for us and our neighbors to sleep with these continuous conditions as the sound travels directly across the street to our homes. I appreciate you and the City of Rohnert Park's help and support in getting Luduka's to cease these non - permitted operations. Please understand that we are in full support of small, family -run "mom and pop" businesses and wish them every success in their restaurant. However their late night nightclub operations with amplified music adversely impacts our peaceful enjoyment of our neighborhood, and we would greatly appreciate it if it came to an end. Thank you again for all your support in this matter. Best regards, Donna Leslie From: Peter Imbs [mailto Sent: Sunday, January 21, 2018 9:28 AM To: Azevedo, Susan <sazevedo@rpcity.arx> Cc: Selberg, Jette <JSelberg@rpcit .or > Subject: Forward to Planning Commissioners Re: Luduka's Cafe To: Suzie Azevedo - Liaison, City of Rohnert Park Planning Commission From: Peter Imbs - Homeowner, Roxanne Lane Dear Suzie, Our home is located on Roxanne Lane. Our backyard faces Snyder Lane, and is exactly 60 yards from the the front door of Luduka's Cafe. When that business first opened, we were happy to welcome a family run cafe into our neighborhood. We've even enjoyed several breakfasts there already. However, beginning sometime during the summer of 2017, Luduka's became a noise nuisance by hosting loud gatherings on certain evenings. I would describe the noise as loud, amplified singing coming from inside their cafe. Because of our proximity to the front of their business (60 yards directly across the street), the noise is loud enough to be heard inside our home. This was especially unpleasant after 10:00 pm when we would be trying to sleep. Often, this noise would continue to 1:00 am or later. In October 2017, my wife brought this problem to the attention of a member of our City Council. That Councilwoman forwarded this issue to several staff members including Planning and Code Compliance. Since that time, the noise levels have been greatly diminished. We, and other Roxanne Lane neighbors, sincerely appreciated the City's response. However, it has come to our attention that Luduka's Cafe has subsequently applied to the RP City Planning Commission for a use permit to conduct karaoke, and that the Commission is currently reviewing that request. We strongly oppose any expansion of Luduka's current business license to include amplified music and karaoke gatherings. If Luduka's Cafe was located in a north -facing storefront of University Plaza, the orientation and distance of their business entrance to nearby residential units might have a mitigating influence on the noise from their karaoke gatherings, since their business be approximately 3 times further from residential units located on Southwest Boulevard. But Roxanne Lane is simply too close to the source of this noise. If Luduka's Cafe really needs karaoke events to sustain a healthy business model, they should be located in an area designed and coded for bars and taverns, not residential neighborhoods. I thank you in advance for sharing our concern with the Planning Commission members. And I urge the Commission to consider the concerns of multiple homeowners, not just one inappropriately located business. Respectfully, Peter and Lynn Imbs Sent from my iPad From: PETER IMBS [mailto: Sent: Friday, February 09, 2018 4:43 PM To: Azevedo, Susan <sa_zevedo_@rpcity.org> Subject: Fwd: Forward to Planning Commissioners Re: Luduka's Cafe Dear Suzie, This email and the Word attachment provide an update to my original email to you dated January 21, 2018. These both concern the future plans for a Rohnert Park business operating as Luduka's Cafe, located in the University shopping center. Since that first email, one of your Code Compliance Officers, Jette Selberg, was kind enough to invite us to attend the Planning Commission meeting scheduled for February 22, 2018. One of the agenda items at that meeting will be Luduka's Cafe Conditional Use Permit Application to allow for Karoake (with amplified sound). Since I am not confident that I will be available to attend the Feb 22nd meeting, I would ask that this letter and my attachment be considered by the Commission as they evaluate Luduka's permit application. I have tried here to address the spirit of our city's zoning regulations as they might apply to the Karaoke permit. And, while I sincerely hope that our business neighbor, Luduka's Cafe, can build a successful business, I'm afraid that their changing business model to include late hours and perhaps alcohol service, all mixed with amplified music & singing, are simply incompatible with residences so close by. To be clear, I am referring to evening activities, particularly after 10:00 p.m. My observations and concerns are not hypothetical. Our family experienced the unfortunate noise nuisance during Luduka's 2017 summer karaoke season. They have since suspended those karaoke events pending the Commission's review of their permit application. Again, I appreciate the Commission's careful consideration of the issues involved. Respectfully, Peter Imbs Date: February 9, 2018 From: P. Imbs, Roxanne Lane Homeowner Re: Luduka's Cafe City of Rohnert Park Planning Commission February 22, 2018 Meeting This document supplements my February 9, 2017 email addressed to Suzie Azevedo — Liaison, City of Rohnert Park Planning Commission The following excepts are taken from the City of Rohnert Park Codes, Title 9 — PUBLIC PEACE, MORALS AND WELFARE. They clearly address the purpose of noise regulations, specifically noise emanating from amplified music devices. And, the outline circumstances when such amplified sound is to be restricted or even prohibited. I have added in red my own observations and recommendations. ARTICLE V. —Amplified Sound 9.44.200 — Regulations The use of sound -amplifying equipment for commercial purposes within the city is totally prohibited. o Luduka Cafe is a commercial enterprise, with it's storefront facing directly toward residential homes across Snyder Lane. o So, even if the Planning Commission were to consider a variance to permit Luduka's Karaoke Night events, it should recognize that amplified sound represents a noise nuisance for the adjacent residential neighborhood. Such activity occurring after 10:00 pm should be totally prohibited. 9.44.220 — Generally Notwithstanding any other provision ... it is unlawful to ... make any loud, unnecessary, or unusual noise which disturbs the peace and quiet of any neighborhood ... The standards to be considered in determining whether a violation has occurred shall include: Is The proximity of noise to residential sleeping facilities. o Homes are located across Snyder Lane, just 60 yards from Luduka's Cafe. This is too close for a harmonious coexistence of residences with amplified sound. The nature and zoning of the area. o Other businesses facing Snyder include: FastMart, The Sandwich Shop, and a mixed martial arts studio. None of these businesses creates a noise nuisance. o Only the adjacent Luduka's Cafe produces offending noise when it began conducting Karaoke Night events starting at 9:00 p.m. and lasting until 1:00 a.m. Prior to those events, Luduka's Cafe represented a similarly appropriate neighborhood business. o When the Planning Commission was first considering Luduka Cafe's application for business, I doubt that its application clearly reflected the owner's intent to conduct evening Karaoke events with amplified sound, along with the sale of alcohol for on -premises consumption. o If Luduka's Cafe occupied one the north -facing storefronts within the University shopping plaza, perhaps amplified sound wouldn't pose as much of a noise nuisance to residents located across Southwest Avenue. That would have to be confirmed. But it's clearly an issue for residents located so close to the east -facing Luduka's Cafe. • The time of day or nieht the noise occurs. o Luduka's Karaoke events begin at 9:00 p.m., around the same time that most Rohnert Park residential neighborhoods have become very quiet. The timing is unfortunate for a business located so close to residences. • The duration of the noise. o The noise from Luduka's Cafe during its Karaoke Night events is continuous from after 9:00 p.m. until closing time at 1:00 a.m. or later. I recognize that their customers are there for good fun and entertainment. Unfortunately for "R" section residents whose homes face Snyder Lane, the amplified music and singing from across the street represent a noise nuisance at the same time that residents are trying to sleep. The fact that residents usually open bedroom windows for better night-time ventilation only exacerbates the problem. o As the attached screen shots from Luduka's Facebook page indicates, the Karaoke events conducted last summer operated until 1:00 —1:30 a.m. See Exhibit A & B below. OTHER CONCERNS BESIDES AMPLIFIED SOUND Sale of Alcohol for On -Premises Consumption and Late Hours of Operation Luduka's Cafe advertises itself to be a family run restaurant, serving breakfast, lunch, and dinner. They do a very nice job of that. On several occasions, I have enjoyed one of their meals. But on nights when Karaoke events are held, their event advertising (on Facebook) • promotes hours of operation extending up to 1:00 —1:30 a.m. • promotes the on -premises sale of beer, wine, and margaritas. • See Exhibits A and B below. With that sale of alcohol for on -premises consumption, I contend that the nature of Luduka Cafe's business changes significantly. I would suspect (and certainly hope) that the Planning Commission's original issuance of Luduka's business license would not have been authorized if alcohol consumption and late business hours had been fully revealed by the business owner. That is clearly a different business model than what most neighboring residents would have anticipated for a mom & pop cafe. EXHIBIT A Screen shot from Luduka's Facebook page which advertises their Karaoke Night event. • Hours of the event are shown as 9:00 p.m. —1:00 a.m. • Sale of alcohol is promoted. Date: July 6, 2017 EXHIBIT B Screen shot from Luduka's Facebook page which advertises their Karaoke Night event. 0 Hours of the event are shown as 9:00 p.m. —1:30 a.m. Date: August 11, 2017 Karaoke Night! uduka's Cafe * latereSted Fn -day, August 11, 2017 at 9:00 PM - 1-30 AM PDT 11. 1 7 9 W) F'r,J 6-., 2 17 a=lt I Fr - 9 Liaduka's, Cafe .; .Show Map ,. --f I* I ` A S F�Y �;e-F Lfhcll e, P,"WDeft F'1�'!, -' q I if 1922, �14 EXHIBIT C Screen shot posted on Luduka's Facebook page by one of its customers. Serving alcohol. Looks yummy! But, please refer to "Sale of Alcohol" comments above. Date: Aug 4, 2017 2/20/18 Planning Commissioners City of Rohnert Park E .+0 JAN 2. 1 2010 Re: PLUP17-0005-Ortiz, Luduka's Cafe conditional use permit application/karaoke Dear Commissioners; I am unable to attend the Planning Commission meeting on 2/22, and would like this written statement to serve as my public testimony and input on this application. I am a local resident of 38 years on Crest Court, and a neighbor of the University Square shopping center and Luduka's cafe. I walk the University Square area almost nightly, with my dogs, and have observed the previous karaoke activity at the cafe. I am a fan of this business, and want them to be successful, and want to offer a qualified endorsement of this application. I recommend the following conditions for the grant of the use permit; 1. Hours of operation - Karaoke should be limited to the hours of 6 pm to 10 pm daily. I would be amenable to 11 pm on Friday and Saturday. Later hours of operation will increase noise levels for residents to the south of the shopping center. It is unclear from the application what the current hours of operation of the cafe are, but current hours of operation are less than what I have recommended as the limit for the activity. 2. During the activity (and at other times) the business should be required to ensure that their patrons don't block the sidewalk completely, as it is an ADA accessible route to businesses. 3. Amplification should be managed so that the sound associated to the activity doesn't travel beyond the limits of the shopping center, preserving the quiet enjoyment of the residents to the south of the shopping center. With these restrictions, I would recommend approval of the conditional use permit, and I wish the owners continued success in providing excellent food and customer service to the Rohnert Park c r�munit -- 7`uhn D. Haig, Jr. RESOLUTION NO. 2018-046 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK, CALIFORNIA, DENYING THE APPEAL, UPHOLDING THE PLANNING COMMISSION'S DECISION AND DENYING A CONDITIONAL USE PERMIT FOR LIVE ENTERTAINMENT AT LUDUKA'S CAFE (FILE NO. PLAL18-0001), 7285 SNYDER LANE, SUITE A (APN 158-202-036) WHEREAS, the applicant, Carlos Ortiz of Luduka's Cafe, filed Planning Application No. PLUP17-0005 for a Conditional Use Permit for live entertainment (karaoke) at Luduka's Cafe, 7285 Snyder Lane, Suite A (APN 158-202-036), in accordance with the City of Rohnert Park Municipal Code; and WHEREAS, Planning Application No. PLUP17-0005 was processed in the time and manner prescribed by State and local law; and WHEREAS, public hearing notices were transmitted to all property owners within a 300 -foot radius of the subject property and to all agencies and interested parties as required by California State Planning Law, and a public hearing notice was published in the Community Voice for a minimum of 10 days prior to the public hearing; and WHEREAS, on February 22, 2018, the Planning Commission reviewed Planning Application No. PLUP 17-0005 at which time interested persons had an opportunity to testify either in support of or opposition to the project; and WHEREAS, at the February 22, 2018, Planning Commission meeting, upon considering all testimony and arguments, if any, of all persons desiring to be heard, the Commission considered all the facts relating to Planning Application No. PLUP 17-0005; and WHEREAS, at the February 22, 2018, Planning Commission meeting, the Commission, by a 3-0 vote, adopted Resolution No. 2018-17, denying Planning Application No. PLUP17- 0005; and WHEREAS, on March 1, 2018, the Applicant, Carlos Ortiz, for Luduka's Caf6 submitted a letter and application (PLAL18-0001) timely appealing Planning Commission Resolution No. 2018-17; and WHEREAS, the appeal was processed in the time and manner prescribed by State and local law; and WHEREAS, public hearing notices were transmitted to all property owners within a 300 -foot radius of the subject property and to all agencies and interested parties as required by California State Planning Law, and a public hearing notice was published in the Community Voice for a minimum of 10 days prior to the public hearing; and 1 2018-046 WHEREAS, on April 10, 2018, the City Council reviewed Planning Application No. PLAL18-0001 at which time interested persons had an opportunity to testify either in support of or opposition to the appeal; and WHEREAS, the City Council considered this Resolution at its duly noticed regular meeting on April 10, 2018. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ROHNERT PARKP DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct. Section 2. Findings. The City Council, in considering the Conditional Use Permit as part of Planning Appeal Application PLAL18-0001, makes the following findings with regard to the factors required to be considered under Section 17.25.014, based on the written and oral staff report, oral and written testimony, the record of the initial decision and any other evidence in the record of the proceedings: A. The proposed location of the conditional use is not consistent with the objectives of the Zoning Ordinance and the purposes of the district in which the site is located. Consideration of Factor does not Support the Conditional Use Permit. The objective of the Neighborhood Commercial district is to accommodate businesses that provide goods and services to nearby residential neighborhoods. While there may be some nearby residents who would take advantage of the live entertainment, the complaints received from neighbors demonstrate that the use is not providing goods or services to the neighborhood, but rather is incompatible with nearby residential development. In addition, Neighborhood Commercial areas are intended for less intensive uses than the Regional Commercial designation. The proposed use, which has created and would continue to create noise impacts, is not consistent with this purpose of Neighborhood Commercial. B. That the proposed location of the Conditional Use and the conditions under which it would be operated or maintained will be detrimental to the public health, safety or welfare or materially injurious to properties or improvements in the vicinity, and the operation and maintenance of the Conditional Use will not be compatible with the surrounding uses. Consideration of Factor does not Support the Conditional Use Permit. As evidenced by complaints to both public safety and emails received from nearby neighbors, live entertainment at this location is detrimental to the public welfare in this area, is injurious to the peaceful enjoyment of property, and is not compatible with the surrounding uses. The commercial districts are designed to provide for the effective integration of commercial areas with adjacent uses, so that impacts related to traffic, noise, illumination and other potential concerns are minimized. The proposed use would be too concentrated, 2 2018-046 incorrectly sited and oriented (in relation to adjoining residential space), and too intensive to be compatible with the surrounding residential uses. Given the close proximity to surrounding residences, impacts related to noise and other potential concerns cannot be effectively minimized in order to effectively integrate the use with adjacent residential areas. Further, the ongoing code compliance issues indicate that legalizing the entertainment use would be detrimental to the public health, safety and welfare. C. The proposed Conditional Use will not comply with the applicable provisions of this title. Consideration of Factor does not Support the Conditional Use Permit. The live entertainment would not comply with the applicable provisions of this title as it would not be of the use type that would be compatible with and dependent upon nearby residential developments. Section 3. Based on the findings set forth above, which demonstrate the inability to make the findings required for a Conditional Use Permit in the Rohnert Park Municipal Code, the City Council does hereby deny the appeal, uphold the decision in Planning Commission Resolution No. 2018-17, Conditional Use Permit for live entertainment (karaoke) at 7285 Snyder Lane, and deny the Conditional Use Permit for live entertainment at Luduka's Cafe. DULY AND REGULARLY ADOPTED on this 10th day of April, 2018. CITY OF ROHNERT PARK Pam Stafford, Mayor ATTEST: Caitlin Saldanha, Deputy City Clerk AHANOTU: BELFORTE: MACKENZIE: CALLINAN: STAFFORD: AYES: ( ) NOES: ( ) ABSENT:( ) ABSTAIN: ( 3 2018-046 t_ Appeal of a Denial for a Conditional Use Permit for Live Entertainment i Luduka's Cafe City of Rohnert Park City Council April 10, 2018 19 aoiAN E RT P, �_�ALf FC3RSi 0 62 Proposal �N,Iv--- 4 Karaoke in exi sti n 1 600 s uare foot cafe Up to 49 persons Original proposed karaoke hours: Friday and Saturday — 6pm to 1:30am Sunday — 6pm to 12am 3 Proposal 6 persons on staff during use: two food prep, two servers, one cashier, one DJ Karaoke system has a I OOdB maximum, but would be operated at 40dB Location M, r. I C Section jv� Low Density Residential Neighborhood Commercial A High Density Residential M Section Location Brazilian Biu Jitsu ' p a Michael's O Sandwiches 4J V ly Oasis - Luduka's Cafe . �c �0 � Laundry Fast Mart C Section N . k a. 7 Timeline Cafe opened Spring 2017 Public Safety Calls: Oct, Nov, Dec 2017 CUP application November 27,2017 Letters from neighbors: Dec, Jan, Feb Planning Commission Denial: Feb 22,2018 Appeal ��r���� !J � � - � � -� Appeal n, Applicant states that application process u nfai r Applicant states that paying for processing for permit unjust if didn't receive permit Applicant states he understands neighbor's concerns with noise and would limit hours to 6 p.m. to 10 p.m. Required Findings Location of use is consistent with zoning ordinance and purpose of district. Use will not be detrimental to public health, safety, and welfare. Operation will be compatible with surrounding uses. Use must comply with zoning ordinance. C -N: Neighborhood Commercial a. "Intended to accommodate businesses that provide goods and services to nearby residential neighborhoods:" "Typical uses .... are compatible with, and dependent upon, nearby residential developments:" 4 Noise Ordinance: RPMC 17.12.030 lo 7 p.m. to 7 a.m. the maximum allowed noise level from a commercial use next to a residential zone is 50 decibels. 50 decibels is the normal ambient urban noise level. • Nearest residence is 140 feet away and use has generated noise complaints. 4 Considerations Operating in violation of zoning ordinance Noise impacts have generated complaints from surrounding residences, demonstrating incompatibility: siting, timing, orientation, intensity, management Proposed limited hours would still be incompatible with residential uses Recommended Action Deny the Appeal, Uphold the Planning Commission Decision and Deny the Conditional Use Permit Alternative: Provide required findings and direct staff to bring back resolution approving CUP for limited hours 01;N T Mission Statement "We Care for Our Residents by Working Together to Build a Better Community for Today and Tomorrow." Catr�vnr�t" CITY OF ROHNERT PARK CITY COUNCIL AGENDA REPORT Meeting Date: April 10, 2018 Department: Development Services Submitted By: Mary Grace Pawson, Director of Development Services Prepared By: Mary Grace Pawson, Director of Development Services ITEM NO. 10 Agenda Title: Consideration of an Ordinance Approving a Third Amendment to the Development Agreement by and Among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC and Approval of an Amended and Restated Escrow and Funding Agreement between the City of Rohnert Park and SOMO Village LLC RECOMMENDED ACTION: Staff recommends the following two actions: 1. Waive the First Reading and Introduce an Ordinance Approving the Third Amendment to the Development Agreement by and among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC 2. Approve a Resolution Authorizing and Approving an Amended and Restated Escrow and Funding Agreement between the City of Rohnert Park and SOMO Village LLC BACKGROUND: In 2010, the City of Rohnert Park approved the Sonoma Mountain Village Planned Development, a mixed-use community on 175 acres consisting of the former Hewlett Packard/Agilent technology campus and undeveloped land. The approval included a Development Agreement (DA) between the City and Sonoma Mountain Village LLC and KDRP LLC, the developer parties at the time. The DA provides for orderly development of the property in accordance with an approved development plan and outlines rights and responsibilities of the developer and the City. The Sonoma Mountain Village Planned Development has not proceeded on the schedule that was anticipated in 2010. As a result of these delays and some reorganization of the developer's interests, the DA was formally amended twice (both times in 2012) has been the subject of a Partial Assignment and Assumption Agreement between the City and the new developer parties, SOMO Village LLC and SOMO Village Commercial LLC. In addition, the City and developer has entered into two letter agreements to address delays in Developer's compliance with its obligations to build both a portion of the SMART multi -use path and an all-weather soccer field, as well as an Escrow and Funding Agreement whereby the developer placed $2.3 million in escrow for its use to construct the soccer field. The purpose of the proposed Third Amendment is to clarify that the developer has remedied its non-compliance with respect to the SMART multi -use path and to outline an updated schedule for the completion of the all-weather soccer field, along with the City's remedies if the developer defaults on this obligation. ITEM NO. 10 ANALYSIS: The proposed third amendment to the DA will: 1. Modify Section 4.07(B) which deals with the developer's obligation to build the portion of the SMART multi -use path from the Cotati Station to Sonoma Mountain Village. 2. Modify Section 4.11(B) which deals with the developer's obligation to build an all- weather soccer field. Each of these proposed amendments is analyzed below. Section 4.07(B) — SMART Path: The DA obligates the developer to build the portion of the SMART multi -use path from the Cotati Station to Sonoma Mountain Village. The DA required that this work be complete by December 31, 2014. The work was not completed by December 31, 2014. Subsequent to the City's notice of breach and follow-up letters, the developer entered into a funding agreement with SMART in October of 2016. Under the funding agreement, SMART was able to complete the path segment. The proposed third amendment clarifies the history of construction of the SMART path segment and acknowledges that this obligation is complete. Section 4.11(B) — Soccer Field: The DA obligated the developer to build an all-weather soccer field on one of two sites within the Sonoma Mountain Village Planned Development. The DA originally required that the field be complete no later than December 31, 2012. The second amendment to the DA, which was approved in late 2010, extended the deadline for completing the field until December 31, 2016. The extension was granted in recognition of the economic circumstances impacting new development at that time. In April 2016, the City notified the developer of its concern that the developer had not begun work on the soccer field and would be unable to complete it on time, which would result in another breach of the DA. At this time, the City and developer negotiated a letter agreement whereby: 1. The soccer field would be relocated from Sonoma Mountain Village to the City's Sunrise Park 2. The developer would pay the City $500,000 in two installments as consideration for this change. 3. The City and developer would memorialize these terms and a new schedule for the soccer field construction in an amendment to the DA. In April of 2017, at the developer's request, the City Council approved a Partial Assignment and Assumption of the Sonoma Mountain Village DA in order to allow the developer to secure financing. As part of the Partial Assignment and Assumption, and the Escrow and Funding Agreement, the developer deposited $2.3 million with the City as security for its soccer field obligations. The City has been holding this deposit in an escrow account. The proposed DA amendment establishes the following new provisions with respect to the soccer field and the funds on deposit. 1. The soccer field will be relocated from Sonoma Mountain Village to the City's Sunrise Park 2. The developer will construct the soccer field and relocate or replicate any existing improvements in Sunrise Park that are impacted by the construction. 3. The developer will meet the following new milestones for the soccer field: a. 60% design by May 1, 2018 b. 100% design by July 16, 2018 N ITEM NO. 10 c. Executed construction contract by August 31, 2018 d. Commencement of construction by October 1, 2018 e. Completion of construction by December 31, 2019. 4. If, upon receipt of bids, the cost of the soccer field exceeds the $2.3 million on deposit, the developer will increase its deposit, with cash, a letter of credit or bonds. 5. If the developer misses a milestone or abandons work on the soccer field during construction, the City shall have the right to use the funds on deposit to complete the work. 6. If the developer misses a milestone, it shall pay the City liquidated damages in the amount of $2,500 per day for each day it is late for all milestones through commencement of construction and $500 per day for each it is late completing construction. The City will hold all liquidated damages until the completion of construction and will return the funds to the developer if it meets its final milestone date. Within the proposed amendment the City is committing to review times that will assist the developer in meeting its milestone schedule. The City and developer are also agreeing to enter into an Improvement Agreement to secure completion of the construction work and to concurrently enter into an Amended and Restated Escrow and Funding Agreement to conform to the Third Amendment and ensure the $2.3 million the City is holding in escrow can be released to the Developer. Approval and execution of the Third Amendment will allow the developer to continue to process its plans for the development of Sonoma Mountain Village. Approval and execution of the Amended and Restated Escrow and Funding Agreement will provide the City with the right to access the escrow funds to complete construction of the soccer field in the event of default by the developer. ENVIRONMENTAL ANALYSIS: An Environmental Impact Report (EIR) was certified by the City Council when considering the project entitlements at its meeting of August 24, 2010. The proposed Development Agreement amendment involves no substantial changes in the project or new information of substantial importance of the kind that would require additional environmental review pursuant to Section 15162 of the CEQA Guidelines. STRATEGIC PLAN ALIGNMENT: The recommended actions are consistent with Strategic Plan Goal D — Continue to Develop a Vibrant Community. OPTIONS CONSIDERED: None. Approval of a third amendment to the DA is contemplated by the Partial Assignment and Assumption Agreement and the two letter agreements entered into between the City and the developer. Approval is necessary to ensure the construction of the soccer field. The City's right to recognize and use the $500,000 in payments made by the developer contingent upon execution of the third amendment. Approval of the Amended and Restated Escrow and Funding Agreement is necessary to give the City the right to access the escrowed funds if the developer does not complete is soccer field obligations. While the completion date for the soccer field is seven years later than originally agreed to, staff believes that the milestone schedule included in the third amendment is reasonable, given the scale of the project. As noted above, the third amendment commits the City to rapid turn arounds on the developer's submittals in order to ensure that the soccer field is completed as quickly as possible. ITEM NO. 10 FISCAL IMPACT/FUNDING SOURCE: There is no fiscal impact associated with the proposed action. The third amendment commits the developer to completing the soccer field at its cost. The City's cost for administering the DA, plan review and the proposed Improvement Agreement will be covered under the reimbursement agreement that the City has with the developer. Department Head Approval Date: 03/25/2018 Finance Director Approval Date: NA City Attorney Approval Date: 03/28/2018 City Manager Approval Date: 03/30/2018 Attachments (list in packet assembly order): 1. An Ordinance of the City Council of the City of Rohnert Park California, Approving a Third Amendment to the Development Agreement by and among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC 2. Third Amendment to the Development Agreement by and among the City of Rohnert Park and SOMO Village LLC and SOMO Village Commercial LLC 3. A Resolution of the City Council of the City of Rohnert Park, California, Authorizing and of Approving an Amended and Restated Escrow and Funding Agreement between the City of Rohnert Park and SOMO Village LLC 4. Amended and Restated Escrow and Funding Agreement al ORDINANCE NO. 922 AN ORDINANCE OF THE CITY OF ROHNERT PARK, CALIFORNIA APPROVING A THIRD AMENDMENT TO THE DEVELOPMENT AGREEMENT BY AND AMONG THE CITY OF ROHNERT PARK AND SOMO VILLAGE LLC AND SOMO VILLAGE COMMERCIAL LLC WHEREAS, Government Code § 65864, et seq., authorizes the City of Rohnert Park to enter into development agreements which will provide certainty, definition and commitment to developers as well as provide for necessary public improvements required by development; WHEREAS, City, Sonoma Mountain Village LLC and KDRP LLC, previously entered into that certain Development Agreement, dated as of September 14, 2010 and recorded on October 1, 2010 as Instrument Number 2010084467 in the Official Records of Sonoma County, as amended by that certain First Amendment to Development Agreement, recorded on June 28, 2012 as Instrument Number 2012061268 in the Official Records of Sonoma County and by that Second Amendment to Development Agreement recorded on December 11, 2012 as Instrument Number 2012126932, in the Official Records of Sonoma County and subject to those certain letter agreements dated June 6, 2016 and December 29, 2016 (collectively, the "Development Agreement") regarding development of the Sonoma Mountain Village Planned Development ("SOMOPD"); WHEREAS, Sonoma Mountain Village LLC and KDRP LLC owned the Property as tenants in common upon entering into the Development Agreement. On July 21, 2016, Sonoma Mountain Village LLC acquired all of KDRP LLC's rights and assumed all its obligations under the Development Agreement; WHEREAS, Sonoma Mountain Village, LLC and changed its name to SOMO Village, LLC upon converting from a California limited liability company to a Delaware limited liability company on December 30, 2016; WHEREAS, the City, SOMO Village LLC and SOMO Village Commercial LLC entered into that certain Partial Assignment and Assumption and Guaranty of Development Agreement and Consent to Transfer of Real Property, whereby, (1) SOMO Village LLC transferred a portion of the Property to SOMO Village Commercial LLC, while retaining all obligations under the Development Agreement, except for those obligations regarding improvements to existing structures on the transferred property; and (2) SOMO Village LLC deposited the sum of $2.3 million with City to fund its soccer field obligations, with the use of such deposit to be governed by that certain Escrow and Funding Agreement, entered into as April 24, 2017, by and between SOMO Village, LLC and City; WHEREAS, Government Code section 65868 provides that a development agreement may be amended by mutual consent of the parties to the agreement or their successors in interest; and have negotiated a third Amendment to Development Agreement ("Third Amendment") in accordance with the requirements of Government Code § 65864, et seq., and Chapter 17.21, "Development Agreement Procedure," of the Rohnert Park Municipal Code, which Third Amendment is attached to this Ordinance as Exhibit A; Ord. 922 WHEREAS, the Third Amendment (1) acknowledges SOMO Village LLC's compliance with its obligation to construct a portion of the SMART multi -use path; (2) documents the City and SOMO Village LLC's agreement to move the location of the required all-weather soccer field; and (3) set forth terms regarding the time -frame, funding, and remedies for non-compliance regarding SOMO Village LLC's design and construction of the all-weather soccer field; WHEREAS, on March 29, 2018, the Planning Commission held a public hearing at which time the Planning Commission reviewed the Third Amendment and recommended approval by the City Council; WHEREAS, in 2010, the City Council reviewed and approved the Final EIR prepared for the project, including the Development Agreement, in accordance with CEQA; and has otherwise carried out all requirements for the project pursuant to CEQA; WHEREAS, pursuant to California State Law and the RPMC, public hearing notices were mailed to all property owners within an area encompassing a three hundred foot radius of the subject property and a public hearing notice was published for a minimum of 10 days prior to the public hearing in the Community Voice; WHEREAS, on April 10, 2018, the City Council held a public hearing at which time interested persons had an opportunity to testify either in support or opposition to the Third Amendment; and WHEREAS, the City Council has reviewed and considered the information contained in the Third Amendment. NOW, THEREFORE, the City Council of the City of Rohnert Park does ordain as follows: SECTION 1. Findings. The City Council, in reviewing Planning Application No. PLDA17-0001 and the Third Amendment hereby makes the following findings pursuant to Government code section 65867.5 and Chapter 17.21 of the RPMC: 1. The proposed Third Amendment was considered at a public hearing Criteria Satisfied. A duly noticed public hearing regarding the Third Amendment was held by the City Council on April 10, 2018, in conformance with the notice provisions of Government Code sections 65090 and 65091 and the requirements of the RPMC section 17.21.030. 2. The provisions of the proposed Third Amendment are consistent with the general plan and any applicable specific plan. Criteria Satisfied. The Third Amendment is consistent with the General Plan and would direct the project's development in an orderly manner that benefits the City. Specifically the construction of the all-weather soccer field at Sunrise Park will result in a community amenity that is consistent with General Plan and the Park and Recreation Master Plan. 3. The provisions of the proposed Third Amendment are consistent with Government Code 65867.5(c). Criteria Satisfied. The Development Agreement and the proposed Third Ord. 922 2 Amendment satisfy the requirements of Government Code 65867.5(c), which specifies that a development agreement shall not be approved unless the agreement provides that any tentative map prepared for the subdivision will comply with the provisions of Government Code section 66473.7 (which requires that a sufficient water supply be available for subdivisions). The City prepared a Water Supply Assessment to examine the demands of the Sonoma Mountain Village Planned Development and assess the City's supply sources to meet demand. Based on the this Water Supply Assessment, it was determined that sufficient sources exist to meet the demands of the City's general plan buildout, including buildout of the Sonoma Mountain Village Planned Development, using a combination of surface water, groundwater and recycled water. The proposed relocation of the all-weather soccer field to Sunrise Park will not materially change the findings of the Water Supply Assessment and may, in fact, reduce the demand on the City's recycled water supply because the synthetic field will not need irrigation. Because the Project is consistent with the prior analysis and sufficient water supply is available, no additional analysis is needed and the Third Amendment satisfies the requirements of Government Code section 65867.5(c). 4. Pursuant to RPMC Section 17.21.040, the City Council has considered other pending applications and approved projects; the traffic, parking, public service, visual, and other impacts of the proposed development project upon abutting properties and the surrounding area; ability of the applicant to fulfill public facilities financing plan obligations; the relationship of the project to the city's growth management program; the provisions included, if any, for reservation, dedication, or improvement of land for public purposes or accessible to the public; the type and magnitude of the project's economic effects to the city of Rohnert Park, and of its contribution if any toward meeting the city's housing needs; and to any other comparable, relevant factor. Criteria satisfied. The Third Amendment acknowledges completion of a required multi -use path and relocates a planned all-weather soccer field. Aside from that change, the Development Agreement remains in full force. No other impacts, such as traffic, parking and visual impacts, are affected. SECTION 2. Compliance with the California Environmental Quality Act. A. On August 24, 2010, the City Council of the City of Rohnert Park certified the Final EM for this project, including adoption of associated CEQA Findings, Statement of Overriding Considerations, and the Mitigation Monitoring and Reporting Program, as described and approved in City Council Resolution No. 2010-101. B. CEQA Guidelines section 15162 provides that "no subsequent EIR shall be prepared" for a project unless the lead agency determines that (1) "substantial changes are proposed in the project which will require major revisions of the previous EIR"; or (2) "substantial changes occur with respect to the circumstances under which the project is undertaken"; or (3) "new information of substantial importance ... shows" one or more significant effects not discussed in the original EIR, greater severity to previously -identified substantial effects, or newly - found feasible mitigation measures that would substantially reduce significant effects. C. The proposed Third Amendment, which acknowledges completion of a planned Ord. 922 3 multi -use path and relocates the all-weather soccer field to an existing, developed City park, will not result in any substantial changes to the proposed project and no new information of substantial importance shows one or more significant effects or newly found feasible mitigation measures that would substantially reduce significant effects. Accordingly, no subsequent EIR need be prepared. SECTION 3. Approval of Third Amendment. The City Council hereby approves the Third Amendment to the Development Agreement in substantially similar form as attached hereto and incorporated herein as Exhibit A, with minor technical, non -substantive revisions as may be approved by the City Manager in consultant with the City Attorney. SECTION 4. Compliance with State Law. A. The City will act in accordance with the provisions of Government Code sections 65856 and 66006. B. In accordance with Government Code section 65868.5, no later than 10 days after the City enters into the Third Amendment, the City Clerk will record the Third Amendment with the County Recorder. C. In accordance with Government Code section 65865.1 and RPMC Section 17.21.050(A), the City will conduct an annual review of the Development Agreement, as amended to ensure compliance with its terms. SECTION 5. Actions to Effectuate. The City Manager is hereby authorized and directed to provide written consent and certifications, execute documents and take other actions on behalf of City, which are not expressly and specifically reserved for the City Council, to implement and effectuate the terms of the Third Amendment. SECTION 6. Severability. The City Council hereby declares that every section, paragraph, sentence, clause and phrase of this ordinance is severable. If any section, paragraph, sentence, clause or phrase of this ordinance is for any reason found to be invalid or unconstitutional, such invalidity, or unconstitutionality shall not affect the validity or constitutionality of the remaining sections, paragraphs, sentences, clauses or phrases of this ordinance. [THE REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY.] Ord. 922 4 SECTION 7. Effective Date. This ordinance shall be in full force and effective 30 days after its adoption, and shall be published and posted as required by law. This ordinance was introduced by the Council of the City of Rohnert Park on April 10, 2018, and adopted on April 24, 2018, by the following roll call vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: JoAnne M. Buergler, City Clerk APPROVED AS TO FORM: Michelle Marchetta Kenyon, City Attorney CITY OF ROHNERT PARK Ord. 922 Pam Stafford, Mayor Exhibit A to Ordinance RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Rohnert Park 130 Avram Avenue Rohnert Park, California 94928-2486 Attention: City Clerk (Space Above This Line for Recorder's Use Only) Exempt from recording fee per Gov. Code § 27383. THIRD AMENDMENT TO DEVELOPMENT AGREEMENT THIS THIRD AMENDMENT TO DEVELOPMENT AGREEMENT ("Third Amendment") is entered into as of the day of 2018, by and among SOMO VILLAGE, LLC, a Delaware limited liability company, f.k.a Sonoma Mountain Village, LLC ("Developer"), and SOMO VILLAGE COMMERCIAL, LLC, a Delaware limited liability company ("SVC"), and the CITY OF ROHNERT PARK, a California municipal corporation ("City"). City, Developer and SVC are sometimes referred to herein as a "Party" and collectively as the "Parties." RECITALS A. City, Developer and KDRP LLC, previously entered into that certain Development Agreement, dated as of September 14, 2010 and recorded on October 1, 2010 as Instrument Number 2010084467 in the Official Records of Sonoma County, as amended by that certain First Amendment to Development Agreement, recorded on June 28, 2012 as Instrument Number 2012061268 in the Official Records of Sonoma County and by that Second Amendment to Development Agreement recorded on December 11, 2012 as Instrument Number 2012126932, in the Official Records of Sonoma County and subject to those certain letter agreements dated June 6, 2016 and December 29, 2016 (collectively, the "Development Agreement"). All terms not otherwise defined herein shall have the definition set forth in the Development Agreement. B. Developer and KDRP LLC owned the Property as tenants in common upon entering the Development Agreement. On July 21, 2016, Developer acquired all of KDRP LLC's rights and assumed all its obligations under the Development Agreement. C. Developer was formerly known as Sonoma Mountain Village, LLC and changed its name to SOMO Village, LLC upon converting from a California limited liability company to a Delaware limited liability company on December 30, 2016. D. The Parties entered into that certain Partial Assignment and Assumption and Guaranty of Development Agreement and Consent to Transfer of Real Property (the "Assignment Agreement"), whereby, (1) Developer transferred a portion of the Property to SVC, while retaining all obligations under the Development Agreement, except for those obligations regarding improvements to existing structures on the transferred property; and (2) Developer deposited the sum of $2.3 million with City to fund its soccer field obligations, with the use of such deposit to be governed by that certain Escrow and OAK #4846-7926-4832 v12 1 Exhibit A to Ordinance Funding Agreement, entered into as April 24, 2017, by and between SOMO Village, LLC and City (the "Escrow Agreement"). E. Section 4.07 of the Development Agreement included requirements related to the construction and dedication of a SMART Path connecting the Property to the East Cotati Avenue SMART Station. Developer has since entered into that certain Funding Agreement, Sonoma -Marin Area Rail Transit District and SOMO Village, Construction of Pathway: SOMO Village to Manor Dr., dated as of October 20, 2016, with Sonoma -Marin Area Rail Transit District (SMART) and SOMO Village (the "Funding Agreement"), which provides for Developer's funding of the SMART Path, with the construction to be completed by the contractor responsible for the construction of the SMART Station in coordination with such project. The SMART Path was completed in September of 2017. F. Section 4.11(B) of the Development Agreement, among other things, requires that Developer complete construction of a soccer field and installation of equipment for such soccer field upon one of two pre -designated site locations owned by the Developer by December 31, 2016. The Parties have since entered into two letter agreements, the Assignment Agreement and the Escrow Agreement, which provide for the following: (1) modification of Developer's obligation to construct a soccer field on the Property to the construction of an all-weather soccer field at Sunrise Park, which is already owned by the City; (2) two additional payments from Developer to City in the amount of $250,000 each; and (3) a deposit of $2.3 million by Developer with City to fund its obligations related to the soccer field. G. The Parties now desire to formally amend the Development Agreement a third time to: (1) acknowledge Developer's compliance with the construction of the SMART Path; (2) document the Parties' agreement to move the location of the Soccer Field; and (3) set forth terms regarding the time -frame, funding, and remedies for non- compliance regarding Developer's design and construction of the Soccer Field. AGREEMENT NOW, THEREFORE, in consideration of the promises, covenants and provisions set forth herein, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1. Amendment of Definitions. 1.1 The following definitions set forth in Section 1.01 are hereby added or replaced and restated in their entirety: "Funding Agreement" shall have the meaning set forth in Section 4.07(B)(3) of the Development Agreement, as amended. "Soccer Field Characteristics" are as identified in the attached Exhibit K-1. "Soccer Field Site" shall be as identified on Exhibit L-1. "Soccer Field Work" shall have the meaning set forth in Section 4.11(B)(1) of the Development Agreement, as amended. OAK #4846-7926-4832 v12 2 Exhibit A to Ordinance 1.2 The following definitions set forth in Section 1.01 are hereby deleted in their entirety: "Site", "Site I", "Site 2", "Site I Soccer Field", and "Site 2 Soccer Field". 2. Amendments Regarding Pedestrian Walkway and Bicycle Paths. 2.1 Amendment of Section 4.07(BU3. Section 4.07(B)(3) of the Development Agreement is hereby amended and restated in its entirety to read as follows: "(3) To meet its obligations under this Section 4.07(B), Developer entered into that certain Funding Agreement dated October 20, 2016, with Sonoma -Marin Area Rail Transit District (SMART) (the "Funding Agreement") providing for the construction of the SMART Path in SMART's right-of-way adjacent to the Property, with such construction funded by Developer. Developer shall fully comply with the terms and conditions of the Funding Agreement." 2.2 Amendment of Section 4.07(B)J4). Section 4.07(B)(4) of the Development Agreement is hereby amended and restated in its entirety to read as follows: "(4). Intentionally Omitted." 2.3 SMART Path Completion. The Parties acknowledge that the construction of the SMART Path pursuant to Section 4.07 of the Development Agreement and the Funding Agreement was completed in September 2017. 3. Amendments Regarding Soccer Field. 3.1 Amendment of Section 4.11(B). Section 4.11(B) of the Development Agreement is hereby amended and restated in its entirety to read as follows: `B. Improvement of Offsite Soccer Field. (1) Developer Obligation. Developer, at its cost and expense, shall design, undertake and complete construction of the Soccer Field, relocate or replicate as necessary any improvements affected by the construction of the Soccer Field, and purchase and install Equipment (collectively, the "Soccer Field Work"). The Soccer Field Work shall be performed by a contractor or contractors duly licensed by, and in good standing under the laws of, the State of California, and otherwise in accordance with Applicable Law, this Agreement and the Improvement Agreement, as defined in Section 4.11 (13)(1)(c). Developer may select the contractor or contractors that will perform the Soccer Field Work in its discretion, subject to the requirements set forth in this Section 4.11(B)(1). City hereby approves of Developer acting as general contractor for the Soccer Field Work. Developer shall commence and diligently complete the Soccer Field Work by the following milestones (each, a "Soccer Field Milestone"): a. Plans representing 60 percent design submitted to the City for review by May 1, 2018; b. Plans representing 100 percent design submitted to the City for review by July 16, 2018; OAK #4846-7926-4832 v12 Exhibit A to Ordinance c. Executed contract for construction of the Soccer Field Work ("Construction Contract") submitted to the City by August 31, 2018; d. Commencement of the Soccer Field Work by October 1, 2018, with "commencement" defined as when Developer or its contractor commences (i) demolition and removal of existing improvements located at the Soccer Field Site, including without limitation, one or more light fixtures, or (ii) excavation of existing grass sod, whichever occurs sooner; and e. Completion of the Soccer Field Work and approval by City Manager pursuant to Section 3.1(B)(7) by December 31, 2019 ("Soccer Field Deadline"). City shall complete review of the 60 percent design submittal within 14 days of submittal to City. City shall complete review of the 100 percent design submittal and provide any requests for changes, or alternatively, issue a building permit within seven days of the 100 percent design submittal to the City. The City agrees that the enforced delay provisions of Section 9.06 of the Development Agreement shall be applicable to the completion of the Soccer Field Work and Soccer Field Milestones set forth in this Section 4.11(B)(1). (2) Funding. Any and all costs associated with the Soccer Field Work (including, without limitation, design, site preparation, governmental fees, Equipment, relocation or replication of any improvements, and compliance with Applicable Law) shall be borne solely by Developer. Developer has deposited the amount of $2.3 Million Dollars with City pursuant to the Escrow Agreement. Within five business days of execution of the Construction Contract, if the amount of the Construction Contract exceeds the Original Construction Funds (as defined in the Escrow Agreement), Developer, in Developer's sole and absolute discretion, shall (a) increase the Original Construction Funds by depositing with City an amount equal to the difference between the dollar amount of the Construction Contract and the Original Construction Funds (the "Shortfall"), with the amount of the Shortfall to be deposited with City and added to the Original Construction Funds, and become subject to the requirements of, the Construction Funds pursuant to the Escrow Agreement; (b) provide to City a letter of credit, in a form approved by City in its reasonable discretion, the amount of the Shortfall; or (c) obtain a construction bond for the full amount of the Construction Contract, in favor of City, in a form approved by City in its reasonably discretion. Developer agrees and acknowledges that it is responsible for all costs for the Soccer Field Work, including all costs over and above the Construction Funds. (3) Improvement Agreement. Prior to the commencement of the Soccer Field Work, City and Developer shall enter into an Improvement Agreement, substantially in the form attached hereto as Exhibit M-2, which shall set forth certain terms regarding Developer's obligation to complete and fund the Soccer Field Work on City property (the "Improvement Agreement"). The Improvement Agreement shall provide, among other things, that: (a) Developer may secure its obligations to complete the Soccer Field Work as provided in Section 4.11(B)(2) above; and (b) if Developer is in breach of a Soccer Field OAK #4846-7926-4832 v12 4 Exhibit A to Ordinance Milestone, after notice and opportunity to cure, City may use the Original Construction Funds, the Shortfall, and proceeds of any letter of credit or construction bond, as applicable, to complete the Soccer Field Work. (4) Amended and Restated Escrow Agreement. Concurrently with entering into the Third Amendment, the Parties will enter into an Amended and Restated Escrow Agreement to conform the Escrow Agreement to the terms of this Section 4.11(B), including, without limitation, to provide that: (1) no Draw Request (as defined in the Escrow Agreement) may be made until Developer commences construction of the Soccer Field Work; (2) acknowledge that the Construction Funds may be increased per the terms of this Section 4.11(B); and (3) the Construction Funds may be used by City in the event of a breach under this Section 4.11(B) or the Improvement Agreement. (5) Remedies for Non -Compliance. Developer acknowledges that the completion of the Soccer Field Work is a material term of the Development Agreement, and that the Soccer Field Work was originally required to be completed in 2016. In addition to all other remedies set forth in the Development Agreement, Developer shall agree to the following terms: a. In the event of a breach of this Section 4.11(B) prior to execution and recordation of the Improvement Agreement, after notice and an opportunity to cure, which cure period shall not exceed thirty (30) days, City may withdraw and use the Construction Funds to complete the Soccer Field Work. In the event of a breach of this Section 4.11(B) after execution and recordation of the Improvement Agreement, the City may use the Construction Funds pursuant to the terms of the Improvement Agreement. b. Developer shall pay City damages (the "Milestone Breach Fee") in the amount of $2,500.00 for every day the Developer exceeds a Soccer Field Milestone set forth in Section 3.1(13)(1)(a), (b), (c), or (d) and $500.00 for every day the Developer exceeds a Soccer Field Milestone set forth in Section 3.1(B)(1)(e). Failure to pay an applicable Milestone Breach Fee within 10 business days of notice by City shall constitute an Event of Default under this Agreement. Unless the City exercises its right to complete the Soccer Field Work, the City shall hold any Milestone Breach Fee paid by Developer, except for a Milestone Breach Fee paid pursuant to Section 3.1(B)(1)(e), in a separate account, and shall return to Developer such Milestone Breach Fee(s) if Developer completes the Project and it is accepted by City on or before December 31, 2019. If Developer fails to achieve completion of the Project and City does not accept the Project on or before December 31, 2019, City may immediately withdraw any Milestone Breach Fee(s) paid by Developer, if not already withdrawn. OAK #4846-7926-4832 v12 5 Exhibit A to Ordinance CITY AND DEVELOPER AGREE THAT IT WOULD BE IMPRACTICAL AND EXTREMELY DIFFICULT TO ESTIMATE THE AMOUNT OF DAMAGES SUFFERED BY CITY BECAUSE OF DEVELOPER'S DEFAULT OF A SOCCER FIELD MILESTONE; THAT THE AMOUNT OF $2,500.00, OR $500.00, AS APPLICABLE, PER DAY CONSTITUTES A REASONABLE ESTIMATE AND AGREED STIPULATION OF SUCH DAMAGES; THAT CITY SHALL BE ENTITLED TO SUCH SUM AS LIQUIDATED DAMAGES IN THE EVENT OF DEVELOPER'S DEFAULT OF A SOCCER FIELD MILESTONE. City's Initials Developer's Initials (6) Standards. The Soccer Field shall be designed and constructed and Equipment purchased in accordance with the characteristics and standards listed in Exhibit K-1 attached hereto, and such other City standards and specifications as the Parties mutually agree are applicable to the Soccer Field Work. In addition, Developer agrees to relocate or replicate any existing improvements affected by Soccer Field Work such that their condition upon City acceptance is equal to or better than their condition prior to construction of the Soccer Field by Developer, as reasonably determined by the City. (7) City Acceptance. City shall approve the Soccer Field Work and City shall accept the Soccer Field Work pursuant to the terms of the Improvement Agreement." 3.2 Amendment of Exhibit K. Exhibit K, of the Development Agreement, titled "Soccer Field Characteristics," is hereby amended and restated in its entirety with the amended SMV All Weather Field Characteristics set forth in Exhibit K-1, attached hereto and incorporated herein by this reference. The Parties agree that the City Manager may approve minor revisions to the specifications set forth in Exhibit K-1, upon written request by Developer, without formal amendment of Exhibit K-1. 3.3 Amendment of Exhibit L. Exhibit L of the Development Agreement, titled "Site 1 Depiction," is hereby amended and restated in its entirety by the amended Soccer Field Site Depiction set forth in Exhibit L-1, attached hereto and incorporated herein by this reference. 3.4 Amendment of Exhibit M. Exhibit M of the Development Agreement, titled "Site 2 Depiction," is hereby amended and restated in its entirety by the form of Improvement Agreement set forth in Exhibit M-1, attached hereto and incorporated herein by this reference. 3.5 Deletion of Exhibit N. Exhibit N of the Development Agreement, titled "[Form] Bill of Sale," is hereby deleted in its entirety. 4. Development Agreement in Full Force and Effect. Except to the extent the Development Agreement is modified by this Third Amendment, the remaining terms and provisions of the Development Agreement shall remain unmodified and in full force and effect. In the event of a conflict between the terms of the Development Agreement and the terms of this Third Amendment, the terms of this Third Amendment shall prevail. OAK #4846-7926-4832 v12 6 Exhibit A to Ordinance 5. Counterparts. This Third Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Amendment. IN WITNESS WHEREOF, this Third Amendment has been entered into by and between Developer and City as of the day and year first above written. Approved as to Form: By: City Attorney Attest: By: City Clerk CITY: City of Rohnert Park, a municipal corporation Darren Jenkins, City Manager [Signature Must be Notarized] DEVELOPER: SOMO Village, LLC, a Delaware limited liability company By: Name Title: SVC: Bradley E. Baker Manager [Signature Must be Notarized] SOMO Village Commercial, LLC, a Delaware limited liability company By: SOMO Management LLC, a California limited liability company Its: Manager By: Name: Bradley E. Baker Title: Manager [Signature Must be Notarized] OAK #4846-7926-4832 v12 7 ACKNOWLEDGMENTS A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On _, 20_ before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: (seal) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On _, 20_ before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: Acknowledgment OAK #4846-7926-4832 v12 (seal) ACKNOWLEDGMENTS A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On _, 20_ before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: (seal) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On _, 20_ before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: Acknowledgment OAK #4846-7926-4832 v12 (seal) Exhibit A to Ordinance Exhibit K-1 Amended SMV All Weather Field Characteristics The dimension of the playing field area shall be a minimum of Length - 120 yards; Width - 70 yards. The field shall be oriented west -east. The field site shall be higher than surrounding areas to allow drainage. The field site shall be designed with a slope of 0.5% to sideline drainage. The field shall be permanently striped for soccer but shall be designed to accommodate football, lacrosse, rugby, and ultimate Frisbee. The field shall meet the standards set forth in the SUGGESTED GUIDELINESfor the ESSENTIAL ELEMENTS of SYNTHETIC TURF SYSTEMS, latest Edition, including requirements for soccer fields. The field shall be a tufted infill system that consists of a drainage layer, a multi -layered backing system, and resilient "grass" blades that are infilled with a granular filler to resemble natural turf. A soils engineer shall make recommendations regarding field design and shall participate in the design of the field. A geotextile separation fabric shall be installed to separate the subsoil from the base. The geotextile fabric shall be placed over the entire sub -grade and within the pipe trenches prior to the installation of the base materials. The field shall be drained through a series of sub -drain pipes connected to a collection system surrounding the field. The drainage system shall provide sufficient drainage of the entire playing surface to meet local conditions for at least a minimum 5 -year design storm frequency. The expected drainage performance evaluation and the systems used shall undergo an independent engineering analysis. An adequate factor of safety shall be utilized as the permeability of both the field surface and the base materials will typically decrease over the life of the field. The field shall have an unbound dynamic base capable of compaction yet allowing free draining. The base will be designed for specific site conditions to accommodate local soils, groundwater levels and the local climate. The base shall be a minimum of 6 inches in thickness. Impact Absorption (force reduction): Range of g -max for a new field installation shall fall between 85 and 160 at each test point (6 test points minimum) with testing at installation. The maximum g -max shall be a maximum value of 200 at each test point (6 tests minimum) for the life of the warranty. The field shall meet or exceed all requirements and characteristics contained in Table 1 - Base Materials, Table 2 - Turf Characteristics for Infill Systems, Table 5 Infill Properties, Table 7b - Performance Guidelines for Soccer Fields and other applicable tables in the Exhibit K-1 OAK #4846-7926-4832 v12 Exhibit A to Ordinance SUGGESTED GUIDELINES for the ESSENTIAL ELEMENTS of SYNTHETIC TURF SYSTEMS, latest Edition. The field shall be supplied with a sweeper and an ATV to pull the sweeper. The sweeper shall be as recommended by the turf manufacturer. The Warranty for the synthetic turf field system shall be a minimum of 5 years. Warranty conditions shall include the following: • Acceptable uses for the field (Soccer, football, lacrosse, rugby, ultimate Frisbee) • Expected number of yearly hours of use of the field (1,000 hours per year) • Type of shoes used (Soccer, football, lacrosse, rugby, ultimate Frisbee). No track spikes and only plastic molded athletic shoes • Excessive UV degradation to protect fading • Color match within specifications • Excessive fiber wear • Wrinkling and panel movement • Shock absorbency (g -max) • Seam integrity The field shall include measures to prevent car access, such as a trees or bollards. A minimum four -foot separation shall be provided between the playing field surface and any trees, bleachers or accessories. This area shall be constructed of a durable fall safe surface, which could include artificial turf. Two 20 -foot, five tier, bleachers shall be provided on the south side of the field. Center bleachers for players shall be provided on south side and shall consist of a total of four 15 -foot benches and two of the benches shall contain a fixed shade cover. Benches and bleachers shall be aluminum with welded aluminum supports. All bolts shall be galvanized. Benches and bleachers shall be designed to meet the 2016 California Building Code for safety. The field and spectator viewing areas shall be designed to be ADA accessible. Existing lighting shall be reviewed and adjusted to provide for the field to a minimum level of 30 footcandles and shall have a half -bright setting which allows 50 percent of the lights to be used. Lighting shall be high efficiency lighting Musco Light -Structure Green or better. Lighting shall meet the Lighting Standards of the US Soccer Foundation for Standard Play. Field shall include an LED display, 10 feet long by 4 feet tall, electronic scoreboard, with spot for SOMO Village logo and no video capability. Exhibit K-1 OAK #4846-7926-4832 v12 Exhibit A to Ordinance Exhibit L-1 Soccer Field Site Depiction [Attached] OAK #4846-7926-4832 v12 Exhibit L-1 Exhibit A to Ordinance Exhibit M-1 [Form] Improvement Agreement [Attached] OAK #4846-7926-4832 v12 Exhibit M-1 REMOVE EXISTING TREE TO GET BLEACHER CLOSER TO MIDFIELD 5 ROW BLEACHERS, P 11 J 70 YRD X 120 YRD SOCCER FIELD 5 FOOT WIDE SAFETY BORDER 50 YRD X 70 YRD — U-12 SOCCER FIELD NEW SCOREBOARD CONCRETE PAD WITH 3 - 8 FOOT PLAYER BENCHES CODDING FINTFIFIIsFs OFFICIALS AREA Athletic Field Im O -5bQ ©0-77 rovements Concept Sunrise Park Rohnert Park, CA RELOCATED LIGHT POLE LOCATION SYNTHETIC TURF SOFTBALL OUTFIELD 50 YRD X 70 YRD U-1 2 SOCCER FIELD EXISTING SPORTS FIELD LIGHTING POLE. POLE TO BE REMOVED AND REPLACED IN NEW LOCATION. OTHER SPORTS FIELD LIGHTING TO BE ADJUSTED SO FIELD WILL BE LIGHTED PROPERLY VERDE DESIGN May 12, 2017 LANDSCAPE ARCHITECTURE CIVIL ENGINEERING SPORT PLANNING & DESIGN 2455 The Alameda, Ste. 200 Santa Clara, CA 95050 tel: 408.985.7200 fax: 408.985.7260 www.verdedesigninc.com Exhibit M-1 to Third Amendment RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Rohnert Park 130 Avram Avenue Rohnert Park, California 94928-2486 Attention: City Clerk (Space Above This Line for Recorder's Use Only) Exempt from recording fee per Gov. Code § 27383. IMPROVEMENT AGREEMENT CITY OF ROHNERT PARK SOMO FIELD SOCCER FIELD WORK THIS IMPROVEMENT AGREEMENT (the "Agreement") is made and entered into on this day of , 2018 (the "Effective Date") by and between SOMO VILLAGE, LLC, a Delaware limited liability company, formerly known as SONOMA MOUNTAIN VILLAGE, LLC ("Developer"), and the CITY OF ROHNERT PARK, a California municipal corporation ("C"). Developer and City are sometimes referred to herein as a "P4M" and collectively as the "Parties." RECITALS A. City, Developer and KDRP LLC, previously entered into that certain Development Agreement, dated as of September 14, 2010 and recorded on October 1, 2010 as Instrument Number 2010084467 in the Official Records of Sonoma County, as amended by that certain First Amendment to Development Agreement, recorded on June 28, 2012 as Instrument Number 2012061268 in the Official Records of Sonoma County and by that Second Amendment to Development Agreement recorded on December 11, 2012 as Instrument Number 2012126932, in the Official Records of Sonoma County and subject to those certain letter agreements dated June 6, 2016 and December 29, 2016 (collectively, the "Original Development Agreement"). B. Developer and KDRP LLC owned the Property as tenants in common upon entering the Development Agreement. On July 21, 2016, Developer acquired all of KDRP LLC's rights and assumed all its obligations under the Development Agreement. Developer was formerly known as Sonoma Mountain Village, LLC and changed its name to SOMO Village, LLC upon converting from a California limited liability company to a Delaware limited liability company on December 30, 2016. C. The Parties entered into that certain Partial Assignment and Assumption and Guaranty of Development Agreement and Consent to Transfer of Real Property (the "Assi _ng T Agreement"), whereby, (1) Developer transferred a portion of the Property to SVC, while retaining all obligations under the Development Agreement, except for those obligations regarding improvements to existing structures on the transferred property; and (2) Developer deposited the sum of $2.3 million with City to fund its soccer field obligations, with the use of such deposit to be governed by that certain Escrow and Funding Agreement, entered into as April 24, 2017, by and between SOMO Village, LLC and City (the "Escrow Agreement"). D. Section 4.11(B) of the Development Agreement, among other things, requires that Developer complete construction of a soccer field and installation of equipment for such soccer field upon one of two pre -designated site locations owned by the Developer by December 31, 2016. The Parties have since entered into two letter agreements, the Assignment Agreement and the Escrow Agreement, which provide for the following: (1) modification of Developer's OAK #4832-8297-7631 v4 1 Exhibit M-1 to Third Amendment obligation to construct a soccer field on the Property to the construction of an all-weather soccer field at Sunrise Park, which is already owned by the City; (2) two additional payments from Developer to City in the amount of $250,000 each; and (3) a deposit of $2.3 million by Developer with City to fund its obligations related to the soccer field. E. On April 25, 2018, the City's City Council adopted Ordinance No. , approving that certain Third Amendment to Development Agreement dated , 2018 (the "Third Amendment"). The Original Development Agreement, as amended by the Third Amendment, may be referred to as the "Development Agreement" in this Agreement. F. The Third Amendment, among other things: (1) documents the Parties' agreement to move the location of the Soccer Field to Sunrise Park; and (2) sets forth terms regarding the time -frame, funding, and remedies for non-compliance regarding Developer's design and construction of the Soccer Field. F. The Parties have also entered into an Amended and Restated Escrow Agreement to conform the Escrow Agreement to the terms of the Development Agreement, including, without limitation, to provide that: (1) the Construction Funds (as defined in the Escrow Agreement) may be increased per the terms of the Development Agreement; and (2) the Construction Funds may be used by City in the event of a breach under the Development Agreement or this Improvement Agreement. F. Pursuant to the terms of the Development Agreement, Developer has submitted plans, specifications and drawings for the Soccer Field Work (as defined in the Development Agreement) prepared by Verde Design, Inc. and dated , 2018 (hereinafter collectively referred to as the "Improvement Plans"), which Improvement Plans have been approved by the City Engineer. The Soccer Field Work is referred to as the "Improvements" in this Agreement. G. City and Developer desire to provide for certain additional terms and conditions relating to the construction and installation of the Soccer Field Work in accordance with the Improvement Plans as set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the faithful performance of the terms and conditions set forth in this Agreement, the parties hereto agree as follows: 1. Purpose. The purpose of this Agreement is to guarantee completion of the Improvements and ensure satisfactory performance by Developer of Developer's obligations to satisfy the Conditions. 2. Property Subject to Agreement. The property which is the subject of this Agreement is located in the City of Rohnert Park, Sonoma County, California, and is described as Assessor's Parcel No. , in the Sonoma County Records (the "Prope "). 3. Duty to Install Improvements. Developer will construct, install and complete, or cause to be constructed, installed and completed, at the Developer's sole cost and expense, the Improvements, in accordance with the Improvement Plans and to the satisfaction of the City Engineer, in his/her reasonable discretion. Developer will also supply all labor and materials therefor, all in strict accordance with the terms and conditions of this Agreement and the Development Agreement. The construction, installation and completion of the Improvements and all labor and materials furnished in connection therewith are hereinafter referred to collectively as the "Work." City shall not be responsible or liable for the maintenance or care of the Improvements until City formally approves and accepts them in accordance with its policies and procedures. City shall OAK #4832-8297-7631 v4 2 Exhibit M-1 to Third Amendment exercise no control over the Improvements until approved and accepted. Any use by any person of the Improvements, or any portion thereof, shall be at the sole and exclusive risk of the Developer at all times prior to City's acceptance of the Improvements. Developer shall maintain all the Improvements in a state of good repair until they are completed by Developer and approved and accepted by City. It shall be Developer's responsibility to initiate all maintenance work, but if it shall fail to do so, it shall promptly perform such maintenance work when notified to do so by City. If Developer fails to properly prosecute its maintenance obligation under this section, City may do all work necessary for such maintenance and the cost thereof shall be the responsibility of Developer and its surety, if applicable, under this Agreement. City shall not be responsible or liable for any damages or injury of any nature in any way related to or caused by the Improvements or their condition prior to acceptance. 4. Completion Date. Developer will complete the Work by December 31, 2019. All Work will be completed in a good and workmanlike manner in accordance with accepted design and construction practices. 5. Estimated Cost of Work. The estimated cost of the Work is [ESTIMATED COST OF WORK TO BE INSERTED AFTER PLANS ARE COMPLETE AND CONSTRUCTION CONTRACT IS EXECUTED]. Notwithstanding this estimate, Developer hereby acknowledges and agrees that (a) the actual costs to complete the Work may significantly exceed this estimate, (b) this estimate in no way limits Developer's financial obligation, and (c) that Developer is obligated to complete the Work at its own cost, expense, and liability. 6. Modifications to the Plans. Approval of this Agreement by City does not release Developer of its responsibility to correct mistakes, errors or omissions in the Improvement Plans. If, at any time, in the opinion of the City Engineer, in his/her reasonable discretion, the Improvement Plans are deemed inadequate in any respect Developer agrees to make such modifications, changes or revisions as necessary in order to complete the Work in a good and workmanlike manner in accordance with accepted design and construction standards. 7. Repairs. Developer agrees to repair or have repaired in a timely manner at its sole cost and expense all public roads, streets, or other public or private property damaged as a result of or incidental to the Work or in connection with the development of the Property or to pay to the property owner of any damaged road, street or property the full cost of such repair. In addition, Developer shall obtain the written acceptance of such repair or payment from any owner whose private property was repaired by Developer or to whom Developer has paid the full cost of such repair in accordance with this Section 7. City shall be under no obligation whatsoever to accept the Work completed under this Agreement until such time as all repairs have been completed or have been paid for and written acceptances have been provided to the City Engineer, except as otherwise provided in section 12.1. 8. Foreman or Superintendent. Developer shall give personal attention to the Work. A competent foreman or superintendent, satisfactory to the City Engineer, in his/her reasonable discretion, with authority to act for and on behalf of Developer, shall be named in writing by Developer prior to commencement of the Work, shall be present on the Property during the performance of the Work and may not be changed without the advance notification to and satisfaction and concurrence of the City Engineer. 9. Examination of Work. All of the Work shall be performed to the satisfaction of the City Engineer, in his/her reasonable discretion. The City and its authorized agents shall, at all times during the performance of the Work, have free access to the Work and shall be allowed to examine the Work and all materials used and to be used in the Work. 10. City's Inspection, Administration and Testing Costs. Developer shall pay to City the actual cost for all inspection, administration and testing services furnished by City in connection with this Agreement, including those performed by consultants under contract with OAK #4832-8297-7631 v4 3 Exhibit M-1 to Third Amendment the City (the "City Costs"). City agrees not to double charge Developer (through the imposition of both a processing fee and a consultant charge) for any individual monitoring, inspection, testing or evaluation service. In addition, City agrees to limit its use of outside consultants to those reasonably necessary or desirable, as determined by the City Manager or his designee in his reasonable discretion, to accomplish the requisite inspection, administration and monitoring. The estimated cost for the inspection, administration and testing services is Dollars ($ ) (the "Estimated Cost"). City will bill Developer for inspection costs, as they are incurred, under the terms of the City's reimbursement agreement with Developer. 11. Completion of Work. After Developer (a) completes the Work in accordance with the Improvement Plans and the terms and conditions of this Agreement, (b) repairs any road, street, or private or public property damaged as a result of the Work or pays the full cost of such repair to the owner whose property was damaged and (c) obtains the written acceptance of such repair or payment from any owner whose private property was repaired by Developer or to whom Developer paid the full cost of such repair, Developer will provide City with a written notice of completion, together with copies of all written acceptances. 12. Final Accentance. 12.1 Notice of Completion. Within three (3) business days of receipt of Developer's written notification pursuant to Section 11 above, City Engineer shall inspect the Work and repairs and review the written acceptances, if any, and send Developer a written notice stating whether the Work and repair are complete to the satisfaction of the City Engineer, in his/her reasonable discretion, and whether the written acceptances have been provided. If the Work and repair are, in the opinion of the City Engineer, not complete and satisfactory, and/or written acceptances have not been provided, the City Engineer will list the deficiencies that must be corrected to find the Work and repair complete and satisfactory. Upon satisfactory completion of the Work and repair and submittal of written acceptances, the City Engineer will send Developer a written notice of satisfactory completion. The requirement for written acceptances may be waived by the City Engineer, in his/her reasonable discretion, if Developer has made commercially reasonable efforts to obtain such acceptances. City Engineer's failure to respond to Developer's written notification within ten (10) business days will be deemed acceptance of the Work under this Agreement. 12.2 Acceptance of Improvements. After sending Developer a written notice of satisfactory completion or upon failing to respond within ten (10) business days pursuant to Section 12.1, the City Engineer shall within three (3) business days recommend approval of the Improvements to the City Manager. The City Manager shall make the final determination as to approval, in his reasonable discretion and thereafter, shall recommend formal acceptance to the City Council. Upon acceptance by the City Council, the City Engineer shall record a notice of acceptance, in a form to be approved by the City Attorney, in the Official Records of Sonoma County. 13. (intentionally omitted] 14. [intentionally omitted] 15. Security. Developer has deposited the amount of $2.3 million dollars in cash with City pursuant to the terms of the Amended and Restated Escrow Agreement as initial security for the Work (the "Construction Funds"). Developer shall furnish and deliver to City, within the times set forth below, the following additional security: 15.1 Additional Security. Within five (5) business days after the execution of the Construction Contract (as defined in the Third Amendment), Developer shall furnish OAK #4832-8297-7631 v4 4 Exhibit M-1 to Third Amendment and deliver one of the following forms of additional security for the performance of the Work, the selection of which form of security shall be in the sole discretion of Developer: a) Additional Cash Deposit. Developer shall deposit the full amount of the Shortfall (as defined in the Third Amendment) in cash with City pursuant to the terms of the Amended and Restated Escrow Agreement. In the event of a breach of this Agreement or the Development Agreement, City may use such funds pursuant to the terms of the Amended and Restated Escrow Agreement to complete the Work. b) Letter of Credit. Developer shall obtain, in the amount of the Shortfall, a Letter of Credit for the benefit of City in a form acceptable to the City Attorney, in the City Attorney's reasonable discretion. In the event of a breach of this Agreement or the Development Agreement, City may use draw on the Letter of Credit to complete the Work. The Letter of Credit shall be released by the City effective upon the date of recordation of the notice of acceptance of the improvements as described in Section 12.2 and Developer's delivery of the Warranty Bond described in Section 15.2 c) Performance Bond. Developer shall furnish and deliver a performance surety bond issued by a surety company duly and regularly authorized to do general surety business in the State of California, or such other surety as may be acceptable to the City Attorney, in the amount of the Construction Contract, which bond must be in a form acceptable to the City Attorney, in the City Attorney's reasonable discretion. The bond shall be conditioned upon the faithful performance of this Agreement with respect to the Work and shall be released by the City effective upon the date of recordation of the notice of acceptance of the improvements as described in Section 12.2 and Developer's delivery of the Warranty Bond described in Section 15.2. 15.2 Warranty Bond. Developer shall furnish and deliver a warranty bond issued by a surety company duly and regularly authorized to do general surety business in the State of California, or such other surety as may be acceptable to the City Attorney, in the amount of [FIFTEEN PERCENT OF ESTIMATED COST PER CITY'S MUNICIPAL CODE] upon acceptance of the Improvements and prior to release of the Performance Bond. The bond shall be in a form acceptable to the City Attorney and shall guarantee and warranty the Work for a period of one (1) year following the date of recordation of the notice of acceptance of the improvements against any defective work or labor done, or defective materials furnished. 16. (intentionally omitted]. 17. No Waiver by City. Inspecting of the Work, or approval of any portion of the Work prior to full performance of the Work, or a statement by an officer, agent or employee of the City indicating the work complies with this Agreement, or acceptance of any portion of the Work, or any combination of all of these acts shall not relieve Developer or its obligation to fulfill this Agreement; nor is the City by these acts prohibited from bringing an action for damages arising from the failure to comply with this Agreement. Notwithstanding the foregoing, if the City, upon default by Developer, exercises its right to perform the Work pursuant to Section 28 of this Agreement and exercises on the security provided by Developer pursuant to Section 15, Developer will have no further obligations to complete the Work under this Agreement. The following provisions of this Agreement will, however, remain in full force: Sections 21 and 22. 18. Warranty Period; Repair and Reconstruction. Without limiting the foregoing, Developer expressly warrants and guarantees all work performed under this Agreement and all OAK #4832-8297-7631 v4 5 Exhibit M-1 to Third Amendment materials used in the Work for a period of one (1) year after the date of recordation of the notice of acceptance of the improvements in accordance with Section 12. If, within this one (1) year period, any Improvement or part of any Improvement installed or constructed, or caused to be installed or constructed by Developer, or any of the work done under this Agreement, fails to fulfill any of the requirements of the Improvement Plans or this Agreement, Developer shall, without delay and without cost to City, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts of the Work or Improvement to the satisfaction of the City Engineer. Should Developer fail to act promptly or in accordance with this requirement, or should the exigencies of the situation require repairs, replacements or reconstruction to be made before Developer can be notified, City may, at its option, make the necessary repairs, replacements or perform the necessary reconstruction and Developer shall pay to the City upon demand the actual cost of such repairs, replacements or reconstruction. 19. Erosion Control. Pursuant to Rohnert Park Municipal Code Chapter 15.52, Developer shall be responsible for the control of erosion on the Property and shall prevent its entry into the storm drainage system. 20. Developer Not Agent of City. Neither Developer nor Developer's contractors, subcontractors, agents, officers, or employees are agents, partners, joint venturers or employees of City and the Developer's relationship to the City, if any, arising herefrom is strictly that of an independent contractor. Developer's contractors and subcontractors are exclusively and solely under the control and dominion of Developer. Further, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 21. Indemnification. Developer agrees to indemnify, defend and hold the City, its elective and appointed boards, commissions, officers, agents, employees and consultants, harmless from and against any and all claims, liabilities, losses, damages or injuries of any kind (collectively, "Claims") arising out of Developer's, or Developer's contractors', subcontractors', agents' or employees', acts, omissions, or operations under this Agreement, including, but not limited to, the performance of the Work, whether such acts, omissions, or operations are by Developer or any of Developer's contractors, subcontractors, agents or employees, except to the extent any Claim arises from the gross negligence or intentional acts or omissions by the City. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, officers, employees, and/or agents for all legal expenses and costs incurred by each of them. The aforementioned indemnity shall apply regardless of whether or not City has prepared, supplied or approved plans and/or specifications for the Work or Improvements and regardless of whether any insurance required under this Agreement is applicable to any Claims. The City does not and shall not waive any of its rights under this indemnity provision because of its acceptance of the bonds or insurance required under the provisions of this Agreement. Developer's obligation to indemnify City shall survive the expiration or termination of this Agreement. 22. Insurance. Developer shall maintain Comprehensive Liability Insurance protecting the City from incidents as to bodily injury liability and property damage liability that may occur as a result of the Work and additional repairs. Developer shall provide certificate(s) of insurance and endorsements to City before any Work commences. The insurance policy shall contain, or be endorsed to contain, the following provisions: (1) The City, its officers, elected officials, employees, consultants, agents and volunteers are to be covered as additional insureds as respects liability arising out of activities performed by or on behalf of Developer. The coverage shall contain no special limitations on the scope of OAK #4832-8297-7631 v4 6 Exhibit M-1 to Third Amendment protection afforded to the City, its officers, elected officials, employees, consultants, agents and volunteers. (2) The amounts of public liability and property damage coverage shall not be less than $3,000,000 (Three Million Dollars) per occurrence for bodily injury, personal injury and property damage. (3) The insurance shall be maintained in full force until the work has been completed to the satisfaction of the City Engineer. (4) The insurance policy shall provide for 30 days notice of cancellation to the City. The policy shall not be cancelled earlier than nor the amount of coverage be reduced earlier than 30 days after the City receives notice from the insurer of the intent of cancellation or reduction. (5) Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the City, its officers, elected officials, employees, consultants, agents and volunteers. (6) Developer's insurance coverage shall be primary insurance as respects the City, its officers, elected officials, employees, consultants, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, elected officials, employees, consultants, agents and volunteers shall be in excess of Developer's insurance and shall not contribute to it. (7) Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: (a) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected officials, officers, employees, agents, and volunteers; or (b) Developer and its contractors shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses. In the event that Developer's insurance is cancelled, Developer shall provide replacement coverage or all work must cease as of the cancellation date until replacement insurance coverage is provided. 23. Workers' Compensation Insurance. Developer shall provide, or cause to be provided, Workers' Compensation insurance as required by law, and shall cause its contractors and their subcontractors, agents and representatives to also maintain Workers' Compensation insurance as required by law. No Work shall commence until such Workers' Compensation insurance is obtained and in full force and effect. 24. Compliance with Laws. Developer shall fully comply with all federal, state and local laws, ordinances and regulations in the performance of this Agreement. Developer shall, at its own cost and expense, obtain all necessary permits and licenses for the Work, give all necessary notices, pay all fees and taxes required by law and make any and all deposits legally required by those public utilities that will serve the development on the Property. Copies and/or proof of payment of said permits, licenses, notices, fee and tax payments and deposits shall be furnished to the City Engineer upon request. 25. Encroachment Permits. Developer shall obtain, at its sole cost and expense, any encroachment permits required by the City in order to perform the Work. 26. Pam. Developer agrees that it will pay, when due, all those furnishing labor or materials in connection with the Work. OAK #4832-8297-7631 v4 7 Exhibit M-1 to Third Amendment 27. Notice of Breach and Default. The occurrence of any of the following constitutes a breach and default of this Agreement: (1) Developer refuses or fails to complete the Work within the time set forth herein or abandons the Work. (2) Developer assigns the Agreement without the prior written consent of City. (3) Developer is adjudged bankrupt or makes a general assignment for the benefit of creditors, or a receiver is appointed in the event of Developer's insolvency. (4) Developer or Developer's contractors, subcontractors, agents or employees, fail to comply with any terms or conditions of this Agreement, after City provides Developer written notice specifying such breach and an opportunity to cure, which cure period shall not exceed thirty (30) days. (5) Any delay in the construction of any portion of the Work or repairs, which in the reasonable opinion of the City Engineer, endangers public or private property. (6) Developer is in breach of the Third Amendment or the Amended and Restated Escrow Agreement, after City provides Developer written notice specifying such breach and an opportunity to cure, which cure period shall not exceed thirty (30) days. The City may serve written notice of breach and default upon Developer and the financial institution holding the bonds. 28. Breach of Agreement; Performance by City. If the City gives Developer notice, under Section 27, of breach and default of this Agreement, the City may proceed to complete the Work by contract or other method the City considers advisable, using the security set forth in Section 15.1, as applicable, including without limitation, the Construction Funds. City, without liability for doing so, may take possession of and utilize in completing the Work and repairs, if any, such materials and other property belonging to Developer as may be on or about the Property and necessary for completion of the work. In the event of default, the financial institution holding the bonds, if applicable, shall also be liable to City to pay the face amount of the bonds, as specified under Section 15. 29. Remedies. City may bring legal action to compel performance of this Agreement and recover the costs of completing the Work and/or repairs, if any, including City's administrative and legal costs. Developer agrees that if legal action is brought by City under this section of the Agreement, Developer shall pay all of the costs of suit, reasonable attorney fees, arbitration costs and such other costs as may be determined by the court or arbitrator. No failure on the part of City to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that City may have hereunder. 30. Final Drawings. Upon completion of the Work and prior to final acceptance, Developer shall deliver to City a set of "as -built" drawings. These drawings shall be in a form acceptable to the City Engineer, shall be certified as being "as -built" and shall reflect the Work as actually constructed, with any and all changes incorporated therein. Said drawings shall be signed and sealed as accurate by the engineer of record. 31. Attorney Fees. Should any legal action or arbitration be brought by either party because of breach of this Agreement or to enforce any provision of this Agreement, the prevailing OAK #4832-8297-7631 v4 8 Exhibit M-1 to Third Amendment party shall be entitled to all costs of suit, reasonable attorney fees, arbitration costs and such other costs as may be determined by the court or arbitrator. 32. Notices. Formal written notices, demands, correspondence and communications between City and Developer shall be sufficiently given if. (a) personally delivered; or (b) dispatched by next day delivery by a reputable carrier such as Federal Express to the offices of City and Developer indicated below, provided that a receipt for delivery is provided; or (c) if dispatched by first class mail, postage prepaid, to the offices of City and Developer indicated below. Such written notices, demands, correspondence and communications may be sent in the same manner to such persons and addresses as either party may from time -to -time designate by next day delivery or by mail as provided in this section. Com: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 Attn: City Manager with a copy to: City of Rohnert Park 130 Avram Avenue Rohnert Park, CA 94928 Attn: City Attorney Developer: SOMO Village, LLC P.O. Box 7087 Cotati, CA 94931 Attn: Brad Baker with a copy to: SOMO Village, LLC 1400 Valley House Road, Ste 110 Rohnert Park, CA 94928 Attn: General Counsel Notices delivered by deposit in the United States mail as provided above shall be deemed to have been served two (2) business days after the date of deposit if addressed to an address within the State of California, and three (3) business days if addressed to an address within the United States but outside the State of California. 33. Transfers; Assi ng ments. Developer may assign its obligations under this Agreement to only with the prior written approval of the City. In connection with any such assignment, Developer and its assignee shall execute and deliver to City a written assignment and assumption agreement in a form acceptable to the City Attorney. 34. Binding Upon Heirs, Successors and Assigns. The terms, covenants and conditions of this Agreement shall be binding upon all heirs, successors and assigns of the parties hereto; provided, however, that this Agreement shall not be binding upon a purchaser or transferee of any portion of the Property unless this Agreement has been assigned pursuant to Section 33, in which event this Agreement shall remain binding upon Developer. 35. Headings. Section headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants or conditions contained in this Agreement. 36. Severability. If any provision of this Agreement is held, to any extent, invalid, the remainder of this Agreement shall not be affected, except as necessarily required by the invalid provision, and shall remain in full force and effect. OAK #4832-8297-7631 v4 9 Exhibit M-1 to Third Amendment 37. Entire Agreement. The terms and conditions of this Agreement constitutes the entire agreement between City and Developer with respect to the matters addressed in this Agreement. This Agreement may not be altered, amended or modified without the written consent of both parties hereto. 38. Governing Law; Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of California, without reference to choice of law provisions. Any legal actions under this Agreement shall be brought only in the Superior Court of the County of Sonoma, State of California. 39. Authority. Each party executing this Agreement on behalf of a party represents and warrants that such person is duly and validly authorized to do so on behalf of the entity it purports to bind and if such party is a partnership, corporation or trustee, that such partnership, corporation or trustee has full right and authority to enter into this Agreement and perform all of its obligations hereunder. 40. Time is of the Essence. Time is of the essence of this Agreement and of each and every term and condition hereof. 41. Runs with the Land; Recordation. This Agreement pertains to and shall run with the Property. Upon execution, this Agreement shall be recorded in the Official Records of Sonoma County. Signatures on Next Page - Signatures Must be Notarized OAK #4832-8297-7631 v4 10 Exhibit M-1 to Third Amendment IN WITNESS WHEREOF, this Improvement Agreement has been entered into by and between Developer and City as of the day and year first above written. Approved as to Form: By: City Attorney Attest: By: City Clerk CITY: City of Rohnert Park, a municipal corporation Darrin Jenkins, City Manager Authorized by Ordinance adopted by the Rohnert Park City Council at their meeting of April 25, 2018 DEVELOPER: SOMO Village, LLC, a Delaware limited liability company By: Name: Title: OAK #4832-8297-7631 v4 11 Bradley E. Baker Manager [Signature Must be Notarized) LIT4 ►/[11VATAM-M il"am"M A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On 20_ before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: (seal) ****************************** A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On , 20 before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (seal) OAK #4832-8297-7631 v4 RESOLUTION NO. 2018-047 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK AUTHORIZING AND APPROVING AN AMENDED AND RESTATED ESCROW AND FUNDING AGREEMENT BY AND BETWEEN THE CITY OF ROHNERT PARK AND SOMO VILLAGE LLC WHEREAS, City, Sonoma Mountain Village LLC and KDRP LLC, previously entered into that certain Development Agreement, dated as of September 14, 2010 and recorded on October 1, 2010 as Instrument Number 2010084467 in the Official Records of Sonoma County, as amended by that certain First Amendment to Development Agreement, recorded on June 28, 2012 as Instrument Number 2012061268 in the Official Records of Sonoma County and by that Second Amendment to Development Agreement recorded on December 11, 2012 as Instrument Number 2012126932, in the Official Records of Sonoma County and subject to those certain letter agreements dated June 6, 2016 and December 29, 2016 (collectively, the "Development Agreement") regarding development of the Sonoma Mountain Village Planned Development ("SOMOPD"); WHEREAS, Sonoma Mountain Village LLC and KDRP LLC owned the Property as tenants in common upon entering the Development Agreement. On July 21, 2016, Sonoma Mountain Village LLC acquired all of KDRP LLC's rights and assumed all its obligations under the Development Agreement; WHEREAS, Sonoma Mountain Village, LLC and changed its name to SOMO Village, LLC upon converting from a California limited liability company to a Delaware limited liability company on December 30, 2016; WHEREAS, the City, SOMO Village LLC and SOMO Village Commercial LLC entered into that certain Partial Assignment and Assumption and Guaranty of Development Agreement and Consent to Transfer of Real Property, whereby, (1) SOMO Village LLC transferred a portion of the Property to SOMO Village Commercial LLC, while retaining all obligations under the Development Agreement, except for those obligations regarding improvements to existing structures on the transferred property; and (2) SOMO Village LLC deposited the sum of $2.3 million with City to fund its soccer field obligations, with the use of such deposit to be governed by that certain Escrow and Funding Agreement, entered into as April 24, 2017, by and between SOMO Village, LLC and City (the "Escrow Agreement"); WHEREAS, the City and SOMO Village LLC have negotiated a Third Amendment to the Development Agreement that, among other things, sets forth terms regarding the time -frame, funding, and remedies for non-compliance regarding SOMO Village LLC's design and construction of the all-weather soccer field, including that the City may use the $2.3 million held pursuant to the terms of the Escrow Agreement may be used by City in the event of a breach of the Third Amendment; and WHEREAS, the City and SOMO Village LLC now desire to enter into an Amended and 1 Restated Escrow Agreement in order to consistently implement the provisions of the Third Amendment to the Development Agreement and provide that the City may use the $2.3 million in funding in the event of a breach. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rohnert Park as follows: 1. The City Council does hereby authorize and approve the Amended and Restated Escrow and Funding Agreement by and between SOMO Village LLC, a Delaware Limited Liability Company and the City of Rohnert Park, attached as Exhibit A and incorporated herein ("Amended and Restated Escrow Agreement"). The City Manager is hereby authorized and directed to execute the Amended and Restated Escrow Agreement in substantially similar form to that attached hereto, subject to minor modifications by the City Manager or City Attorney. 2. The City Manager is further authorized and directed to take all actions and execute any documents necessary to effectuate the terms and obligations of the Amended and Restated Escrow Agreement for and on behalf of the City of Rohnert Park. DULY AND REGULARLY ADOPTED this 10th day of April, 2018. CITY OF ROHNERT PARK Pam Stafford, Mayor ATTEST: Caitlin Saldanha, Deputy City Clerk Attachment: Exhibit A AHANOTU: BELFORTE: MACKENZIE: CALLINAN: STAFFORD: AYES: ( ) NOES: ( ) ABSENT: ( ) ABSTAIN: ( ) (2) 2018-047 Exhibit A to Resolution AMENDED AND RESTATED ESCROW AND FUNDING AGREEMENT THIS AMENDED AND RESTATED ESCROW AND FUNDING AGREEMENT ("Restated Agreement"), effective as of April 10, 2018 (the "Effective Date"), is made by and between SOMO Village, LLC formerly known as Sonoma Mountain Village, LLC, a Delaware limited liability company ("SOMO") and the City of Rohnert Park, a municipal corporation (the "City"). SOMO and the City may each be referred to as a "Party" or collectively as the "Parties" in this Agreement. RECITALS A. SOMO and the City are parties to that certain Development Agreement dated September 14, 2010, as amended June 4, 2012 and December 4, 2012, and subject to those certain letter agreements dated June 6, 2016 and December 29, 2016 (collectively, the "Original Development Agreement"). Capitalized terms used, but not defined, in this Agreement shall have the meaning set forth in the Development Agreement. B. In April 2017, the Parties entered into that certain Partial Assignment and Assumption and Guaranty of Development Agreement and Consent to Transfer of Real Property (the "Assignment Agreement"), which provided, among other things, that SOMO shall deposit the sum of $2.55 Million Dollars (the "Deposit Funds") into an escrow account to be used to fund SOMO's obligations set forth in Section 4.11(B) of the Development Agreement relating to a soccer field. C. The Parties entered into an Escrow and Funding Agreement dated April 24, 2017 to establish certain terms related to the escrow for and use of the Deposit Funds (the "Original Agreement"), which provided, among other things, for the use of $2.3 million of the Deposit Funds for the improvement of a soccer field and construction of additional improvements to any adjoining fields impacted by the soccer field's relocation to Sunrise Park and/or configuration (the "Improvements"). D. Contemporaneous with this Restated Agreement, the Parties are entering into a Third Amendment to Development Agreement (the "Third Amendment") and an Improvement Agreement (the "Improvement Agreement") to, among other things, document the Parties' previous agreement to move the location of the soccer field and to set forth terms regarding the time -frame, funding and remedies for non-compliance regarding SOMO's design and construction of the soccer field. The Original Development Agreement as amended by the Third Amendment may be referred to as the "Development Agreement." E. The Parties now desire to enter into this Restated Agreement to ensure consistency with the Development Agreement and Improvement Agreement in particular to provide that: (1) no Draw Request (as defined below) may be made until Developer commences construction of the Improvements; (2) acknowledge that the Construction Funds (as defined below) may be increased per the terms of the Development Agreement; and (3) the Construction Funds may be used by City in the event of a breach under the Development Agreement or the Improvement Agreement. NOW, THEREFORE, the Parties agree as follows: OAK #48274577-9039 v5 1. Escrow. SOMO has deposited the Deposit Funds with the City. The City holds the amount of $2.3 Million Dollars of the Deposit Funds (the "Original Construction Funds") in trust for SOMO for payment of the Improvements in a bank account designated and owned by the City (the "Account"). After bids are received for the Improvements, SOMO, in its discretion pursuant to the Development Agreement, may supplement the amount of the Construction Funds to bring the total up to the actual amount of the construction contract for the Improvements. The total amount of the Original Construction Funds, as may be supplemented as provided herein and pursuant to the Development Agreement, shall be referred to as the "Construction Funds." The Account shall be an interest bearing account and SOMO shall be credited with all interest earned on the Construction Funds during the term of this Agreement. The amount of $250,000 of the Deposit Funds has been transferred to the City pursuant to, and in satisfaction of, SOMO's payment obligation under Item No. 3 of that certain Letter Agreement Regarding Development Agreement between City of Rohnert Park, Sonoma Mountain Village LLC and KDRP LLC dated December 29, 2016 (the "Letter Agreement") and is not subject to the terms of this Restated Agreement. 2. Term; Termination. The term of this Agreement shall commence upon the Effective Date and shall terminate upon the earlier of. (a) City's acceptance of the Improvements pursuant to the Improvement Agreement; or (b) Developer's breach of the Development Agreement or the Improvement Agreement and release of the Construction Funds to City to complete the Improvements pursuant to Section 5 below. Upon termination of this Agreement pursuant to Section 2(a) above, the City shall promptly, but in no event less than 30 days after written demand by SOMO, return any remaining balance of the Deposit Funds to SOMO without deduction or offset, other than as set forth herein. In the event of a termination under Section 2(b), City shall be entitled to the full amount of the Construction Funds to complete the Improvements. 3. Use of Construction Funds. The Construction Funds shall be used by SOMO to satisfy SOMO's obligations under Section 4.1l(B) of the Development Agreement, as has been amended, for the Improvements. The Construction Funds shall not be used for any other purpose except as set forth herein, including without limitation, to satisfy any other obligation(s) under the Development Agreement, without the Parties' mutual written consent. 4. Withdrawal of Construction Funds. SOMO may request a withdrawal of the Construction Funds (a "Draw Request") by written notice to Mary Grace Pawson, Director of Development Services for the City, or her successor in this role. No Draw Request may be submitted to City until SOMO has commenced construction, as defined in the Development Agreement, of the Improvements. A Draw Request may be made by email to Ms. Pawson at mpawson@!pcity.org. Each Draw Request shall describe, in reasonable detail, the basis for the request and/ or the portion of the Improvements to be satisfied with the Construction Funds being requested and shall include partial lien releases from contractors, subcontractors and suppliers for the work being funded. If the Draw Request is for reimbursement of funds already spent by SOMO to satisfy the Improvements, the request shall include proof of payment for materials or services. If the Draw Request is for payment of materials or services invoiced but not yet paid, the request shall include a copy of the third parry invoice. The City shall distribute the funds requested by a Draw Request within 14 days of receipt, except as set forth in Section 5 below. 2 OAK #4827-4577-9039 v5 5. City's Right to Use Construction Funds. As set forth in the Development Agreement and the Improvement Agreement, City may elect to complete the Improvements with the Construction Funds, which shall be released to City according to the applicable terms of the Development Agreement and/or the Improvement Agreement. 6. Disputes Regarding Draw Requests. In the event the City contests a Draw Request, or any portion thereof, the City shall notify SOMO in writing (a "Draw Contest Notice") within 7 days of receipt of the Draw Request. The Draw Contest Notice shall be submitted to Eric Reid, Chief Financial Officer for SOMO, or his successor in this role. A Draw Contest Notice may be made by email to Mr. Reid at eric(c�r�,somoliving com. The Draw Contest Notice shall describe, in reasonable detail, the basis for the dispute or contest by the City. If the City's dispute only concerns a portion of the Draw Request, the City shall fund the portion of the Draw Request which it does not dispute within 30 days pursuant to Section 4. The parties shall attempt to resolve the dispute set forth in the Draw Contest Notice pursuant to Section 6. 7. Mediation. With respect to any dispute arising out of or related to this Agreement, including, without limitation, a Draw Contest Notice, the Parties shall first meet and confer and make a good -faith effort to resolve the dispute without resort to mediation. The parties agree to meet informally within 5 business days, or as soon as reasonably practicable, after notice from one party requesting such a meeting. Should the dispute not be resolved by informal discussions, the Parties agree to attempt in good faith to resolve their differences in confidential, non-binding mediation, using a retired judge as a mediator who has at least five (5) years of experience as a mediator and who is mutually agreed upon by the Parties. If the Parties are unable to agree upon a mediator, Judicial Arbitration and Mediation Services ("JAMS') will suggest three (3) mediators meeting the above qualifications and each party will strike one. A mediation session shall be scheduled within thirty (30) days, or as soon as reasonably practicable, after the failure of informal discussions to resolve the dispute. Costs of the mediation shall be borne equally by the party requesting mediation. The mediation will be held under the then -applicable rules of JAMS and will be conducted in Sonoma County, California. The Parties will participate in the mediation process in good faith, and will have a representative in attendance throughout the mediation with authority to settle the dispute. The Parties may be represented by counsel at both the informal discussions and the mediation session. Statements made during the mediation process shall be considered to be made in the context of settlement discussions, and shall not be admissible in any subsequent judicial proceeding. If mediation fails to resolve the dispute, the Parties may resort to any form of dispute resolution, including litigation within the California courts. 8. Attorneys' Fees. If either party brings an action or proceeding to enforce, protect or establish any right or remedy arising out of or relating to this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees. 9. Specific Performance. Each party agrees that the other party would be irreparably damaged if any of the provisions of this Agreement are not performed in accordance with their specific terms and that monetary damages would not provide an adequate remedy in such event. Accordingly, it is agreed that, in addition to any other remedy to which a party may be entitled, at law or in equity, such party shall be entitled to injunctive relief to prevent breaches of the provisions of this Agreement and specifically to enforce the terms and provisions hereof. 3 OAK #4827-4577-9039 v5 10. Time. Time is of the essence with respect to this Agreement. 11. Successors. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, subject to the limitation of assignment set forth herein and in the Development Agreement. 12. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute one and the same instrument. 13. Amendment. This Agreement may only be amended or modified by a written instrument executed by all of the parties hereto. 14. Governing Law. The validity, interpretation and performance of this Agreement shall be controlled by and construed under the laws of the State of California. 15. Entire Agreement. This Agreement, together with the applicable terms of the Development Agreement, constitutes the entire agreement among the parties hereto with respect to the subject matter hereof, and supersedes all prior understandings or agreements. In the event of any conflict between this Agreement and the Development Agreement, the terms of this Agreement shall govern and control. 16. Severability. If any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction or otherwise by law rendered invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 17. No Third Party Beneficiaries. The provisions of this Agreement are not intended to benefit any third parties. 18. Notices. Except as expressly provided herein, all notices shall be in writing, and shall be given in the manner prescribed by Section 10.07 of the Development Agreement. Pursuant to Section 10.07 of the Development Agreement, the address for SOMO is: 1400 Valley House Drive, Rohnert Park, Suite 100, Rohnert Park, CA 94928. 19. Authority. Each individual executing this Agreement on behalf of a corporation or other legal entity represents and warrants that: (a) he or she is duly authorized to execute and deliver this Agreement on behalf of said corporation or other legal entity in accordance with and without violating the provisions of its governing documents, and (b) this Agreement is binding upon and enforceable against said corporation or other legal entity in accordance with its terms. Any entity signing this Agreement on behalf of a corporation or other legal entity hereby represents and warrants in its own capacity that it has full authority to do so on behalf of the corporation or other legal entity. 4 OAK #4827-4577-9039 v5 Exhibit A to Resolution IN WITNESS WHEREOF, the Parties have entered into this Agreement to be effective as of the Effective Date. SOMO: SOMO Village LLC, a Delaware limited liability company Bv: Name: Bradley E. Baker Title: Manager Bv: Name: Lisa B. Codding Title: Manager CITY: City of Rohnert Park, a municipal corporation By: City Manager Authorized by Resolution 2018 -_adopted by the Rohnert Park City Council at its meeting of April 10, 2018 Approved as to Form: By: City Attorney Attest: By: City Clerk OAK #48274577-9039 v5 Third Amendment to the Development Agreement with Sonoma Mountain Village City of Rohnert Park City Council April 10, 2018 19 ptANERT PAA �ALIF0RN (52 History Developer failed to construct SMART path and an all-weather soccer field on time Developer funded SMART path and it is complete Developer deposited $2.3 million with City for soccer field construction Developer deposited $0.5 million in liquidate damages with City for delays 4 Proposed Third Amendment Developer will construct soccer field at Sunrise Park at its cost Developer commits to milestones and will pay liquidated damages if milestone dates are missed City has "step rights" including rights to all construction funding on deposit if developer breaches agreement Scope of Soccer Field at Sunrise Park REMOVE EXISTING TREE - TO GET BLEACHER CLOSER TO M@FIELD 5 ROW BLEACHERS, TYP. b 70 YRD X 120 YRD SOCCER FIELD 5 FOOT WIDE - SAFETY BORDER Exhibit L-1 to Third Amendment RELOCATED LIGHT POLE LOCATION SYNTHETIC TURF SOFTBALL OUTFIELD 50YRD X 70 YRD U-12 SOCCER FIELD 50 YRD X 74 YRD U-12 SOCCER FIELD EXISTING SPORTS FIELD LIGHTING POLE. POLE TO BE REMOVED AND REPLACED IN NEW LOCATION. OTHER SPORTS FIELD LIGHTING TO BE ADJUSTED 8• 50 FIELD WILL BE LIGHTED NEW SCOREBOARD PROPERLY as' CONCRETE PAD WITH - 3 - 8 FOOT PLAYER NORTH BENCHES OFFICIALS AREA rte Athletic Field Improvements Concept imSunrise Park [ ca CODDING Rohnert Park, CA WELKDFwN �er�eee Isis May 12, 2011 Milestones and Liquidated Damages -V, Milestone Milestone Date Liquidated ANW7 -. Damages 60% Design Submittal 100% Design Submittal Executed Construction Contract Commencement of Construction Completion of Construction May 1, 2018 $2,500/day July 16, 2018 August 31, 2018 October 1, 2018 December 31, 2019 $2,500/day $2,500/day $2,500/day $500/day 4 If Construction Funding $2.3 million deposited in escrow account If bids are high developer will: Increase the deposit to bid amount with cash Increase deposit to bid amount with a letter of credit Provide labor and material bonds for full bid amount Requested Actions a Introduce an Ordinance approving the PP g Third Amendment to the Development Agreement Approve a Resolution Authorizing and Approving the Amended and Restated Escrow Instructions Questions