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02-07-2017 Searchable packetCITY OF CUPERTINO AGENDA Tuesday, February 7, 2017 10350 Torre Avenue, Council Chamber CITY COUNCIL 6:45 PM PLEDGE OF ALLEGIANCE ROLL CALL CEREMONIAL MATTERS AND PRESENTATIONS 1.Subject: Proclamation in memory of Cupertino resident Gin Lu "Tommy" Shwe Recommended Action: Present proclamation in memory of Cupertino resident Gin Lu "Tommy" Shwe POSTPONEMENTS ORAL COMMUNICATIONS This portion of the meeting is reserved for persons wishing to address the council on any matter not on the agenda. Speakers are limited to three (3) minutes. In most cases, State law will prohibit the council from making any decisions with respect to a matter not listed on the agenda. CONSENT CALENDAR Unless there are separate discussions and/or actions requested by council, staff or a member of the public, it is requested that items under the Consent Calendar be acted on simultaneously. 2.Subject: Approve the January 24 City Council minutes Recommended Action: Approve the January 24 City Council minutes A - Draft Minutes 3.Subject: Accept Accounts Payable for the period ending December 2, 2016 Recommended Action: Adopt Resolution No. 17-006 accepting Accounts Payable for the period ending December 2, 2016 A - Draft Resolution B - AP Report Page 1 CITY OF CUPERTINO 1 February 7, 2017City Council AGENDA 4.Subject: Accept Accounts Payable for the period ending December 9, 2016 Recommended Action: Adopt Resolution No. 17-007 accepting Accounts Payable for the period ending December 9, 2016 A - Draft Resolution B - AP Report 5.Subject: Accept Accounts Payable for the period ending December 16, 2016 Recommended Action: Adopt Resolution No. 17-008 accepting Accounts Payable for the period ending December 16, 2016 A - Draft Resolution B - AP Report 6.Subject: Accept Accounts Payable for the period ending December 22, 2016 Recommended Action: Adopt Resolution No. 17-009 accepting Accounts Payable for the period ending December 22, 2016 A - Draft Resolution B - AP Report 7.Subject: Accept Accounts Payable for the period ending December 31, 2016 Recommended Action: Adopt Resolution No. 17-010 accepting Accounts Payable for the period ending December 31, 2016 A - Draft Resolution B - AP Report 8.Subject: Approval of Bay Area Governments (ABAG) Regional Collaborative Services Agreement with Property Assessed Clean Energy (PACE) Providers and Adoption of Resolutions Authorizing Membership in the California Enterprise Development Authority, Golden State Finance Authority, Western Riverside Council of Governments, and the California Statewide Community Development Authorities and to participate in the PACE programs Page 2 CITY OF CUPERTINO 2 February 7, 2017City Council AGENDA Recommended Action: 1. Adopt Resolutions to join the following joint power agencies and participate in their PACE programs a. California Enterprise Development Authority (Figtree PACE Program), Resolution No. 17-011 b. Golden State Finance Authority (Ygrene PACE Program), Resolution Nos. 17-012 and 17-013 c. Western Riverside Council of Governments (California HERO PACE Program), Resolution No. 17-014 d. California Statewide Communities Development Authority (Open PACE Program), Resolution No. 17-015; and 2. Authorize the City Manager to approve and sign the acknowledgement and addendums of the Association of Bay Area Governments (ABAG) Regional Collaborative Services Agreement, as executed between ABAG and Residential PACE Providers, and execute any other document necessary to carry out the City's membership in each of the PACE Providers listed above Staff Report A. Draft Resolution Figtree Program B. Draft Resolution Ygrene for SB 555 & JPA Agreement C. Draft Resolution Ygrene for AB 811 & JPA Agreement D. Draft Resolution HERO Program E. Draft Resolution CSCDA Open PACE F. Figtree_Fully Executed ABAG RCSA G. ABAG Member Acknowledgement Form_Figtree H. Ygrene_Fully Executed ABAG RCSA I. ABAG Member Acknowledgement Form_Ygrene J. WRCOG_Fully Executed ABAG RCSA K. ABAG Member Acknowledgement Form_WRCOG L. CounterPoint (Alliance NRG ) Fully Executied ABAG RCSA M. ABAG Member Acknowledgement Form_AllianceNRG N. PACE Funding Group_Fully Executed ABAG RCSA O. ABAG Member Acknowledgement Form_PACE Funding Group 9.Subject: Application for Alcohol Beverage License for PEFF LLC (dba Enzo's Restaurant), 21275 Stevens Creek Boulevard, Ste. 510 Recommended Action: Recommend approval to the California Department of Alcoholic Beverage Control of the application for Alcohol Beverage License for PEFF LLC (dba Enzo's Restaurant), 21275 Stevens Creek Boulevard, Ste. 510 Staff Report Attachment A - Application 10.Subject: Accept resignation of Parks and Recreation Commissioner David Fung and direct staff to fill the vacancy Page 3 CITY OF CUPERTINO 3 February 7, 2017City Council AGENDA Recommended Action: Accept resignation of Parks and Recreation Commissioner David Fung and direct staff to fill the unscheduled vacancy: a.) Application deadline date of Friday, March 10; and b.) Interview date of Tuesday, March 21 Staff Report A - Resignation letter 11.Subject: Transfer of funds for expenses related to Mayor Vaidhyanathan’s participation in Silicon Valley Leadership Group’s annual D.C. Advocacy Trip on March 17-19 to meet with Congressional and Agency officials regarding funding for city and regional priorities Recommended Action: Transfer $2,000 to cover all costs, not limited to travel expenses, lodging and food, for the Mayor’s participation in SLVG’s annual D.C. Advocacy Trip Staff Report A - Event Information SECOND READING OF ORDINANCES PUBLIC HEARINGS 12.Subject: Petition for Reconsideration regarding the City Council decision of December 6, 2016, denying Petitioner Kimberly Sandstrom’s appeal of the determination that she is ineligible to purchase a Below Market Rate (BMR) unit Recommended Action: Staff recommends that the City Council: 1. Consider the Petition for Reconsideration (Attachment B-1) and deny it for its failure to meet the requirements of Cupertino Municipal Code (CMC) Section 2.08.096 and adopt Resolution No. 17-016 (Attachment A-1); or, in the alternative; 2. Conduct a hearing to reconsider its decision of December 6, 2016 based upon the new evidence and grounds proffered by Petitioner, if Council determines that the Petition meets the requirements of Cupertino Municipal Code section 2.08.096, and affirm its decision denying Petitioner’s appeal Page 4 CITY OF CUPERTINO 4 February 7, 2017City Council AGENDA Staff Report A-1 Draft Resolution B-1 Reconsideration Petition December 19, 2016 C-1 Approved City Council Resolution No. 16-101 (Subject of Reconsideration) D-1 Approved Housing Commission Minutes June 23, 2016 E-1 Approved Housing Commission Minutes August 11, 2016 F-1 Approved Housing Commission Resolution No. 16-07 G-1 City Council Staff Report from underlying Appeal and its attachments A-H A- Summary of Conflict of Interest Investigation B- Draft City Council Resolution No. 16-101 C- Housing Commission Resolution 16-07 (Resolution No. reassigned) D- Excerpts from BMR Manual Regarding Income Calculation E- Referenced Regulations (24 CFR 5.609(b) and (c) F- Technical Guide for Determining Income G- Attachments and Other Documents Provided by Appellant H- Sandstrom presentation ORDINANCES AND ACTION ITEMS 13.Subject: Order the abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136 Recommended Action: Note objections and adopt Resolution No. 17-017 ordering abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136 Staff Report A - Draft Resolution B - 2017 Weed Abatement Program Commencement Report C - Notice to Destroy Weeds and Program Schedule D - Letter to Property Owners E - Approved Resolution No. 16-136 14.Subject: An Ordinance of the City Council of the City of Cupertino Amending Title 11 Chapter 11.08 Sections 11.08.160 and 11.08.180 of the Cupertino Municipal Code Regarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths Recommended Action: Conduct first reading of Ordinance No. 17-2161, An Ordinance of the City Council of the City of Cupertino Amending Title 11 Chapter 11.08 Sections 11.08.160 and 11.08.180 of the Cupertino Municipal Code Regarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths Staff Report A - Redlined Ch 11.08.160_180-Rev B - Draft Ordinance Page 5 CITY OF CUPERTINO 5 February 7, 2017City Council AGENDA 15.Subject: Fee waiver request by Pacific Coast Farmers Market Association (PCFMA) for costs incurred related to a Special Event Permit for a farmer’s market at the Creekside Park north parking lot on Friday mornings for the 2017 calendar year Recommended Action: Staff recommends adoption of Resolution No. 17-018 “A resolution of the City Council of the City of Cupertino waiving costs incurred related to the use of the Creekside Park north parking lot by the Pacific Coast Farmer’s Market Association every Friday morning for the 2017 calendar year" Staff Report A - Draft Resolution B - Letter from Pacific Coast Farmers Market Association REPORTS BY COUNCIL AND STAFF 16.Subject: Update on Status of I-280/Wolfe Road Interchange Improvements Project Recommended Action: Receive update on status of I-280/Wolfe Road Interchange Improvements Project Staff Report A - Partial Cloverleaf - Widen or Replace B - Compact Diamond Interchange C - Diverging Diamond Interchange D - Double Roundabout Interchange 17.Subject: Update on Status of 2016 Cupertino Bicycle Transportation Plan Implementation Recommended Action: Receive update on status of 2016 Cupertino Bicycle Transportation Plan Implementation Staff Report A - Map of Area and Bikeway Locations B - Stevens Creek Blvd Bikeway Concept and Buffer Treatment Options C - Intersection and Signalization D - Bus Stop and Driveway Treatments E - McClellan Road Concepts and Buffer Treatment Options 18.Subject: Report on Committee assignments and general comments Recommended Action: Report on Committee assignments and general comments ADJOURNMENT Page 6 CITY OF CUPERTINO 6 February 7, 2017City Council AGENDA The City of Cupertino has adopted the provisions of Code of Civil Procedure §1094.6; litigation challenging a final decision of the City Council must be brought within 90 days after a decision is announced unless a shorter time is required by State or Federal law. Prior to seeking judicial review of any adjudicatory (quasi-judicial) decision, interested persons must file a petition for reconsideration within ten calendar days of the date the City Clerk mails notice of the City’s decision. Reconsideration petitions must comply with the requirements of Cupertino Municipal Code §2.08.096. Contact the City Clerk’s office for more information or go to http://www.cupertino.org/index.aspx?page=125 for a reconsideration petition form. In compliance with the Americans with Disabilities Act (ADA), anyone who is planning to attend the next City Council meeting who is visually or hearing impaired or has any disability that needs special assistance should call the City Clerk's Office at 408-777-3223, 48 hours in advance of the Council meeting to arrange for assistance. Upon request, in advance, by a person with a disability, City Council meeting agendas and writings distributed for the meeting that are public records will be made available in the appropriate alternative format. Also upon request, in advance, an assistive listening device can be made available for use during the meeting. Any writings or documents provided to a majority of the Cupertino City Council after publication of the packet will be made available for public inspection in the City Clerk’s Office located at City Hall, 10300 Torre Avenue, during normal business hours and in Council packet archives linked from the agenda/minutes page on the Cupertino web site. Members of the public are entitled to address the City Council concerning any item that is described in the notice or agenda for this meeting, before or during consideration of that item. If you wish to address the Council on any issue that is on this agenda, please complete a speaker request card located in front of the Council, and deliver it to the Clerk prior to discussion of the item. When you are called, proceed to the podium and the Mayor will recognize you. If you wish to address the City Council on any other item not on the agenda, you may do so by during the public comment portion of the meeting following the same procedure described above. Please limit your comments to three (3) minutes or less. Page 7 CITY OF CUPERTINO 7 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2316 Name: Status:Type:Ceremonial Matters & Presentations Agenda Ready File created:In control:2/1/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Proclamation in memory of Cupertino resident Gin Lu "Tommy" Shwe Sponsors: Indexes: Code sections: Attachments: Action ByDate Action ResultVer. City Council2/7/20171 Subject: Proclamation in memory of Cupertino resident Gin Lu "Tommy" Shwe Present proclamation in memory of Cupertino resident Gin Lu "Tommy" Shwe CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™8 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-1944 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:9/1/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Approve the January 24 City Council minutes Sponsors: Indexes: Code sections: Attachments:A - Draft Minutes Action ByDate Action ResultVer. City Council2/7/20171 Subject: Approve the January 24 City Council minutes Approve the January 24 City Council minutes CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™9 DRAFT MINUTES CUPERTINO CITY COUNCIL Tuesday, January 24, 2017 SPECIAL CITY COUNCIL MEETING ROLL CALL At 5:00 p.m. Mayor Savita Vaidhyanathan called the City Council meeting to order in Cupertino City Hall Conference Room A, 10300 Torre Avenue. Present: Mayor Savita Vaidhyanathan, Vice Mayor Darcy Paul, and Councilmembers Barry Chang, Steven Scharf and Rod Sinks. Absent: None. CLOSED SESSION 1. Subject: Conference with Legal Counsel- Existing litigation (Paragraph (1) of subdivision (d) of Gov’t Code Section 54956.9). Name of Case: Alice Palmer v. City of Cupertino, et al., Santa Clara County Superior Court Case No. 16 CV301228 Mayor Vaidhyanathan announced that Council gave direction to staff. Sinks recused. 2. Subject: Conference with Legal Counsel- Existing litigation (Paragraph (1) of subdivision (d) of Gov’t Code Section 54956.9); Name of Case: Committee Supporting Cupertino Citizen’s Sensible Growth Initiative, et al. v. City of Cupertino, et al., Santa Clara County Superior Court Case No. 16 CV296322; Court of Appeal, Sixth Appellate District, Case No. H043940 Mayor Vaidhyanathan announced that Council gave direction to staff. Scharf recused. 3. Subject: Conference with Real Property Negotiators pursuant to Government Code Section 54956.8. Properties: APN 375-21-001, Lawrence Expressway at Mitty Avenue and APN 381-19-015, Lawrence Expressway at Doyle Road. Agency Negotiators: Jaqui Guzman. Negotiating Parties: San Jose Water Company; County Roads and Airports; City of San Jose. Under Negotiation: Price and terms of payment Mayor Vaidhyanathan announced that Council gave direction to staff. 10 City Council Minutes January 24, 2017 2 At 6:45 p.m. Mayor Savita Vaidhyanathan reconvened the City Council meeting in Cupertino Community Hall Council Chambers, 10350 Torre Avenue. ROLL CALL Present: Mayor Savita Vaidhyanathan, and Councilmembers Barry Chang, Steven Scharf and Rod Sinks. Absent: Vice Mayor Darcy Paul. CEREMONIAL MATTERS AND PRESENTATIONS 4. Subject: Fine Arts Commission presentation of the Young Artist Award to three Cupertino elementary school students Recommended Action: Receive Fine Arts Commission presentation of the Young Artist Award to three Cupertino elementary school students Members from the Fine Arts Commission and Mayor Vaidhyanathan presented the Young Artist Award to three Cupertino elementary school students. Council received the presentation. 5. Subject: Presentation from the Fine Arts Commission of completed 2016 Work Plan items Recommended Action: Receive presentation from the Fine Arts Commission of completed 2016 Work Plan items Written communications for this item included a PowerPoint presentation. Commission Chair Diana Matley presented the Fine Arts Commission completed 2016 Work Plan items via a PowerPoint presentation. Council received the presentation. POSTPONEMENTS - None ORAL COMMUNICATIONS Rick Kitson from Cupertino Chamber of Commerce talked about the Lunar New Year Luncheon to be held on February 10 at 1:30 p.m. at Dynasty Restaurant. (He distributed a flyer). 11 City Council Minutes January 24, 2017 3 Lindsey Gauci from Cupertino Morningmasters Toastmasters Club talked about an open house being held on January 26 at Bethel Lutheran Church. Joe Hamilton from Cupertino Rotary talked about what the Rotary Club is and does. Cathy Helgerson talked about a solution for the revitalization of Vallco. Sabrina Rick thanked Councilmembers for their service and talked about recognizing the challenges and difficulties in governing. Chris Moylan District Director for Congressman Ro Khanna introduced himself, conveyed the Congressman’s greetings and encouraged contact if needed. Dolly Sandoval talked about upcoming commission interviews and appointments and asked Council to weigh applicant experiences, especially for Planning Commission. (She distributed written comments). CONSENT CALENDAR Sinks moved and Chang seconded to approve the items on the Consent Calendar as presented except for item numbers 12, 14 and 17 which were pulled for discussion. Ayes: Vaidhyanathan, Paul, Chang, Scharf and Sinks. Noes: None. Abstain: None. Absent: None. 6. Subject: Approve the December 20 City Council minutes Recommended Action: Approve the December 20 City Council minutes 7. Subject: Accept Accounts Payable for the period ending November 11, 2016 Recommended Action: Adopt Resolution No. 17-001 accepting Accounts Payable for the period ending November 11, 2016 8. Subject: Accept Accounts Payable for the period ending November 18, 2016 Recommended Action: Adopt Resolution No. 17-002 accepting Accounts Payable for the period ending November 18, 2016 9. Subject: Accept Accounts Payable for the period ending November 23, 2016 Recommended Action: Adopt Resolution No. 17-003 accepting Accounts Payable for the period ending November 23, 2016 12 City Council Minutes January 24, 2017 4 10. Subject: Annual Report for Fiscal Year 2015-2016 Recommended Action: Accept Annual Report from July 1, 2015 to June 30, 2016 (Attachment A) 11. Subject: Council committee appointments Recommended Action: Approve Council committee appointments 12. Subject: Consider adopting a resolution supporting the prohibition of industrial clear- cut logging in the forests of California Recommended Action: Adopt Resolution No. 17-004 supporting the prohibition of industrial clear-cut logging in the forests of California Deputy City Manager Jaqui Guzman gave some additional information as requested by Council. Paul moved and Chang seconded to adopt Resolution No. 17-004 supporting the prohibition of industrial clear-cut logging in the forests of California. The motion carried unanimously. 13. Subject: Letters of support for SB 1 and AB 1 regarding transportation funding Recommended Action: Direct staff to send letters of support for SB 1 and AB 1 from the City Manager 14. Subject: Citywide Parks, Open Space and Recreation Master Plan agreement for consultant services Recommended Action: Authorize the City Manager to negotiate and execute a consultant services agreement for preparation of the Citywide Parks, Open Space and Recreation Master Plan for a fee not to exceed $210,000 and authorize a contingency allowance anticipated to be $40,000 and subject to approval of the City Manager. City Manager David Brandt introduced Jeff Milkes, the new Director of Recreation and Community Services and gave additional information as requested by Council. Cathy Helgerson spoke on this item. Paul moved and Chang seconded to authorize the City Manager to negotiate and execute a consultant services agreement for preparation of the Citywide Parks, Open Space and Recreation Master Plan for a fee not to exceed $210,000 and authorize a 13 City Council Minutes January 24, 2017 5 contingency allowance anticipated to be $40,000 and subject to approval of the City Manager. The motion carried unanimously. 15. Subject: 2015 Contractual Janitorial Services - Project No. 2015-23, contract amendment Recommended Action: Staff recommends Council take the following actions: 1. Authorize the City Manager to execute an amendment (Attachment A) to the current janitorial services contract to provide for increased contractor compensation due to the adoption of City’s Minimum Wage Ordinance (Ordinance No. 2151); and 2. Adopt Resolution No. 17-005 amending approved FY 16/17 Operating Budget by an additional amount of $35,000 for janitorial services (Attachment B) 16. Subject: Application for Alcohol Beverage License for Gogigo, Inc. (dba Gogigo Korean BBQ), 10815 N. Wolfe Road, Bldg A Suite A3 Recommended Action: Recommend approval to the California Department of Alcoholic Beverage Control of the application for Alcohol Beverage License for Gogigo, Inc (dba Gogigo Korean BBQ), 10815 N. Wolfe Road, Bldg A Suite A3 17. Subject: 2017 CDBG City-Wide Curb Ramp Installation Project, Project No. 2017-109 Recommended Action: Authorize the City Manager to award and execute a contract with JJR Construction, Inc., in the amount of $233,100 and approve a construction contingency of $11,900, for a total of $235,000 Director of Public Works Timm Borden gave additional information as requested by Council. Paul moved and Chang seconded to authorize the City Manager to award and execute a contract with JJR Construction, Inc., in the amount of $233,100 and approve a construction contingency of $11,900, for a total of $235,000. The motion carried unanimously. SECOND READING OF ORDINANCES - None PUBLIC HEARINGS - None ORDINANCES AND ACTION ITEMS - None REPORTS BY COUNCIL AND STAFF 18. Subject: Lehigh Cement Plant Noise Monitoring report 14 City Council Minutes January 24, 2017 6 Recommended Action: Receive the Lehigh Cement Plant Noise Monitoring report. No action is required Written communications for this item included emails to Council and a staff PowerPoint presentation. Assistant Director of Public Works Roger Lee presented the Lehigh Cement Plant Noise Monitoring report via a PowerPoint presentation. Consultant Randy Waldeck from CSDA Design Group answered questions from Council. The following individuals spoke on this item: Cathy Helgerson on behalf of Cupertino Citizens Against Pollution (distributed written comments) Meir Statman Tammy White Amit Butala Chris Prihe Janet Geiger Rhoda Fry (distributed written comments) Panos Kougiouris Council received the Lehigh Cement Plant Noise Monitoring report and authorized the Mayor to send a letter to the County Supervisor and the Department of Planning requesting a review of the complaints and the hearing, and to characterize the noise from particular points in the facility during normal operations (maintenance period is over); and bring the item back to a future Council date for further discussion. 19. Subject: Report from Valley Transportation Authority (VTA) regarding Next Network Program Recommended Action: Receive Report from Valley Transportation Authority (VTA) regarding Next Network Program Written communications for this item included the VTA Draft Transit Service Plan and a PowerPoint presentation. 15 City Council Minutes January 24, 2017 7 Adam Burger, VTA Senior Transportation Planner gave a report regarding the Next Network Program via a PowerPoint presentation. Jean Bedord spoke on this item and distributed written comments. Council received the report. 20. Subject: Report on Committee assignments and general comments Recommended Action: Report on Committee assignments and general comments Councilmembers highlighted the activities of their committees and various community events. ADJOURNMENT At 10:32 p.m., Mayor Vaidhyanathan adjourned the meeting. _______________________ Grace Schmidt, City Clerk 16 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2285 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/18/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept Accounts Payable for the period ending December 2, 2016 Sponsors: Indexes: Code sections: Attachments:A - Draft Resolution B - AP Report Action ByDate Action ResultVer. City Council2/7/20171 Subject: Accept Accounts Payable for the period ending December 2, 2016 AdoptResolutionNo.17-006acceptingAccountsPayablefortheperiodendingDecember2, 2016 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™17 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ALLOWING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING December 2, 2016 WHEREAS, the Director of Administrative Services or her designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby allows the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. CERTIFIED: _____________________________ Lisa Taitano, Finance Manager PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2286 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/18/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept Accounts Payable for the period ending December 9, 2016 Sponsors: Indexes: Code sections: Attachments:A - Draft Resolution B - AP Report Action ByDate Action ResultVer. City Council2/7/20171 Subject: Accept Accounts Payable for the period ending December 9, 2016 AdoptResolutionNo.17-007acceptingAccountsPayablefortheperiodendingDecember9, 2016 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™67 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ALLOWING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING December 9, 2016 WHEREAS, the Director of Administrative Services or her designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby allows the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. CERTIFIED: _____________________________ Lisa Taitano, Finance Manager PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2287 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/18/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept Accounts Payable for the period ending December 16, 2016 Sponsors: Indexes: Code sections: Attachments:A - Draft Resolution B - AP Report Action ByDate Action ResultVer. City Council2/7/20171 Subject: Accept Accounts Payable for the period ending December 16, 2016 AdoptResolutionNo.17-008acceptingAccountsPayablefortheperiodendingDecember16, 2016 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™115 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ALLOWING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING December 16, 2016 WHEREAS, the Director of Administrative Services or her designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby allows the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. CERTIFIED: _____________________________ Lisa Taitano, Finance Manager PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 157 158 159 160 161 162 163 164 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2288 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/18/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept Accounts Payable for the period ending December 22, 2016 Sponsors: Indexes: Code sections: Attachments:A - Draft Resolution B - AP Report Action ByDate Action ResultVer. City Council2/7/20171 Subject: Accept Accounts Payable for the period ending December 22, 2016 AdoptResolutionNo.17-009acceptingAccountsPayablefortheperiodendingDecember22, 2016 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™165 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ALLOWING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING December 22, 2016 WHEREAS, the Director of Administrative Services or her designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby allows the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. CERTIFIED: _____________________________ Lisa Taitano, Finance Manager PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 166 16 7 16 8 16 9 17 0 17 1 17 2 17 3 17 4 17 5 17 6 17 7 17 8 17 9 18 0 18 1 18 2 18 3 18 4 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2291 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/19/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept Accounts Payable for the period ending December 31, 2016 Sponsors: Indexes: Code sections: Attachments:A - Draft Resolution B - AP Report Action ByDate Action ResultVer. City Council2/7/20171 Subject: Accept Accounts Payable for the period ending December 31, 2016 AdoptResolutionNo.17-010acceptingAccountsPayablefortheperiodendingDecember31, 2016 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™185 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ALLOWING CERTAIN CLAIMS AND DEMANDS PAYABLE IN THE AMOUNTS AND FROM THE FUNDS AS HEREINAFTER DESCRIBED FOR GENERAL AND MISCELLANEOUS EXPENDITURES FOR THE PERIOD ENDING December 31, 2016 WHEREAS, the Director of Administrative Services or her designated representative has certified to accuracy of the following claims and demands and to the availability of funds for payment hereof; and WHEREAS, the said claims and demands have been audited as required by law. NOW, THEREFORE, BE IT RESOLVED, that the City Council hereby allows the following claims and demands in the amounts and from the funds as hereinafter set forth in the attached Payment Register. CERTIFIED: _____________________________ Lisa Taitano, Finance Manager PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017 , by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 186 18 7 18 8 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-2091 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:10/11/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Approval of Bay Area Governments (ABAG) Regional Collaborative Services Agreement with Property Assessed Clean Energy (PACE) Providers and Adoption of Resolutions Authorizing Membership in the California Enterprise Development Authority, Golden State Finance Authority, Western Riverside Council of Governments, and the California Statewide Community Development Authorities and to participate in the PACE programs Sponsors: Indexes: Code sections: Attachments:Staff Report A. Draft Resolution Figtree Program B. Draft Resolution Ygrene for SB 555 & JPA Agreement C. Draft Resolution Ygrene for AB 811 & JPA Agreement D. Draft Resolution HERO Program E. Draft Resolution CSCDA Open PACE F. Figtree_Fully Executed ABAG RCSA G. ABAG Member Acknowledgement Form_Figtree H. Ygrene_Fully Executed ABAG RCSA I. ABAG Member Acknowledgement Form_Ygrene J. WRCOG_Fully Executed ABAG RCSA K. ABAG Member Acknowledgement Form_WRCOG L. CounterPoint (Alliance NRG ) Fully Executied ABAG RCSA M. ABAG Member Acknowledgement Form_AllianceNRG N. PACE Funding Group_Fully Executed ABAG RCSA O. ABAG Member Acknowledgement Form_PACE Funding Group Action ByDate Action ResultVer. City Council2/7/20171 Subject:ApprovalofBayAreaGovernments(ABAG)RegionalCollaborativeServices AgreementwithPropertyAssessedCleanEnergy(PACE)ProvidersandAdoptionof ResolutionsAuthorizingMembershipintheCaliforniaEnterpriseDevelopmentAuthority, GoldenStateFinanceAuthority,WesternRiversideCouncilofGovernments,andthe CaliforniaStatewideCommunityDevelopmentAuthoritiesandtoparticipateinthePACE programs 1.AdoptResolutionstojointhefollowingjointpoweragenciesandparticipateintheirPACE programs a.CaliforniaEnterpriseDevelopmentAuthority(FigtreePACEProgram),ResolutionNo.17-CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 2 powered by Legistar™189 File #:16-2091,Version:1 a.CaliforniaEnterpriseDevelopmentAuthority(FigtreePACEProgram),ResolutionNo.17- 011 b.GoldenStateFinanceAuthority(YgrenePACEProgram),ResolutionNos.17-012and17- 013 c.WesternRiversideCouncilofGovernments(CaliforniaHEROPACEProgram),Resolution No. 17-014 d.CaliforniaStatewideCommunitiesDevelopmentAuthority(OpenPACEProgram), Resolution No. 17-015; and 2.AuthorizetheCityManagertoapproveandsigntheacknowledgementandaddendumsofthe AssociationofBayAreaGovernments(ABAG)RegionalCollaborativeServicesAgreement, asexecutedbetweenABAGandResidentialPACEProviders,andexecuteanyotherdocument necessary to carry out the City's membership in each of the PACE Providers listed above CITY OF CUPERTINO Printed on 2/1/2017Page 2 of 2 powered by Legistar™190 OFFICE OF THE CITY MANAGER CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3212 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2016 Subject Approval of Association of Bay Area Governments (ABAG) Regional Collaborative Services Agreement with Property Assessed Clean Energy ( PACE) Providers and Adoption of Resolutions Authorizing Membership in the California Enterprise Development Authority, Golden State Finance Authority, Western Riverside Council of Governments, and the California Statewide Community Development Authorities and to participate in PACE Programs. Recommended Action Staff recommends that Council: 1. Adopt Resolutions to join the following joint power agencies and participate in their PACE programs: a. California Enterprise Development Authority (Figtree PACE Program); b. Golden State Finance Authority (Ygrene PACE Program); c. Western Riverside Council of Governments (California HERO PACE Program); and d. California Statewide Communities Development Authority (Open PACE Program). 2. Authorize the City Manager to approve and sign the acknowledgement addendums of the Association of Bay Area Governments (ABAG) Regional Collaborative Services Agreement, as executed between ABAG and Residential PACE Providers, and execute any other document necessary to carry out the City’s membership in each of the PACE Providers listed above. Executive Summary Property Assessed Clean Energy (PACE) programs allow local property owners to finance energy efficiency, water conservation, and renewable energy improvements on their property. Property owners borrow funds for the improvements and repay the loan via a special voluntary property tax assessment. 191 The intent of PACE is to provide an affordable and accessible means of financing energy upgrades to existing homes and businesses, ultimately making the City’s existing building stock more sustainable and lowering greenhouse gas emissions. This allows the property owner to benefit from the energy and water savings for these improvements without having to make a large financial investment up front, and they can pay for the improvements overtime with 5-20 year terms. To date there is one PACE program serving Cupertino, CaliforniaFIRST, which was approved by Council on January 19, 2010. Since then, several PACE lenders have approached the City in recent months requesting that the City take the necessary actions to allow them to also offer PACE loans in Cupertino. To help Cupertino and other cities to evaluate the requests, the Association of Bay Area Governments (ABAG) worked with PACE providers to develop and agree to follow a set of best practices, called an “Agreement for Collaborative Services for Property Energy Financing (Collaborative Services Agreement)”, that will ensure that the programs meet certain basic quality and reporting standards. The Sustainability Commission studied the issue of PACE in 2016, during its May, June, and December meetings. At the December 15th meeting the Sustainability Commission recommended that the Council approve PACE vendors that have signed onto ABAG’s Collaborative Services Agreement, as this agreement held the vendors to a higher standard, ensure consistency among all PACE providers that serve the city, helps to mitigate risk, and provide for a unified voice among all Bay Area regional cities in negotiating key programmatic elements at one time. Background: PACE financing can be set up and administered under one of two different pieces of legislation, which enable PACE programs in California and several additional laws clarify and expand this legislation: 1. California AB 811 (July 21, 2008) amended the Improvement Act of 1911, part of the Streets and Highways Code, to include renewable energy sources and energy efficiency upgrades in the list of public improvements that can be financed through an assessment district. California AB 474 (January 1, 2010) and California SB 1340 (September 30, 2010) expanded AB 811 to include water efficiency improvements and the installation of charging stations for electric vehicles. 2. California SB 555 (October 5, 2011) amended the Mello-Roos Community Facilities Act of 1982 to allow for the creation of Community Facilities Districts (CFDs) for the purpose of financing or refinancing the acquisition, installation and improvement of energy efficiency, water conservation, renewable energy and electric vehicle charging infrastructure. Individual properties can be annexed into the district and be subject to a 192 special tax that is imposed to repay project financing if the City Council adopts a resolution consenting to the inclusion of parcels in the incorporated areas of the City within the CFD and each participating owner provides its unanimous written approval for annexation of this property into the PACE CFD. Both the AB 811 and SB 555 type of PACE programs, are voluntary contractual agreements for financing between an authorized entity and the property owner, they use available funding from any source including existing bond issuing statutes and attach the assessment for payment of the assessment to the property. After PACE programs started gaining traction in California in 2009, residential programs soon encountered a significant hurdle. The Federal Housing Finance Agency (FHFA) was concerned that residential PACE assessments had a first priority lien status superior to that of existing mortgages underwritten by Fannie Mae and Freddie Mac. In 2010, Fannie Mae and Freddie Mac stated that they would no longer purchase mortgage loans secured by properties with outstanding PACE loans. This effectively stopped residential PACE programs, with the exception of a few pilot programs. In response, in 2013, Governor Brown signed SB 96, which directed the California Alternative Energy and Advanced Transportation Financing Authority (CAEATFA) to develop a $10 million PACE Loss Reserve Program to mitigate the potential risk to mortgage lenders associated with residential PACE financing. While FHFA has not changed its position to date, the California PACE market has rapidly grown with the assurance of the state reserve. To date, CAEATFA has not received any claims on the loss reserve from any of the existing PACE programs enrolled. Additionally in September 2016, Governor Brown signed AB2693, which provides additional consumer protections for property owners requiring that prior to entering into a PACE loan, a homeowner must be provided a financing estimate and disclosure document. This disclosure document will notify homeowners that they may not be able to sell or refinance their home unless the PACE loan is paid off in its entirety, as well as, annual percentage rates, product costs, closing costs, and fees. Overall, helping customers better understand the terms of PACE financing. Analysis: PACE programs provide an additional means of financing to make sustainable property improvements more affordable and accessible to property owners. It provides capital for renewable energy systems and a range of energy and water efficiency improvements to buildings. A few PACE programs also include seismic upgrades as an eligible improvement. PACE financing advantages include 100% financing for eligible improvements, a repayment period of up to twenty years, and the reliability of pre-approved contractors. PACE can be seen as one of the many options that a property owner has to finance an energy/water improvement project. This offering differs from a traditional home equity line of 193 credit in that eligibility is based on property equity rather than the credit worthiness of the applicant. The repayment structure is also different than traditional financing. Debt obligations run with the property rather than the applicant, since the repayment is generated from the utility savings associated with the improvements. Thus, whoever owns the building is responsible for repayment per the conditions of the agreement with the program administrator. Terms vary by program, but are generally considered in line with market rate options for similar improvements. As with other forms of private lending all transactions are voluntary and no property owner is required to participate in any program. Because the capital for the program is from private sources and transactions are between the program administers and building owners, the City will incur no cost or risk associated with the program activities. The City will not provide administrative support or marketing for the programs, which are conducted by the programs administrators. Authorization by the City Council is necessary for the programs to conduct business in the City of Cupertino, per the requirements of AB811 and SB555. As was directed by the Sustainability Commission, the Sustainability Division will make all the information about the various vendors is made available to the public on the Sustainability website, so residents and businesses can access the information they need to make an informed decision on the PACE providers and their financing options for home energy and water efficiency projects. Benefits of PACE programs for City of Cupertino Staff has identified the following benefits in allowing more than one PACE provider to serve Cupertino property owners:  100% voluntary program, residents utilize this source of financing if they want to.  Creates competition in the marketplace and allows residents and business owners to have a choice in their PACE provider.  Each provider has different interest rate and terms allowing owners to choose what works for them and their specific energy efficiency/water/ solar project and financial circumstances.  Each provider covers a different range of energy, water and seismic upgrades- so more options means more types of projects can be eligible.  Little, if any staff, time is needed to participate, all program assessment and administration is handled by the third party PACE service provider.  Saving money: energy and water prices continue to rise, and allowing energy and water upgrades to existing buildings now saves money in the future.  No down payment or credit checks needed- property owners pay for upgrades overtime when they pay their property tax bill and the interest can be tax deductible  Helps us reach our climate goals and CAP implementation o Specifically CAP measure C-E-2 Retrofit Financing, which identifies PACE as a way of reducing GHG and achieving our retrofit goals in existing buildings. 194 PACE Program Comparison As was recommended by the Sustainability Commission, the PACE providers to be authorized in the attached resolutions represent PACE programs operating in California that have signed onto the ABAG Regional Collaborative Services Agreement. While the PACE providers are similar in nature, specific program has developed certain expertise in certain areas, which is why it is essential to allow more than one vendor to service our property owners. Each provider offers various interest rates, payback periods and terms, but all provide a similar service of lending capital for energy and water upgrades to existing buildings. Eligible products that can be financed with PACE may vary between individual PACE providers and administrators. A brief overview of each of the proposed PACE programs follows: OPEN PACE HERO Ygrene Alliance NRG PACE Funding Group Figtree Administrator Renovate America Ygrene Energy Fund Counter Point Energy Solutions PACE Funding Group Figtree Financing JPA Sponsor Western Riverside Council of Governments (WRCOG) Golden State Finance Authority (formerly CA Home Finance Authority) California Statewide Communities Development Authority ( CSCDA) California Enterprise Development Authority (CEDA) Enrolled in CAEATFA PACE Loan Los Reserve Program Yes Yes Yes Yes Yes Legislative Orgin AB 811 SB 555 & AB811 AB811 AB811 AB811 Year Started 2011 2010 2014 2015 2010 195 Cities in Santa Clara County that have adopted In CA 383 cities including, San Jose, Morgan Hill, Campbell, Mountain View, Santa Clara & Gilroy In CA 175 cities, including Campbell, San Jose and Santa Clara In CA 40 cities have joined including Campbell and Gilroy In CA, 149 cities and counties in CA including San Jose and Gilroy ABAG Regional Collaborative Services Agreement To help with the process of evaluating all the different PACE providers and JPA models, the Association of Bay Area Governments (ABAG) has created a Regional Collaborative Services Agreement which is modeled after successful agreements in Sonoma and Marin Counties and is intended to ensure consistent application of key programmatic elements (“best practices”) considered to be critically important for local government partners. These elements include consumer protections and disclosures, local government risk mitigation and indemnification, co-marketing complementary energy efficiency programs, contractor and project quality assurance, and performance tracking, data, and reporting. This will help the City of Cupertino ensure consistency among all PACE providers that serve the city, mitigate risk, and provide for a unified voice among all Bay Area regional cities in negotiating key programmatic elements at one time. To date, ABAG has signed agreements with five active PACE administrators which include; HERO, FigTree, Ygrene and Open PACE (which consolidates, Alliance NRG and PACE Funding). The Agreement for Collaborative Services requires that PACE providers are licensed, bonded, and maintain insurance, which minimizes risk to the City. Sustainability Impact The City’s 2010 GHG inventory identifies energy consumption as the largest contributor to greenhouse gas emissions in the City at 55%. Access to financing capital for property owners to complete energy upgrades is a critical component of Cupertino’s Climate Action Plan (CAP). CAP measure C-E-2 Retrofit Financing, specifically identifies Property Assessed Clean Energy (PACE) as a way of reducing GHG and achieving our retrofit goals. CEQA The City’s action is not a project under the California Environmental Quality Act (CEQA) because joining joint powers agencies is not an activity that is likely to cause a direct or reasonably foreseeable indirect change in the physical environment; or is exempt from CEQA because this action can be seen with reasonable certainty that there is no possibility that it will have a significant effect on the environment. [14. Cal. Code Regs. §15061(b)(3).] Moreover, the purpose 196 of the PACE programs is to benefit or protect the environment, and exempt from CEQA. . [14. Cal. Code Regs. §15308.] Fiscal Impact Participation in PACE programs does not impact the General Fund or any City funds. PACE programs use private sector capital to provide property owners with funding. Joining any of the existing PACE programs will not expose the City to financial liability. _____________________________________ Prepared by: Misty Mersich, Sustainability Manager Reviewed by: Jaqui Guzmán, Deputy City Manager Approved for Submission by: David Brandt, City Manager Attachments: A- Draft Resolution Figtree Program B- Draft Resolution Ygrene for SB 555 & JPA Agreement C- Draft Resolution Ygrene for AB 811 & JPA Agreement D- Draft Resolution HERO Program & WRCOG JPA Agreement E- Draft Resolution CSCDA Open PACE F- Figtree Fully Executed RCSA Agreement G- ABAG Member Acknowledgement Form_ Figtree H- Ygrene Fully Executed RCSA I- ABAG Member Acknowledgement Form_ Ygrene J- WRCOG Fully Executed RCSA K- ABAG Member Acknowledgement Form_ WRCOG L- CounterPoint Energy Solutions (Alliance NRG) Fully Executed RCSA Agreement M- ABAG Member Acknowledgement Form_ CounterPoint Energy Solutions (Alliance NRG) N- PACE Funding Fully Executed RCSA Agreement O- ABAG Member Acknowledgement Form_ PACE Funding 197 RESOLUTION NO. _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO, CALIFORNIA, APPROVING ASSOCIATE MEMBERSHIP BY THE CITY IN THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY; AUTHORIZING AND DIRECTING THE EXECUTION OF AN ASSOCIATE MEMBERSHIP AGREEMENT RELATING TO ASSOCIATE MEMBERSHIP OF THE CITY IN THE AUTHORITY; AUTHORIZING THE CITY TO JOIN THE FIGTREE PACE PROGRAM; AUTHORIZING THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY TO CONDUCT CONTRACTUAL ASSESSMENT PROCEEDINGS AND LEVY CONTRACTUAL ASSESSMENTS WITHIN THE TERRITORY OF THE CITY OF CUPERTINO; AND AUTHORIZING RELATED ACTIONS WHEREAS, the City of Cupertino, California (the “City”), a municipal corporation, duly organized and existing under the Constitution and the laws of the State of California; and WHEREAS, the City, upon authorization of the City Council, may pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, commencing with Section 6500 (the "JPA Law") enter into a joint exercise of powers agreement with one or more other public agencies pursuant to which such contracting parties may jointly exercise any power common to them; and WHEREAS, the City and other public agencies wish to jointly participate in economic development financing programs for the benefit of businesses and nonprofit entities within their jurisdictions offered by membership in the California Enterprise Development Authority (the "CEDA") pursuant to an associate membership agreement and Joint Exercise of Powers Agreement Relating to the California Enterprise Development Authority (the “Agreement”); and WHEREAS, under the JPA Law and the Agreement, CEDA is a public entity separate and apart from the parties to the Agreement and the debts, liabilities and obligations of CEDA will not be the debts, liabilities or obligations of the City or the other members of the Authority; and WHEREAS, the form of Associate Membership Agreement (the “Associate Membership Agreement”) between the City and CEDA is attached; and WHEREAS, the City is willing to become an Associate Member of CEDA subject to the provisions of the Associate Membership Agreement. WHEREAS, CEDA has adopted the Figtree Property Assessed Clean Energy (PACE) and Job Creation Program (the “Program” or “Figtree PACE”), to allow the financing of certain 198 renewable energy, energy efficiency, seismic retrofits, electric vehicle charging infrastructure, and water efficiency improvements (the "Improvements") through the levy of contractual assessments pursuant to Chapter 29 of Division 7 of the Streets & Highways Code ("Chapter 29"), and the issuance of improvement bonds or other evidences of indebtedness (the "Bonds") under the Improvement Bond Act of 1915 (Streets and Highways Code Sections 8500 et seq.) (the "1915 Act") upon the security of the unpaid contractual assessments; and WHEREAS, Chapter 29 provides that assessments may be levied under its provisions only with the free and willing consent of the owner of each lot or parcel on which an assessment is levied at the time the assessment is levied; and WHEREAS, the City desires to allow the owners of property (“Participating Parcel”) within its jurisdiction ("Participating Property Owners") to participate in Figtree PACE, and to allow CEDA to conduct assessment proceedings under Chapter 29 and to issue Bonds under the 1915 Act to finance the Improvements; and WHEREAS, CEDA will conduct assessment proceedings under Chapter 29 to establish an assessment district (the “District”) and issue Bonds under the 1915 Act to finance Improvements; and WHEREAS, there has been presented to this meeting a proposed form of Resolution of Intention to be adopted by CEDA in connection with such assessment proceedings (the "ROI"), a copy of which is attached hereto as Exhibit A; and WHEREAS, said ROI sets forth the territory within which assessments may be levied for Figtree PACE which territory shall be coterminous with the City's official boundaries of record at the time of adoption of the ROI (the "Boundaries"); and WHEREAS, pursuant to Chapter 29, the City authorizes CEDA to conduct assessment proceedings, levy assessments, pursue remedies in the event of delinquencies, and issue bonds or other forms of indebtedness to finance the Improvements in connection with Figtree PACE; and WHEREAS, to protect the City in connection with operation of the Figtree PACE program, Figtree Energy Financing, the program administrator, has agreed to defend and indemnify the City; and WHEREAS, the City will not be responsible for the conduct of any assessment proceedings, the levy of assessments, any required remedial action in the case of delinquencies, the issuance, sale or administration of the bonds or other indebtedness issued in connection with Figtree PACE. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Cupertino, hereby finds, determines and declares as follows: 199 Section 1. The City Council hereby specifically finds and declares that the actions authorized hereby constitute public affairs of the City. The City Council further finds that the statements, findings and determinations of the City set forth in the preambles above are true and correct. Section 2. The Associate Membership Agreement presented to this meeting and on file with the City Clerk is hereby approved. The Mayor of the City, the City Manager, the City Clerk and other officials of the City are each hereby authorized and directed, for and on behalf of the City, to execute and deliver the Associate Membership Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 3. The officers and officials of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate, carry out, give effect to and comply with the terms and intent of this resolution and the Associate Membership Agreement. All such actions heretofore taken by such officers and officials are hereby confirmed, ratified and approved. Section 4. Good Standing. The City is a municipal corporation and in good standing. Section 5. Public Benefits. On the date hereof, the City Council hereby finds and determines that the Program and issuance of Bonds by CEDA in connection with Figtree PACE will provide significant public benefits, including without limitation, savings in effective interest rates, bond preparation, bond underwriting and bond issuance costs and reductions in effective user charges levied by water and electricity providers within the boundaries of the City. Section 6. Appointment of CEDA. The City hereby appoints CEDA as its representative to (i) record the assessment against the Participating Parcels, (ii) administer the District in accordance with the Improvement Act of 1915 (Chapter 29 Part 1 of Division 10 of the California Streets and Highways Code (commencing with Section 8500 et seq.) (the “Law”), (iii) prepare program guidelines for the operations of the Program and (iv) proceed with any claims, proceedings or legal actions as shall be necessary to collect past due assessments on the properties within the District in accordance with the Law and Section 6509.6 of the California Government Code. The City is not and will not be deemed to be an agent of Figtree or CEDA as a result of this Resolution. Section 7. Assessment Proceedings. In connection with Figtree PACE, the City hereby consents to the special assessment proceedings by CEDA pursuant to Chapter 29 on any property within the Boundaries and the issuance of Bonds under the 1915 Act, provided that: (1) Such proceedings are conducted pursuant to one or more Resolutions of Intention in substantially the form of the ROI; (2) The Participating Property Owners, who shall be the legal owners of such property, voluntarily execute a contract pursuant to Chapter 29 and comply with other 200 applicable provisions of California law in order to accomplish the valid levy of assessments; and (3) The City will not be responsible for the conduct of any assessment proceedings, the levy of assessments, any required remedial action in the case of delinquencies in such assessment payments, or the issuance, sale or administration of the Bonds in connection with Figtree PACE. Section 8. Program Report. The City Council hereby acknowledges that pursuant to the requirements of Chapter 29, CEDA has prepared and will update from time to time the "Program Report" for Figtree PACE (the "Program Report") and associated documents, and CEDA will undertake assessment proceedings and the financing of Improvements as set forth in the Program Report. Section 9. Foreclosure. The City Council hereby acknowledges that the Law permits foreclosure in the event that there is a default in the payment of assessments due on a property. The City Council hereby designates CEDA as its representative to proceed with collection and foreclosure of the liens on the defaulting properties within the District, including accelerated foreclosure pursuant to the Program Report. Section 10. Indemnification. The City Council acknowledges that Figtree has provided the City with an indemnification agreement, as shown in Exhibit B, for negligence or malfeasance of any type as a result of the acts or omissions of Figtree, its officers, employees, subcontractors and agents. The City Council hereby authorizes the appropriate officials and staff of the City to execute and deliver the Indemnification Agreement to Figtree. Section 11. City Contact Designation. The appropriate officials and staff of the City are hereby authorized and directed to make applications for Figtree PACE available to all property owners who wish to finance Improvements. The following staff persons, together with any other staff designated by the City Manager from time to time, are hereby designated as the contact persons for CEDA in connection with Figtree PACE: Misty Mersich, Sustainability Manager, 408-777-3362, MistyM@cupertino.org . Section 12. CEQA. The City Council hereby finds that adoption of this Resolution is not a "project" under the California Environmental Quality Act (“CEQA”), because the Resolution does not involve any commitment to a specific project which may result in a potentially significant physical impact on the environment, as contemplated by Title 14, California Code of Regulations, Section 15378(b )( 4)). Section 13. Effective Date. This Resolution shall take effect immediately upon its adoption. The City Clerk is hereby authorized and directed to transmit a certified copy of this resolution to Figtree Energy Financing. Section 14. Costs. Services related to the formation and administration of the assessment district will be provided by CEDA at no cost to the City. 201 PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Cupertino the 7th day of February, 2017 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino CERTIFICATE OF CLERK OF THE CITY COUNCIL CITY OF ____________ I, _______________, Clerk of the City of __________, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at the meeting of the City Council of the City of Cupertino duly and regularly held in the Council Chambers, - ______________________, on ____ ___, 201_, of which meeting all of the members of said City Council had due notice. I further certify that I have carefully compared the foregoing copy with the original minutes of said meeting on file and of record in my office; that said copy is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified, rescinded or revoked in any manner since the date of its adoption, and the same is now in full force and effect. 202 IN WITNESS WHEREOF, I have executed this certificate this ___ day of __________, 201_. ____________________________________ City Clerk City of Cupertino EXHIBIT A CEDA Resolution of Intention 203 RESOLUTION OF THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY DECLARING INTENTION TO FINANCE INSTALLATION OF DISTRIBUTED GENERATION RENEWABLE ENERGY SOURCES, ENERGY EFFICIENCY, SEISMIC RETROFITS, ELECTRIC VEHICLE CHARING INFRASTRUCTURE, AND WATER EFFICIENCY IMPROVEMENTS IN THE CITY OF CUPERTINO WHEREAS, the California Enterprise Development Authority (“CEDA”) is a joint powers authority authorized and existing pursuant to Joint Powers Act (Government Code Section 6500 et seq.) and that certain Joint Exercise of Powers Agreement (the “Agreement”) dated as of June 1, 2006, by and among the cities of Eureka, Lancaster and Selma; and WHEREAS, CEDA is authorized under the Agreement and Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California and in accordance with Chapter 29 of Part 3 of Division 7 of the Streets & Highways Code of the State of California (“Chapter 29”) to authorize assessments to finance the installation of distributed generation renewable energy sources, energy efficiency, seismic retrofits, electric vehicle charging infrastructure, and water efficiency improvements that are permanently fixed to real property (“Authorized Improvements”); and WHEREAS, CEDA has obtained authorization from the City of Cupertino (the “City”) to enter into contractual assessments for the financing of the installation of Authorized Improvements in the City; and WHEREAS, CEDA desires to declare its intention to establish a Figtree PACE program (“Figtree PACE”) in the City, pursuant to which CEDA, subject to certain conditions set forth herein, would enter into contractual assessments to finance the installation of Authorized Improvements in the City. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY, AS FOLLOWS: Section 1. Findings. The Board of Directors hereby finds and determines the following: (a) The above recitals are true and correct and are incorporated herein by this reference. (b) Energy and water conservation efforts, including the promotion of Authorized Improvements to residential, commercial, industrial, or other real property, are necessary to address the issue of global climate change and the reduction of greenhouse gas emissions in the City. 204 (c) The upfront cost of making residential, commercial, industrial, or other real property more energy and water efficient, along with the fact that most commercial loans for that purpose are due on the sale of the property, prevents many property owners from installing Authorized Improvements. (d) A public purpose will be served by establishing a contractual assessment program, to be known as Figtree PACE, pursuant to which CEDA will finance the installation of Authorized Improvements to residential, commercial, industrial, or other real property in the City. Section 2. Determination of Public Interest. The Board of Directors hereby determines that (a) it would be convenient, advantageous, and in the public interest to designate an area, which shall encompass the entire geographic territory within the boundaries of the City, within which CEDA and property owners within the City may enter into contractual assessments to finance the installation of Authorized Improvements pursuant to Chapter 29 and (b) it is in the public interest for CEDA to finance the installation of Authorized Improvements in the County pursuant to Chapter 29. Section 3. Identification of Authorized Improvements. CEDA hereby declares its intention to make contractual assessment financing available to property owners to finance installation of Authorized Improvements, including but not limited to those improvements detailed in the Report described in Section 8 hereof (the “Report”), as that Report may be amended from time to time. Section 4. Identification of Boundaries. Contractual assessments may be entered into by property owners located within the entire geographic territory of the City including unincorporated territory within City Boundaries. A property owner located within a City within the City may enter into contractual assessments with CEDA only after such City has adopted a resolution to authorize participation in the PACE Program. Section 5. Proposed Financing Arrangements. Under Chapter 29, CEDA may issue bonds, notes or other forms of indebtedness (the “Bonds”) pursuant to Chapter 29 that are payable by contractual assessments. Division 10 (commencing with Section 8500) of the Streets & Highways Code of the State (the “Improvement Bond Act of 1915”) shall apply to any indebtedness issued pursuant to Chapter 29, insofar as the Improvement Bond Act of 1915 is not in conflict with Chapter 29. The creditworthiness of a property owner to participate in the financing of Authorized Improvements will be based on the criteria developed by Figtree Energy Financing (the “Program Administrator”) upon consultation with Figtree PACE Program underwriters or other financial representatives, CEDA general counsel and bond counsel, and as shall be approved by the Board of Directors of CEDA. In connection with indebtedness issued under the Improvement Bond Act of 1915 that are payable from contractual assessments, serial and/or term improvement bonds or other indebtedness shall be issued in such series and shall mature in such principal amounts and at such times (not to exceed 20 years from the second day of September next following their date) and at such rate or rates of interest (not to exceed the maximum rate permitted by applicable law) as shall be determined by the Board of Directors at 205 the time of the issuance and sale of the indebtedness. The provisions of Part 11.1 of the Improvement Bond Act of 1915 shall apply to the calling of the bonds. It is the intention of the Board of Directors to create a special reserve fund for the bonds under Part 16 of the Improvement Bond Act of 1915. Neither CEDA, nor any of its members participating in the Figtree PACE Program, shall advance available surplus funds from its treasury to cure any deficiency in the redemption fund to be created with respect to the indebtedness; provided, however, that this determination shall not prevent CEDA or any of its members from, in their sole discretion, so advancing funds. The Bonds may be refunded under Division 11.5 of the California Streets and Highways Code or other applicable laws permitting refunding, upon the conditions specified by and upon determination of CEDA. CEDA hereby authorizes the Program Administrator, upon consultation with CEDA general counsel, bond counsel and the Figtree PACE underwriter, to commence preparation of documents and take necessary steps to prepare for the issuance of bonds, notes or other forms of indebtedness as authorized by Chapter 29. In connection with the issuance of bonds payable from contractual assessments, CEDA expects to obligate itself, through a covenant with the owners of the bonds, to exercise its foreclosure rights with respect to delinquent contractual assessment installments under specified circumstances. Section 6. Public Hearing. Pursuant to the Act, CEDA hereby orders that a public hearing be held before CEDA Board (the “Board”), at 550 Bercut Drive, Suite G, Sacramento, CA 95811, on _________, __________, at _____ A_, for the purposes of allowing interested persons to object to, or inquire about, the proposed Figtree PACE Program. The public hearing may be continued from time to time as determined by the Board for a time not exceeding a total of 180 days. At the time of the hearing, the Report described in Section 8 hereof shall be summarized, and the Board shall afford all persons who are present an opportunity to comment upon, object to, or present evidence with regard to the proposed Figtree PACE Program, the extent of the area proposed to be included within the boundaries of the assessment district, the terms and conditions of the draft assessment contract described in Section 8 hereof (the “Contract”), or the proposed financing provisions. Following the public hearing, CEDA may adopt a resolution confirming the Report (the “Resolution Confirming Report”) or may direct the Report’s modification in any respect, or may abandon the proceedings. The Board hereby orders the publication of a notice of public hearing once a week for two successive weeks. Two publications in a newspaper published once a week or more often, with at least five days intervening between the respective publication dates not counting such publication dates are sufficient. The period of notice will commence upon the first day of publication and terminate at the end of the fourteenth day. The first publication shall occur not later than 20 days before the date of the public hearing. Section 7. Notice to Water and Electric Providers. Pursuant to Section 5898.24 of the 206 Streets & Highways Code, written notice of the proposed contractual assessment program within the City to all water and electric providers within the boundaries of the City has been provided. Section 8. Report. The Board hereby directs the Program Administrator to prepare the Report and file said Report with the Board at or before the time of the public hearing described in Section 6 hereof containing all of the following: (a) A map showing the boundaries of the territory within which contractual assessments are proposed to be offered, as set forth in Section 4 hereof. (b) A draft contractual assessment contract (the “Contract”) specifying the terms and conditions of the agreement between CEDA and a property owner. (c) A statement of CEDA’s policies concerning contractual assessments including all of the following: (1) Identification of types of Authorized Improvements that may be financed through the use of contractual assessments. (2) Identification of the CEDA official authorized to enter into contractual assessments on behalf of CEDA. (3) A maximum aggregate dollar amount of contractual assessments. (4) A method for setting requests from property owners for financing through contractual assessments in priority order in the event that requests appear likely to exceed the authorization amount. (d) A plan for raising a capital amount required to pay for work performed in connection with contractual assessments. The plan may include the sale of a bond or bonds or other financing relationship pursuant to Section 5898.28 of Chapter 29. The plan (i) shall include a statement of, or method for determining, the interest rate and time period during which contracting property owners would pay any assessment, (ii) shall provide for any reserve fund or funds, and (iii) shall provide for the apportionment of all or any portion of the costs incidental to financing, administration and collection of the contractual assessment program among the consenting property owners and CEDA. A report on the results of the discussions with the County Auditor-Controller described in Section 10 hereof, concerning the additional fees, if any, that will be charged to CEDA for inclusion of the proposed contractual assessments on the general property tax roll of the City, and a plan for financing the payment of those fees. Section 9. Nature of Assessments. Assessments levied pursuant to Chapter 29, and the interest and any penalties thereon, will constitute a lien against the lots and parcels of land on which they are made, until they are paid. Unless otherwise directed by CEDA, the assessments shall be collected in the same manner and at the same time as the general taxes of the City on real property are payable, and subject to the same penalties and remedies and lien priorities in the event of delinquency and default. Section 10. Consultations with County Auditor-Controller. CEDA hereby directs the Program Administrator to enter into discussions with the County Auditor-Controller in order to 207 reach agreement on what additional fees, if any, will be charged to CEDA for incorporating the proposed contractual assessments into the assessments of the general taxes of the County on real property. Section 11. Preparation of Current Roll of Assessment. Pursuant to Section 5898.24(c), CEDA hereby designates the Program Administrator as the responsible party for annually preparing the current roll of assessment obligations by assessor’s parcel number on property subject to a voluntary contractual assessment. Section 12. Procedures for Responding to Inquiries. The Program Administrator shall establish procedures to promptly respond to inquiries concerning current and future estimated liability for a voluntary contractual assessment. Section 13. Effective Date. This resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this _____ day of ______, 201_. CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY By:____________________________ Gurbax Sahota, Chair ATTEST: ______________________________________ Helen Schaubmayer, Assistant Secretary 208 EXHIBIT B Indemnification Agreement INDEMNIFICATION AGREEMENT BY AND BETWEEN THE CITY OF CUPERTINO, CALIFORNIA AND FIGTREE COMPANY, INC. This Indemnification Agreement (the “Agreement”) is entered into by and between the City of Cupertino, a municipal corporation or political subdivision, duly organized and existing under the laws of the State of California (the “City”) and Figtree Company, Inc., a California corporation, the administrator of the Figtree Property Assessed Clean Energy and Job Creation Program (the “Administrator”), which is a program of the California Enterprise Development Authority, a California joint exercise of powers authority (the “Authority”). RECIT ALS WHEREAS, the Authority is a joint exercise of powers authority whose members include the City in addition to other cities and counties in the State of California; and WHEREAS, the Authority established the Figtree Property Assessed Clean Energy and Job Creation Program (the “Figtree PACE Program”) to allow the financing of certain renewable energy, energy efficiency and water efficiency improvements that are permanently affixed to real property through the levy of assessments voluntarily agreed to by the participating property owners pursuant to Chapter 29 of Division 7 of the Streets and Highways Code (“Chapter 29”) and the issuance of improvement bonds, or other forms of indebtedness, under the Improvement Bond Act of 1915 upon the security of the unpaid assessments; and WHEREAS, the Authority has conducted or will conduct proceedings required by Chapter 29 with respect to the territory within the boundaries of the City; and WHEREAS, the legislative body of the City adopted or will adopt a resolution authorizing the City to join the Figtree PACE Program; and WHEREAS, the City will not be responsible for the formation, operation and administration of the Figtree PACE Program as well as the sale and issuance of any bonds or other forms of indebtedness in connection therewith, including the conducting of assessment proceedings, the levy and collection of assessments and any remedial action in the case of such assessment payments, and the offer, sale and administration of any bonds issued by the Authority on behalf of the Figtree PACE Program; and 209 13 WHEREAS, the Administrator is the administrator of the Figtree PACE Program and agrees to indemnify the City in connection with the operations of the Figtree PACE Program as set forth herein; NOW, THERFORE, in consideration of the above premises and of the City’s agreement to join the Figtree PACE Program, the parties agree as follows: 1. Indemnification. Figtree has provided the CEDA with an indemnification for negligence or malfeasance of any type as a result of the acts or omissions of Figtree, its officers, employees, subcontractors and agents, arising from or related to the Figtree PACE Program, the assessments, the assessment districts, the improvements or the financing and marketing thereof. Figtree agrees to defend, indemnify and hold harmless the City, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all actions, suits, proceedings, claims, demands, losses, costs and expenses, including legal costs and attorneys’ fees, for injury or damage due to negligence or malfeasance of any type claims as a result of the acts or omissions of Figtree, except for such loss or damage which was caused by the sole negligence or willful misconduct of the City. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by Figtree. 2. Amendment/Interpretation of this Agreement. This Agreement represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by both of the parties hereto. This Agreement shall not be interpreted for or against any part y by reason of the fact that such party may have drafted this Agreement or any of its provisions. 3. Section Headings. Section headings in this Agreement are included for convenience of reference only and shall not constitute a part of this Agreement for any other purpose. 4. Waiver. No waiver of any of the provisions of this Agreement shall be binding unl ess in the form of writing signed by the party against whom enforcement is sought, and no such wai ver shall operate as a waiver of any other provisions hereof (whether or not similar), nor shall such waiver constitute a continuing waiver. Except as specifically provided herein, no failure to exercise or an y delay in exercising any right or remedy hereunder shall constitute a waiver thereof. 5. Severability and Governing Law. If any provision or portion thereof of this Agreement shall be held by a court of competent jurisdiction to be invalid, void, or otherwise unenforceable, the remaining provisions shall remain enforceable to the fullest extent permitted by law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of California applicable to contracts made and to be performed in California. 6. Notices. All notices, demands and other communications required or permitted hereunder shall be made in writing and shall be deemed to have been duly given if delivered by hand, against receipt, or mailed certified or registered mail and addressed as follows: 210 14 If to the Administrator Figtree Company, Inc. 9915 Mira Mesa Blvd., Suite 130 San Diego, California 92131 Attn: Chief Executive Officer If to the City: City of Cupertino 10300 Torre Ave Cupertino, CA 95014 Attention: City Manager 7. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, which together shall constitute the same instrument. 8. Effective Date. This Agreement will be effective as of the date of the signature of City’s representative as indicated below in the signature block. IN WITNESS HEREOF, the parties hereto duly executed this Agreement as of the date below. 211 4825-8409-6773.1 1 APPROVED AS TO FORM: City Attorney City of Cupertino By Name: Title: Date: Figtree Company, Inc., a California corp. By Name: Peter Grabell Title: Senior Vice President Date: 212 City CFD Opt-In - 1 - 82671.00001\9523870.4 RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO, CALIFORNIA CONSENTING TO INCLUSION OF PROPERTIES WITHIN THE CITY’S JURISDICTION IN THE CALIFORNIA HOME FINANCE AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 2014-1 (CLEAN ENERGY) TO FINANCE RENEWABLE ENERGY IMPROVEMENTS, ENERGY EFFICIENCY AND WATER CONSERVATION IMPROVEMENTS AND ELECTRIC VEHICLE CHARGING INFRASTRUCTURE AND APPROVING ASSOCIATE MEMBERSHIP IN THE JOINT EXERCISE OF POWERS AUTHORITY RELATED THERETO Recitals WHEREAS, the California Home Finance Authority, a California joint powers authority, (the “Authority”) has established the Community Facilities District No. 2014-1(Clean Energy) in accordance with the Mello-Roos Community Facilities Act, set forth in sections 53311 through 53368.3 of the California Government Code (the “Act”) and particularly in accordance with sections 53313.5(l) and 53328.1(a) (the “District”); and WHEREAS, the purpose of the District is to finance or refinance (including the payment of interest) the acquisition, installation, and improvement of energy efficiency, water conservation, renewable energy and electric vehicle charging infrastructure improvements permanently affixed to private or publicly-owned real property (the “Authorized Improvements”); and WHEREAS, the Authority is in the process of amending the Authority Joint Powers Agreement (the “Authority JPA”) to formally change its name to the Golden State Finance Authority; and WHEREAS, the City of Cupertino is committed to development of renewable energy generation and energy efficiency improvements, reduction of greenhouse gases, and protection of the environment; and WHEREAS, in the Act, the Legislature has authorized a parcel within the territory of the District to annex to the District and be subject to the special tax levy of the District only (i) if the city or county within which the parcel is located has consented, by the adoption of a resolution by the applicable city council or county board of supervisors, to the inclusion of parcels within its boundaries in the District and (ii) with the unanimous written approval of the owner or owners of the parcel when it is annexed (the “Unanimous Approval Agreement”), which, as provided in section 53329.6 of the Act, shall constitute the election required by the California Constitution; and WHEREAS, the City wishes to provide innovative solutions to its property owners to achieve energy efficiency and water conservation and in doing so cooperate with Authority in order to efficiently and economically assist property owners the City in financing such Authorized Improvements; and 213 City CFD Opt-In - 2 - 82671.00001\9523870.4 WHEREAS, the Authority has established the District, as permitted by the Act, the Authority JPA, originally made and entered into July 1, 1993, as amended to date, and the City, desires to become an Associate Member of the JPA by execution of the JPA Agreement, a copy of which is attached as Exhibit “A” hereto, to participate in the programs of the JPA and, to assist property owners within the incorporated area of the City in financing the cost of installing Authorized Improvements; and WHEREAS, the City will not be responsible for the conduct of any special tax proceedings; the levy and collection of special taxes or any required remedial action in the case of delinquencies in the payment of any special taxes in connection with the District. NOW, THEREFORE, BE IT RESOLVED THAT: 1. This City Council finds and declares that properties in the City’s incorporated area will be benefited by the availability of the Authority CFD No. 2014-1 (Clean Energy) to finance the installation of the Authorized Improvements. 2. This City Council consents to inclusion in the Authority CFD No. 2014-1 (Clean Energy) of all of the properties in the incorporated area within the City and to the Authorized Improvements, upon the request of and execution of the Unanimous Approval Agreement by the owners of such properties when such properties are annexed, in compliance with the laws, rules and regulations applicable to such program; and to the assumption of jurisdiction thereover by Authority for the purposes thereof. 3. The consent of this City Council constitutes assent to the assumption of jurisdiction by Authority for all purposes of the Authority CFD No. 2014-1 (Clean Energy) and authorizes Authority, upon satisfaction of the conditions imposed in this resolution, to take each and every step required for or suitable for financing the Authorized Improvements. 4. This City Council hereby approves joining the JPA as an Associate Member and authorizes the execution by appropriate City officials of any necessary documents to effectuate such membership. 5. City staff is authorized and directed to coordinate with Authority staff to facilitate operation of the Authority CFD No. 2014-1 (Clean Energy) within the City, and report back periodically to this City Council on the success of such program. 6. This Resolution shall take effect immediately upon its adoption. The City Clerk is directed to send a certified copy of this resolution to the Secretary of the Authority. PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Cupertino the 7th day of February, 2017 by the following vote: Vote Members of the City Council 214 City CFD Opt-In - 3 - 82671.00001\9523870.4 AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 215 City CFD Opt-In -4 - 82671.00001\9523870.4 Exhibit A JPA Agreement 216 CALIFORNIA HOME FINANCE AUTHORITY AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT (Original date July 1, 1993 and as last amended and restated December 10, 2014) THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT (“Agreement”) is entered into by and among the counties listed on Attachment 1 hereof and incorporated herein by reference. All such counties are referred to herein as "Members" with the respective powers, privileges and restrictions provided herein. RECITALS A.WHEREAS, the California Rural Home Mortgage Finance Authority (“CRHMFA”) was created by a Joint Exercise of Powers Agreement dated July 1, 1993 pursuant to the Joint Exercise of Powers Act (commencing with Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Act”). By Resolution 2003-02, adopted on January 15, 2003, the name of the authority was changed to CRHMFA Homebuyers Fund. The most recent amendment to the Joint Exercise of Powers Agreement was on January 28, 2004. B.WHEREAS, the Members of CRHMFA Homebuyers Fund desire to update, reaffirm, clarify and revise certain provisions of the joint powers agreement, including the renaming of the joint powers authority, as set forth herein. C.WHEREAS, the Members are each empowered by law to finance the construction, acquisition, improvement and rehabilitation of real property. D.WHEREAS, by this Agreement, the Members desire to create and establish a joint powers authority to exercise their respective powers for the purpose of financing the construction, acquisition, improvement and rehabilitation of real property within the jurisdiction of the Authority as authorized by the Act. NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Members individually and collectively agree as follows: 1.Definitions Unless the context otherwise requires, the following terms shall for purposes of this Agreement have the meanings specified below: "Act" means the Joint Exercise of Powers Act, commencing with Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, including the Marks-Roos Local Bond Pooling Act of 1985, as amended. "Agreement" means this Joint Exercise of Powers Agreement, as the same now exists or as it may from time to time be amended as provided herein. Exhibit A 217 "Associate Member" means a county, city or other public agency which is not a voting member of the Rural County Representatives of California, a California nonprofit corporation (“RCRC”), with legal power and authority similar to that of the Members, admitted pursuant to paragraph 4.d. below to associate membership herein by vote of the Board. “Audit Committee” means a committee made up of the nine-member Executive Committee. "Authority" means California Home Finance Authority (“CHF”), formerly known as CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Authority. "Board" means the governing board of the Authority as described in Section 7 below. "Bonds" means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements and other securities or obligations issued by the Authority, or financing agreements entered into by the Authority pursuant to the Act and any other obligation within the meaning of the term "Bonds" under the Act. “Delegate” means the Supervisor designated by the governing board of each Member to serve on the Board of the Authority. “Executive Committee” means the nine-member Executive Committee of the Board established pursuant to Section 10 hereof. "Member" means any county which is a member of RCRC, has executed this Agreement and has become a member of the Authority. “Obligations” means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements and other securities or obligations issued by the Authority, or financing agreements entered into by the Authority pursuant to the Act and any other financial or legal obligation of the Authority under the Act. “Program” or “Project” means any work, improvement, program, project or service undertaken by the Authority. "Rural County Representatives of California" or “RCRC” means the nonprofit entity incorporated under that name in the State of California. “Supervisor” means an elected County Supervisor from an RCRC member county. 2. Purpose The purpose of the Authority is to provide financing for the acquisition, construction, , improvement and rehabilitation of real property in accordance with applicable provisions of law for the benefit of residents and communities. In pursuit of this purpose, this Agreement provides for the joint exercise of powers common to any of its Members and Associate Members as provided herein, or otherwise authorized by the Act and other applicable laws, including assisting 218 in financing as authorized herein, jointly exercised in the manner set forth herein. 3. Principal Place of Business The principal office of the Authority shall be 1215 K Street, Suite 1650, Sacramento, California 95814. 4. Creation of Authority; Addition of Members or Associate Members a. The Authority is hereby created pursuant to the Act. As provided in the Act, the Authority shall be a public entity separate and distinct from the Members or Associate Members. b. The Authority will cause a notice of this Agreement or any amendment hereto to be prepared and filed with the office of the Secretary of State of California in a timely fashion in the manner set forth in Section 6503.3 of the Act. c. A county that is a member of RCRC may petition to become a member of the Authority by submitting to the Board a resolution or evidence of other formal action taken by its governing body adopting this Agreement. The Board shall review the petition for membership and shall vote to approve or disapprove the petition. If the petition is approved by a majority of the Board, such county shall immediately become a Member of the Authority. d. An Associate Member may be added to the Authority upon the affirmative approval of its respective governing board and pursuant to action by the Authority Board upon such terms and conditions, and with such rights, privileges and responsibilities, as may be established from time to time by the Board. Such terms and conditions, and rights, privileges and responsibilities may vary among the Associate Members. Associate Members shall be entitled to participate in one or more programs of the Authority as determined by the Board, but shall not be voting members of the Board. The Executive Director of the Authority shall enforce the terms and conditions for prospective Associate Members to the Authority as provided by resolution of the Board and as amended from time to time by the Board. Changes in the terms and conditions for Associate Membership by the Board will not constitute an amendment of this Agreement. 5. Term and Termination of Powers This Agreement shall become effective from the date hereof until the earlier of the time when all Bonds and any interest thereon shall have been paid in full, or provision for such payment shall have been made, or when the Authority shall no longer own or hold any interest in a public capital improvement or program. The Authority shall continue to exercise the powers herein conferred upon it until termination of this Agreement, except that if any Bonds are issued and delivered, in no event shall the exercise of the powers herein granted be terminated until all Bonds so issued and delivered and the interest thereon shall have been paid or provision for such payment shall have been made and any other debt incurred with respect to any other financing program established or administered by the Authority has been repaid in full and is no longer outstanding. 6. Powers; Restriction upon Exercise 219 a. To effectuate its purpose, the Authority shall have the power to exercise any and all powers of the Members or of a joint powers authority under the Act and other applicable provisions of law, subject, however, to the conditions and restrictions herein contained. Each Member or Associate Member may also separately exercise any and all such powers. The powers of the Authority are limited to those of a general law county. b. The Authority may adopt, from time to time, such resolutions, guidelines, rules and regulations for the conduct of its meetings and the activities of the Authority as it deems necessary or desirable to accomplish its purpose. c. The Authority shall have the power to finance the construction, acquisition, improvement and rehabilitation of real property, including the power to purchase, with the amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by any of its Members or Associate Members and other local agencies at public or negotiated sale, for the purpose set forth herein and in accordance with the Act. All or any part of such bonds so purchased may be held by the Authority or resold to public or private purchasers at public or negotiated sale. The Authority shall set any other terms and conditions of any purchase or sale contemplated herein as it deems necessary or convenient and in furtherance of the Act. The Authority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its property or revenues as security to the extent permitted by resolution of the Board under any applicable provision of law. The Authority may issue Bonds in accordance with the Act in order to raise funds necessary to effectuate its purpose hereunder and may enter into agreements to secure such Bonds. The Authority may issue other forms of indebtedness authorized by the Act, and to secure such debt, to further such purpose. The Authority may utilize other forms of capital, including, but not limited to, the Authority’s internal resources, capital markets and other forms of private capital investment authorized by the Act.. d. The Authority is hereby authorized to do all acts necessary for the exercise of its powers, including, but not limited to: (1) executing contracts, (2) employing agents, consultants and employees, (3) acquiring, constructing or providing for maintenance and operation of any building, work or improvement, (4) acquiring, holding or disposing of real or personal property wherever located, including property subject to mortgage, (5) incurring debts, liabilities or obligations, (6) receiving gifts, contributions and donations of property, funds, services and any other forms of assistance from persons, firms, corporations or governmental entities, (7) suing and being sued in its own name, and litigating or settling any suits or claims, (8) doing any and all things necessary or convenient to the exercise of its specific powers and to accomplishing its purpose (9) establishing and/or administering districts to finance and refinance the acquisition, installation and improvement of energy efficiency, water 220 conservation and renewable energy improvements to or on real property and in buildings. The Authority may enter into one or more agreements, including without limitation, participation agreements and implementation agreements to implement such programs. e. Subject to the applicable provisions of any indenture or resolution providing for the investment of monies held thereunder, the Authority shall have the power to invest any of its funds as the Board deems advisable, in the same manner and upon the same conditions as local agencies pursuant to Section 53601 of the Government Code of the State of California. f. All property, equipment, supplies, funds and records of the Authority shall be owned by the Authority, except as may be provided otherwise herein or by resolution of the Board. g. Pursuant to the provisions of Section 6508.1 of the Act, the debts, liabilities and obligations of the Authority shall not be debts, liabilities and obligations of the Members or Associate Members. Any Bonds, together with any interest and premium thereon, shall not constitute debts, liabilities or obligations of any Member. The Members or Associate Members hereby agree that any such Bonds issued by the Authority shall not constitute general obligations of the Authority but shall be payable solely from the moneys pledged to the repayment of principal or interest on such Bonds under the terms of the resolution, indenture, trust, agreement or other instrument pursuant to which such Bonds are issued. Neither the Members or Associate Members nor the Authority shall be obligated to pay the principal of or premium, if any, or interest on the Bonds, or other costs incidental thereto, except from the revenues and funds pledged therefor, and neither the faith and credit nor the taxing power of the Members or Associate Members or the Authority shall be pledged to the payment of the principal of or premium, if any, or interest on the Bonds, nor shall the Members or Associate Members of the Authority be obligated in any manner to make any appropriation for such payment. No covenant or agreement contained in any Bond shall be deemed to be a covenant or agreement of any Delegate, or any officer, agent or employee of the Authority in an individual capacity, and neither the Board nor any officer thereof executing the Bonds or any document related thereto shall be liable personally on any Bond or be subject to any personal liability or accountability by reason of the issuance of any Bonds. 7. Governing Board a. The Board shall consist of the number of Delegates equal to one representative from each Member. b. The governing body of each Member shall appoint one of its Supervisors to serve as a Delegate on the Board. A Member’s appointment of its Delegate shall be delivered in writing (which may be by electronic mail) to the Authority and shall be effective until he or she is replaced by such governing body or no longer a Supervisor; any vacancy shall be filled by the governing body of the Member in the same manner provided in this paragraph b.. c. The governing body of each Member of the Board shall appoint a Supervisor as an alternate to serve on the Board in the absence of the Delegate; the alternate may exercise all the 221 rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to participate in the proceedings of the Board, and to vote upon any and all matters. No alternate may have more than one vote at any meeting of the Board, and any Member’s designation of an alternate shall be delivered in writing (which may be by electronic mail) to the Authority and shall be effective until such alternate is replaced by his or her governing body or is no longer a Supervisor, unless otherwise specified in such appointment. Any vacancy shall be filled by the governing body of the Member in the same manner provided in this paragraph c.. d. Any person who is not a member of the governing body of a Member and who attends a meeting on behalf of such Member may not vote or be counted toward a quorum but may, at the discretion of the Chair, participate in open meetings he or she attends. e. Each Associate Member may designate a non-voting representative to the Board who may not be counted toward a quorum but who may attend open meetings, propose agenda items and otherwise participate in Board Meetings. f. Delegates shall not receive compensation for serving as Delegates, but may claim and receive reimbursement for expenses actually incurred in connection with such service pursuant to rules approved by the Board and subject to the availability of funds. g. The Board shall have the power, by resolution, to the extent permitted by the Act or any other applicable law, to exercise any powers of the Authority and to delegate any of its functions to the Executive Committee or one or more Delegates, officers or agents of the Authority, and to cause any authorized Delegate, officer or agent to take any actions and execute any documents for and in the name and on behalf of the Board or the Authority. h. The Board may establish such committees as it deems necessary for any lawful purpose; such committees are advisory only and may not act or purport to act on behalf of the Board or the Authority. i. The Board shall develop, or cause to be developed, and review, modify as necessary, and adopt each Program. 8. Meetings of the Board a. The Board shall meet at least once annually, but may meet more frequently upon call of any officer or as provided by resolution of the Board. b. Meetings of the Board shall be called, noticed, held and conducted pursuant to the provisions of the Ralph M. Brown Act, Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code of the State of California. c. The Secretary of the Authority shall cause minutes of all meetings of the Board to be taken and distributed to each Member as soon as possible after each meeting. d. The lesser of twelve (12) Delegates or a majority of the number of current Delegates shall constitute a quorum for transacting business at any meeting of the Board, except 222 that less than a quorum may act to adjourn a meeting. Each Delegate shall have one vote. e. Meetings may be held at any location designated in notice properly given for a meeting and may be conducted by telephonic or similar means in any manner otherwise allowed by law. 9. Officers; Duties; Official Bonds a. The Board shall elect a chair and vice chair from among the Delegates at the Board’s annual meeting who shall serve a term of one (1) year or until their respective successor is elected. The chair shall conduct the meetings of the Board and perform such other duties as may be specified by resolution of the Board. The vice chair shall perform such duties in the absence or in the event of the unavailability of the chair. b. The Board shall contract annually with RCRC to administer the Agreement and to provide administrative services to the Authority, and the President and Chief Executive Officer of RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of the Authority. As chief executive of the Authority, the Executive Director is authorized to execute contracts and other obligations of the Authority, unless prior Board approval is required by a third party, by law or by Board specification, and to perform other duties specified by the Board. The Executive Director may appoint such other officers as may be required for the orderly conduct of the Authority’s business and affairs who shall serve at the pleasure of the Executive Director. Subject to the applicable provisions of any indenture or resolution providing for a trustee or other fiscal agent, the Executive Director, as Treasurer, is designated as the custodian of the Authority’s funds, from whatever source, and, as such, shall have the powers, duties and responsibilities specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have the powers, duties and responsibilities specified in Section 6505.5 of the Act. c. The Legislative Advocate for the Authority shall be the Rural County Representatives of California. d. The Treasurer and Auditor are public officers who have charge of, handle, or have access to all property of the Authority, and a bond for such officer in the amount of at least one hundred thousand dollars ($100,000.00) shall be obtained at the expense of the Authority and filed with the Executive Director. Such bond may secure the faithful performance of such officer’s duties with respect to another public office if such bond in at least the same amount specifically mentions the office of the Authority as required herein. The Treasurer and Auditor shall cause periodic independent audits to be made of the Authority’s books by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. e. The business of the Authority shall be conducted under the supervision of the Executive Director by RCRC personnel. 10. Executive Committee of the Authority a. Composition 223 The Authority shall appoint nine (9) members of its Board to serve on an Executive Committee. b. Powers and Limitations The Executive Committee shall act in an advisory capacity and make recommendations to the Authority Board. Duties will include, but not be limited to, review of the quarterly and annual budgets, service as the Audit Committee for the Authority, periodically review this Agreement; and complete any other tasks as may be assigned by the Board. The Executive Committee shall be subject to all limitations imposed by this Agreement, other applicable law, and resolutions of the Board. c. Quorum A majority of the Executive Committee shall constitute a quorum for transacting business of the Executive Committee. 11. Disposition of Assets Upon termination of this Agreement, all remaining assets and liabilities of the Authority shall be distributed to the respective Members in such manner as shall be determined by the Board and in accordance with the law. 12. Agreement Not Exclusive; Operation in Jurisdiction of Member This Agreement shall not be exclusive, and each Member expressly reserves its rights to carry out other public capital improvements and programs as provided for by law and to issue other obligations for those purposes. This Agreement shall not be deemed to amend or alter the terms of other agreements among the Members or Associate Members. 13. Conflict of Interest Code The Authority shall by resolution adopt a Conflict of Interest Code as required by law. 14. Contributions and Advances Contributions or advances of public funds and of personnel, equipment or property may be made to the Authority by any Member, Associate Member or any other public agency to further the purpose of this Agreement. Payment of public funds may be made to defray the cost of any contribution. Any advance may be made subject to repayment, and in that case shall be repaid in the manner agreed upon by the advancing Member, Associate Member or other public agency and the Authority at the time of making the advance. 15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses a. The fiscal year of the Authority shall be the period from January 1 of each year to and including the following December 31, except for any partial fiscal year resulting from a change 224 in accounting based on a different fiscal year previously. b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the succeeding fiscal year. c. The Authority shall establish and maintain such funds and accounts as may be required by generally accepted accounting principles. The books and records of the Authority are public records and shall be open to inspection at all reasonable times by each Member and its representatives. d. The Auditor shall either make, or contract with a certified public accountant or public accountant to make, an annual audit of the accounts and records of the Authority. The minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the Government Code of the State of California, and shall conform to generally accepted auditing standards. When an audit of accounts and records is made by a certified public accountant or public accountant, a report thereof shall be filed as a public record with each Member (and also with the auditor of Sacramento County as the county in which the Authority’s office is located) within 12 months after the end of the fiscal year. e. In any year in which the annual budget of the Authority does not exceed five thousand dollars ($5,000.00), the Board may, upon unanimous approval of the Board, replace the annual audit with an ensuing one-year period, but in no event for a period longer than two fiscal years. 16. Duties of Members or Associate Members; Breach If any Member or Associate Member shall default in performing any covenant contained herein, such default shall not excuse that Member or Associate Member from fulfilling its other obligations hereunder, and such defaulting Member or Associate Member shall remain liable for the performance of all covenants hereof. Each Member or Associate Member hereby declares that this Agreement is entered into for the benefit of the Authority created hereby, and each Member or Associate Member hereby grants to the Authority the right to enforce, by whatever lawful means the Authority deems appropriate, all of the obligations of each of the parties hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or hereafter enacted are cumulative, and the exercise of one right or remedy shall not impair the right of the Authority to any or all other remedies. 17. Indemnification To the full extent permitted by law, the Board may authorize indemnification by the Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or other agent of the Authority, and who was or is a party or is threatened to be made a party to a proceeding by reason of the fact that such person is or was such a Delegate, alternate, officer, consultant, employee or other agent of the Authority. Such indemnification may be made against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with such proceeding, if such person acted in good faith and in a manner such person reasonably believed to be in the best interests of the Authority and, in the case of a criminal 225 proceeding, had no reasonable cause to believe his or her conduct was unlawful and, in the case of an action by or in the right of the Authority, acted with such care, including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances. 18. Immunities All of the privileges and immunities from liabilities, exemptions from law, ordinances and rules, all pension, relief, disability, workers' compensation and other benefits which apply to the activity of officers, agents or employees of any of the Members or Associate Members when performing their respective functions, shall apply to them to the same degree and extent while engaged as Delegates or otherwise as an officer, agent or other representative of the Authority or while engaged in the performance of any of their functions or duties under the provisions of this Agreement. 19. Amendment This Agreement may be amended by the adoption of the amendment by the governing bodies of a majority of the Members. The amendment shall become effective on the first day of the month following the last required member agency approval. An amendment may be initiated by the Board, upon approval by a majority of the Board. Any proposed amendment, including the text of the proposed change, shall be given by the Board to each Member’s Delegate for presentation and action by each Member's board within 60 days, which time may be extended by the Board. The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn Members without requiring formal amendment of the Agreement by the Authority Board of Directors. 20. Withdrawal of Member or Associate Member If a Member withdraws as member of RCRC, its membership in the Authority shall automatically terminate. A Member or Associate Member may withdraw from this Agreement upon written notice to the Board; provided however, that no such withdrawal shall result in the dissolution of the Authority as long as any Bonds or other obligations of the Authority remain outstanding. Any such withdrawal shall become effective thirty (30) days after a resolution adopted by the Member's governing body which authorizes withdrawal is received by the Authority. Notwithstanding the foregoing, any termination of membership or withdrawal from the Authority shall not operate to relieve any terminated or withdrawing Member or Associate Member from Obligations incurred by such terminated or withdrawing Member or Associate Member prior to the time of its termination or withdrawal. 20. Miscellaneous a. Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. b. Construction. The section headings herein are for convenience only and are not to 226 be construed as modifying or governing the language in the section referred to. c. Approvals. Wherever in this Agreement any consent or approval is required, the same shall not be unreasonably withheld. d. Jurisdiction; Venue. This Agreement is made in the State of California, under the Constitution and laws of such State and is to be so construed; any action to enforce or interpret its terms shall be brought in Sacramento County, California. e. Integration. This Agreement is the complete and exclusive statement of the agreement among the parties hereto, and it supersedes and merges all prior proposals, understandings, and other agreements, whether oral, written, or implied in conduct, between and among the parties relating to the subject matter of this Agreement. f. Successors; Assignment. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. Except to the extent expressly provided herein, no Member may assign any right or obligation hereunder without the consent of the Board. g. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terms or provisions hereof shall not be affected thereby. The parties hereto have caused this Agreement to be executed and attested by their properly authorized officers. AS ADOPTED BY THE MEMBERS: Originally dated July 1, 1993 Amended and restated December 10, 1998 Amended and restated February 18, 1999 Amended and restated September 18, 2002 Amended and restated January 28, 2004 Amended and restated December 10, 2014 [SIGNATURES ON FOLLOWING PAGES] 227 ATTACHMENT 1 CALIFORNIA HOME FINANCE AUTHORITY MEMBERS As of December 10, 2014 Alpine County Amador County Butte County Calaveras County Colusa County Del Norte County El Dorado County Glenn County Humboldt County Imperial County Inyo County Lake County Lassen County Madera County Mariposa County Mendocino County Merced County Modoc County Mono County Napa County Nevada County Placer County Plumas County San Benito County Shasta County Sierra County Siskiyou County Sutter County Tehama County Trinity County Tuolumne County Yolo County Yuba County 228 SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS NAME OF COUNTY OR CITY: ______________________________ Dated: By: Name: Title: Attest: By __________________________________ [Clerk of the Board Supervisors or City Clerk] 229 -1- 82671.00001\9521876.4 RESOLUTION NO. ______________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO CALIFORNIA, CONSENTING TO INCLUSION OF PROPERTIES WITHIN THE CITY’S JURISDICTION IN THE CALIFORNIA HOME FINANCE AUTHORITY, PROGRAM TO FINANCE RENEWABLE ENERGY GENERATION, ENERGY AND WATER EFFICIENCY IMPROVEMENTS AND ELECTRIC VEHICLE CHARGING INFRASTRUCTURE AND APPROVING ASSOCIATE MEMBERSHIP IN THE JOINT EXERCISE OF POWERS AUTHORITY RELATED THERETO WHEREAS, the California Home Finance Authority (“Authority”) is a joint exercise of powers authority established pursuant to Chapter 5 of Division 7, Title 1 of the Government Code of the State of California (Section 6500 and following) (the “Act”) and the Joint Power Agreement entered into on July 1, 1993, as amended from time to time (the “Authority JPA”); and WHEREAS, the Authority is in the process of amending the Authority JPA to formally change its name to the Golden State Finance Authority; and WHEREAS, Authority has established a property-assessed clean energy (“PACE”) Program (the “Authority PACE Program”) to provide for the financing of renewable energy generation, energy and water efficiency improvements and electric vehicle charging infrastructure (the “Improvements”) pursuant to Chapter 29 of the Improvement Bond Act of 1911, being Division 7 of the California Streets and Highways Code (“Chapter 29”) within counties and cities throughout the State of California that elect to participate in such program; and WHEREAS, City of Cupertino (the “City”) is committed to development of renewable energy generation and energy and water efficiency improvements, reduction of greenhouse gases, and protection of the environment; and WHEREAS, in Chapter 29, the Legislature has authorized cities and counties to assist property owners in financing the cost of installing Improvements through a voluntary contractual assessment program; and WHEREAS, installation of such Improvements by property owners within the jurisdictional boundaries of the counties and cities that are participating in the Authority PACE Program would promote the purposes cited above; and WHEREAS, the City wishes to provide innovative solutions to its property owners to achieve energy and water efficiency, and in doing so cooperate with Authority in order to efficiently and economically assist property owners within the City in financing such Improvements; and WHEREAS, Authority has established the Authority PACE Program, which is such a voluntary contractual assessment program, as permitted by the Act, the Authority JPA, originally made and entered into July 1, 1993, as amended to date, and the City, desires to become an Associate Member of the JPA by execution of the JPA Agreement, a copy of which is attached 230 -2- 82671.00001\9521876.4 as Exhibit “A” hereto, to participate in the programs of the JPA and to assist property owners within the jurisdiction of the City in financing the cost of installing Improvements; and WHEREAS, the City will not be responsible for the conduct of any assessment proceedings; the levy and collection of assessments or any required remedial action in the case of delinquencies in the payment of any assessments or the issuance, sale or administration of any bonds issued in connection with the Authority PACE Program. NOW, THEREFORE, BE IT RESOLVED THAT: 1. This City Council finds and declares that properties in the City’s incorporated area will be benefited by the availability of the Authority PACE Program to finance the installation of the Improvements. 2. This City Council consents to inclusion in the Authority PACE Program of all of the properties in the jurisdictional boundaries of the City and to the Improvements, upon the request by and voluntary agreement of owners of such properties, in compliance with the laws, rules and regulations applicable to such program; and to the assumption of jurisdiction thereover by Authority for the purposes thereof. 3. The consent of this City Council constitutes assent to the assumption of jurisdiction by Authority for all purposes of the Authority PACE Program and authorizes Authority, upon satisfaction of the conditions imposed in this resolution, to take each and every step required for or suitable for financing the Improvements, including the levying, collecting and enforcement of the contractual assessments to finance the Improvements and the issuance and enforcement of bonds to represent such contractual assessments. 4. This City Council hereby approves joining the JPA as an Associate Member and authorizes the execution by appropriate City officials of any necessary documents to effectuate such membership. 5. City staff is authorized and directed to coordinate with Authority staff to facilitate operation of the Authority PACE Program within the City, and report back periodically to this City Council on the success of such program. 6. This Resolution shall take effect immediately upon its adoption. The City Clerk is directed to send a certified copy of this resolution to the Secretary of the Authority. PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Cupertino the 7th day of February, 2017 by the following vote: Vote Members of the City Council AYES: NOES: 231 -3- 82671.00001\9521876.4 ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 232 -1- 82671.00001\9521876.4 Exhibit A JPA Agreement 233 CALIFORNIA HOME FINANCE AUTHORITY AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT (Original date July 1, 1993 and as last amended and restated December 10, 2014) THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT (“Agreement”) is entered into by and among the counties listed on Attachment 1 hereof and incorporated herein by reference. All such counties are referred to herein as "Members" with the respective powers, privileges and restrictions provided herein. RECITALS A.WHEREAS, the California Rural Home Mortgage Finance Authority (“CRHMFA”) was created by a Joint Exercise of Powers Agreement dated July 1, 1993 pursuant to the Joint Exercise of Powers Act (commencing with Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Act”). By Resolution 2003-02, adopted on January 15, 2003, the name of the authority was changed to CRHMFA Homebuyers Fund. The most recent amendment to the Joint Exercise of Powers Agreement was on January 28, 2004. B.WHEREAS, the Members of CRHMFA Homebuyers Fund desire to update, reaffirm, clarify and revise certain provisions of the joint powers agreement, including the renaming of the joint powers authority, as set forth herein. C.WHEREAS, the Members are each empowered by law to finance the construction, acquisition, improvement and rehabilitation of real property. D.WHEREAS, by this Agreement, the Members desire to create and establish a joint powers authority to exercise their respective powers for the purpose of financing the construction, acquisition, improvement and rehabilitation of real property within the jurisdiction of the Authority as authorized by the Act. NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Members individually and collectively agree as follows: 1.Definitions Unless the context otherwise requires, the following terms shall for purposes of this Agreement have the meanings specified below: "Act" means the Joint Exercise of Powers Act, commencing with Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, including the Marks-Roos Local Bond Pooling Act of 1985, as amended. "Agreement" means this Joint Exercise of Powers Agreement, as the same now exists or as it may from time to time be amended as provided herein. Exhibit A 234 "Associate Member" means a county, city or other public agency which is not a voting member of the Rural County Representatives of California, a California nonprofit corporation (“RCRC”), with legal power and authority similar to that of the Members, admitted pursuant to paragraph 4.d. below to associate membership herein by vote of the Board. “Audit Committee” means a committee made up of the nine-member Executive Committee. "Authority" means California Home Finance Authority (“CHF”), formerly known as CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Authority. "Board" means the governing board of the Authority as described in Section 7 below. "Bonds" means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements and other securities or obligations issued by the Authority, or financing agreements entered into by the Authority pursuant to the Act and any other obligation within the meaning of the term "Bonds" under the Act. “Delegate” means the Supervisor designated by the governing board of each Member to serve on the Board of the Authority. “Executive Committee” means the nine-member Executive Committee of the Board established pursuant to Section 10 hereof. "Member" means any county which is a member of RCRC, has executed this Agreement and has become a member of the Authority. “Obligations” means bonds, notes, warrants, leases, certificates of participation, installment purchase agreements, loan agreements and other securities or obligations issued by the Authority, or financing agreements entered into by the Authority pursuant to the Act and any other financial or legal obligation of the Authority under the Act. “Program” or “Project” means any work, improvement, program, project or service undertaken by the Authority. "Rural County Representatives of California" or “RCRC” means the nonprofit entity incorporated under that name in the State of California. “Supervisor” means an elected County Supervisor from an RCRC member county. 2. Purpose The purpose of the Authority is to provide financing for the acquisition, construction, , improvement and rehabilitation of real property in accordance with applicable provisions of law for the benefit of residents and communities. In pursuit of this purpose, this Agreement provides for the joint exercise of powers common to any of its Members and Associate Members as provided herein, or otherwise authorized by the Act and other applicable laws, including assisting 235 in financing as authorized herein, jointly exercised in the manner set forth herein. 3. Principal Place of Business The principal office of the Authority shall be 1215 K Street, Suite 1650, Sacramento, California 95814. 4. Creation of Authority; Addition of Members or Associate Members a. The Authority is hereby created pursuant to the Act. As provided in the Act, the Authority shall be a public entity separate and distinct from the Members or Associate Members. b. The Authority will cause a notice of this Agreement or any amendment hereto to be prepared and filed with the office of the Secretary of State of California in a timely fashion in the manner set forth in Section 6503.3 of the Act. c. A county that is a member of RCRC may petition to become a member of the Authority by submitting to the Board a resolution or evidence of other formal action taken by its governing body adopting this Agreement. The Board shall review the petition for membership and shall vote to approve or disapprove the petition. If the petition is approved by a majority of the Board, such county shall immediately become a Member of the Authority. d. An Associate Member may be added to the Authority upon the affirmative approval of its respective governing board and pursuant to action by the Authority Board upon such terms and conditions, and with such rights, privileges and responsibilities, as may be established from time to time by the Board. Such terms and conditions, and rights, privileges and responsibilities may vary among the Associate Members. Associate Members shall be entitled to participate in one or more programs of the Authority as determined by the Board, but shall not be voting members of the Board. The Executive Director of the Authority shall enforce the terms and conditions for prospective Associate Members to the Authority as provided by resolution of the Board and as amended from time to time by the Board. Changes in the terms and conditions for Associate Membership by the Board will not constitute an amendment of this Agreement. 5. Term and Termination of Powers This Agreement shall become effective from the date hereof until the earlier of the time when all Bonds and any interest thereon shall have been paid in full, or provision for such payment shall have been made, or when the Authority shall no longer own or hold any interest in a public capital improvement or program. The Authority shall continue to exercise the powers herein conferred upon it until termination of this Agreement, except that if any Bonds are issued and delivered, in no event shall the exercise of the powers herein granted be terminated until all Bonds so issued and delivered and the interest thereon shall have been paid or provision for such payment shall have been made and any other debt incurred with respect to any other financing program established or administered by the Authority has been repaid in full and is no longer outstanding. 6. Powers; Restriction upon Exercise 236 a. To effectuate its purpose, the Authority shall have the power to exercise any and all powers of the Members or of a joint powers authority under the Act and other applicable provisions of law, subject, however, to the conditions and restrictions herein contained. Each Member or Associate Member may also separately exercise any and all such powers. The powers of the Authority are limited to those of a general law county. b. The Authority may adopt, from time to time, such resolutions, guidelines, rules and regulations for the conduct of its meetings and the activities of the Authority as it deems necessary or desirable to accomplish its purpose. c. The Authority shall have the power to finance the construction, acquisition, improvement and rehabilitation of real property, including the power to purchase, with the amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by any of its Members or Associate Members and other local agencies at public or negotiated sale, for the purpose set forth herein and in accordance with the Act. All or any part of such bonds so purchased may be held by the Authority or resold to public or private purchasers at public or negotiated sale. The Authority shall set any other terms and conditions of any purchase or sale contemplated herein as it deems necessary or convenient and in furtherance of the Act. The Authority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its property or revenues as security to the extent permitted by resolution of the Board under any applicable provision of law. The Authority may issue Bonds in accordance with the Act in order to raise funds necessary to effectuate its purpose hereunder and may enter into agreements to secure such Bonds. The Authority may issue other forms of indebtedness authorized by the Act, and to secure such debt, to further such purpose. The Authority may utilize other forms of capital, including, but not limited to, the Authority’s internal resources, capital markets and other forms of private capital investment authorized by the Act.. d. The Authority is hereby authorized to do all acts necessary for the exercise of its powers, including, but not limited to: (1) executing contracts, (2) employing agents, consultants and employees, (3) acquiring, constructing or providing for maintenance and operation of any building, work or improvement, (4) acquiring, holding or disposing of real or personal property wherever located, including property subject to mortgage, (5) incurring debts, liabilities or obligations, (6) receiving gifts, contributions and donations of property, funds, services and any other forms of assistance from persons, firms, corporations or governmental entities, (7) suing and being sued in its own name, and litigating or settling any suits or claims, (8) doing any and all things necessary or convenient to the exercise of its specific powers and to accomplishing its purpose (9) establishing and/or administering districts to finance and refinance the acquisition, installation and improvement of energy efficiency, water 237 conservation and renewable energy improvements to or on real property and in buildings. The Authority may enter into one or more agreements, including without limitation, participation agreements and implementation agreements to implement such programs. e. Subject to the applicable provisions of any indenture or resolution providing for the investment of monies held thereunder, the Authority shall have the power to invest any of its funds as the Board deems advisable, in the same manner and upon the same conditions as local agencies pursuant to Section 53601 of the Government Code of the State of California. f. All property, equipment, supplies, funds and records of the Authority shall be owned by the Authority, except as may be provided otherwise herein or by resolution of the Board. g. Pursuant to the provisions of Section 6508.1 of the Act, the debts, liabilities and obligations of the Authority shall not be debts, liabilities and obligations of the Members or Associate Members. Any Bonds, together with any interest and premium thereon, shall not constitute debts, liabilities or obligations of any Member. The Members or Associate Members hereby agree that any such Bonds issued by the Authority shall not constitute general obligations of the Authority but shall be payable solely from the moneys pledged to the repayment of principal or interest on such Bonds under the terms of the resolution, indenture, trust, agreement or other instrument pursuant to which such Bonds are issued. Neither the Members or Associate Members nor the Authority shall be obligated to pay the principal of or premium, if any, or interest on the Bonds, or other costs incidental thereto, except from the revenues and funds pledged therefor, and neither the faith and credit nor the taxing power of the Members or Associate Members or the Authority shall be pledged to the payment of the principal of or premium, if any, or interest on the Bonds, nor shall the Members or Associate Members of the Authority be obligated in any manner to make any appropriation for such payment. No covenant or agreement contained in any Bond shall be deemed to be a covenant or agreement of any Delegate, or any officer, agent or employee of the Authority in an individual capacity, and neither the Board nor any officer thereof executing the Bonds or any document related thereto shall be liable personally on any Bond or be subject to any personal liability or accountability by reason of the issuance of any Bonds. 7. Governing Board a. The Board shall consist of the number of Delegates equal to one representative from each Member. b. The governing body of each Member shall appoint one of its Supervisors to serve as a Delegate on the Board. A Member’s appointment of its Delegate shall be delivered in writing (which may be by electronic mail) to the Authority and shall be effective until he or she is replaced by such governing body or no longer a Supervisor; any vacancy shall be filled by the governing body of the Member in the same manner provided in this paragraph b.. c. The governing body of each Member of the Board shall appoint a Supervisor as an alternate to serve on the Board in the absence of the Delegate; the alternate may exercise all the 238 rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to participate in the proceedings of the Board, and to vote upon any and all matters. No alternate may have more than one vote at any meeting of the Board, and any Member’s designation of an alternate shall be delivered in writing (which may be by electronic mail) to the Authority and shall be effective until such alternate is replaced by his or her governing body or is no longer a Supervisor, unless otherwise specified in such appointment. Any vacancy shall be filled by the governing body of the Member in the same manner provided in this paragraph c.. d. Any person who is not a member of the governing body of a Member and who attends a meeting on behalf of such Member may not vote or be counted toward a quorum but may, at the discretion of the Chair, participate in open meetings he or she attends. e. Each Associate Member may designate a non-voting representative to the Board who may not be counted toward a quorum but who may attend open meetings, propose agenda items and otherwise participate in Board Meetings. f. Delegates shall not receive compensation for serving as Delegates, but may claim and receive reimbursement for expenses actually incurred in connection with such service pursuant to rules approved by the Board and subject to the availability of funds. g. The Board shall have the power, by resolution, to the extent permitted by the Act or any other applicable law, to exercise any powers of the Authority and to delegate any of its functions to the Executive Committee or one or more Delegates, officers or agents of the Authority, and to cause any authorized Delegate, officer or agent to take any actions and execute any documents for and in the name and on behalf of the Board or the Authority. h. The Board may establish such committees as it deems necessary for any lawful purpose; such committees are advisory only and may not act or purport to act on behalf of the Board or the Authority. i. The Board shall develop, or cause to be developed, and review, modify as necessary, and adopt each Program. 8. Meetings of the Board a. The Board shall meet at least once annually, but may meet more frequently upon call of any officer or as provided by resolution of the Board. b. Meetings of the Board shall be called, noticed, held and conducted pursuant to the provisions of the Ralph M. Brown Act, Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code of the State of California. c. The Secretary of the Authority shall cause minutes of all meetings of the Board to be taken and distributed to each Member as soon as possible after each meeting. d. The lesser of twelve (12) Delegates or a majority of the number of current Delegates shall constitute a quorum for transacting business at any meeting of the Board, except 239 that less than a quorum may act to adjourn a meeting. Each Delegate shall have one vote. e. Meetings may be held at any location designated in notice properly given for a meeting and may be conducted by telephonic or similar means in any manner otherwise allowed by law. 9. Officers; Duties; Official Bonds a. The Board shall elect a chair and vice chair from among the Delegates at the Board’s annual meeting who shall serve a term of one (1) year or until their respective successor is elected. The chair shall conduct the meetings of the Board and perform such other duties as may be specified by resolution of the Board. The vice chair shall perform such duties in the absence or in the event of the unavailability of the chair. b. The Board shall contract annually with RCRC to administer the Agreement and to provide administrative services to the Authority, and the President and Chief Executive Officer of RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of the Authority. As chief executive of the Authority, the Executive Director is authorized to execute contracts and other obligations of the Authority, unless prior Board approval is required by a third party, by law or by Board specification, and to perform other duties specified by the Board. The Executive Director may appoint such other officers as may be required for the orderly conduct of the Authority’s business and affairs who shall serve at the pleasure of the Executive Director. Subject to the applicable provisions of any indenture or resolution providing for a trustee or other fiscal agent, the Executive Director, as Treasurer, is designated as the custodian of the Authority’s funds, from whatever source, and, as such, shall have the powers, duties and responsibilities specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have the powers, duties and responsibilities specified in Section 6505.5 of the Act. c. The Legislative Advocate for the Authority shall be the Rural County Representatives of California. d. The Treasurer and Auditor are public officers who have charge of, handle, or have access to all property of the Authority, and a bond for such officer in the amount of at least one hundred thousand dollars ($100,000.00) shall be obtained at the expense of the Authority and filed with the Executive Director. Such bond may secure the faithful performance of such officer’s duties with respect to another public office if such bond in at least the same amount specifically mentions the office of the Authority as required herein. The Treasurer and Auditor shall cause periodic independent audits to be made of the Authority’s books by a certified public accountant, or public accountant, in compliance with Section 6505 of the Act. e. The business of the Authority shall be conducted under the supervision of the Executive Director by RCRC personnel. 10. Executive Committee of the Authority a. Composition 240 The Authority shall appoint nine (9) members of its Board to serve on an Executive Committee. b. Powers and Limitations The Executive Committee shall act in an advisory capacity and make recommendations to the Authority Board. Duties will include, but not be limited to, review of the quarterly and annual budgets, service as the Audit Committee for the Authority, periodically review this Agreement; and complete any other tasks as may be assigned by the Board. The Executive Committee shall be subject to all limitations imposed by this Agreement, other applicable law, and resolutions of the Board. c. Quorum A majority of the Executive Committee shall constitute a quorum for transacting business of the Executive Committee. 11. Disposition of Assets Upon termination of this Agreement, all remaining assets and liabilities of the Authority shall be distributed to the respective Members in such manner as shall be determined by the Board and in accordance with the law. 12. Agreement Not Exclusive; Operation in Jurisdiction of Member This Agreement shall not be exclusive, and each Member expressly reserves its rights to carry out other public capital improvements and programs as provided for by law and to issue other obligations for those purposes. This Agreement shall not be deemed to amend or alter the terms of other agreements among the Members or Associate Members. 13. Conflict of Interest Code The Authority shall by resolution adopt a Conflict of Interest Code as required by law. 14. Contributions and Advances Contributions or advances of public funds and of personnel, equipment or property may be made to the Authority by any Member, Associate Member or any other public agency to further the purpose of this Agreement. Payment of public funds may be made to defray the cost of any contribution. Any advance may be made subject to repayment, and in that case shall be repaid in the manner agreed upon by the advancing Member, Associate Member or other public agency and the Authority at the time of making the advance. 15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses a. The fiscal year of the Authority shall be the period from January 1 of each year to and including the following December 31, except for any partial fiscal year resulting from a change 241 in accounting based on a different fiscal year previously. b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the succeeding fiscal year. c. The Authority shall establish and maintain such funds and accounts as may be required by generally accepted accounting principles. The books and records of the Authority are public records and shall be open to inspection at all reasonable times by each Member and its representatives. d. The Auditor shall either make, or contract with a certified public accountant or public accountant to make, an annual audit of the accounts and records of the Authority. The minimum requirements of the audit shall be those prescribed by the State Controller for special districts under Section 26909 of the Government Code of the State of California, and shall conform to generally accepted auditing standards. When an audit of accounts and records is made by a certified public accountant or public accountant, a report thereof shall be filed as a public record with each Member (and also with the auditor of Sacramento County as the county in which the Authority’s office is located) within 12 months after the end of the fiscal year. e. In any year in which the annual budget of the Authority does not exceed five thousand dollars ($5,000.00), the Board may, upon unanimous approval of the Board, replace the annual audit with an ensuing one-year period, but in no event for a period longer than two fiscal years. 16. Duties of Members or Associate Members; Breach If any Member or Associate Member shall default in performing any covenant contained herein, such default shall not excuse that Member or Associate Member from fulfilling its other obligations hereunder, and such defaulting Member or Associate Member shall remain liable for the performance of all covenants hereof. Each Member or Associate Member hereby declares that this Agreement is entered into for the benefit of the Authority created hereby, and each Member or Associate Member hereby grants to the Authority the right to enforce, by whatever lawful means the Authority deems appropriate, all of the obligations of each of the parties hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or hereafter enacted are cumulative, and the exercise of one right or remedy shall not impair the right of the Authority to any or all other remedies. 17. Indemnification To the full extent permitted by law, the Board may authorize indemnification by the Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or other agent of the Authority, and who was or is a party or is threatened to be made a party to a proceeding by reason of the fact that such person is or was such a Delegate, alternate, officer, consultant, employee or other agent of the Authority. Such indemnification may be made against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with such proceeding, if such person acted in good faith and in a manner such person reasonably believed to be in the best interests of the Authority and, in the case of a criminal 242 proceeding, had no reasonable cause to believe his or her conduct was unlawful and, in the case of an action by or in the right of the Authority, acted with such care, including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances. 18. Immunities All of the privileges and immunities from liabilities, exemptions from law, ordinances and rules, all pension, relief, disability, workers' compensation and other benefits which apply to the activity of officers, agents or employees of any of the Members or Associate Members when performing their respective functions, shall apply to them to the same degree and extent while engaged as Delegates or otherwise as an officer, agent or other representative of the Authority or while engaged in the performance of any of their functions or duties under the provisions of this Agreement. 19. Amendment This Agreement may be amended by the adoption of the amendment by the governing bodies of a majority of the Members. The amendment shall become effective on the first day of the month following the last required member agency approval. An amendment may be initiated by the Board, upon approval by a majority of the Board. Any proposed amendment, including the text of the proposed change, shall be given by the Board to each Member’s Delegate for presentation and action by each Member's board within 60 days, which time may be extended by the Board. The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn Members without requiring formal amendment of the Agreement by the Authority Board of Directors. 20. Withdrawal of Member or Associate Member If a Member withdraws as member of RCRC, its membership in the Authority shall automatically terminate. A Member or Associate Member may withdraw from this Agreement upon written notice to the Board; provided however, that no such withdrawal shall result in the dissolution of the Authority as long as any Bonds or other obligations of the Authority remain outstanding. Any such withdrawal shall become effective thirty (30) days after a resolution adopted by the Member's governing body which authorizes withdrawal is received by the Authority. Notwithstanding the foregoing, any termination of membership or withdrawal from the Authority shall not operate to relieve any terminated or withdrawing Member or Associate Member from Obligations incurred by such terminated or withdrawing Member or Associate Member prior to the time of its termination or withdrawal. 20. Miscellaneous a. Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. b. Construction. The section headings herein are for convenience only and are not to 243 be construed as modifying or governing the language in the section referred to. c. Approvals. Wherever in this Agreement any consent or approval is required, the same shall not be unreasonably withheld. d. Jurisdiction; Venue. This Agreement is made in the State of California, under the Constitution and laws of such State and is to be so construed; any action to enforce or interpret its terms shall be brought in Sacramento County, California. e. Integration. This Agreement is the complete and exclusive statement of the agreement among the parties hereto, and it supersedes and merges all prior proposals, understandings, and other agreements, whether oral, written, or implied in conduct, between and among the parties relating to the subject matter of this Agreement. f. Successors; Assignment. This Agreement shall be binding upon and shall inure to the benefit of the successors of the parties hereto. Except to the extent expressly provided herein, no Member may assign any right or obligation hereunder without the consent of the Board. g. Severability. Should any part, term or provision of this Agreement be decided by the courts to be illegal or in conflict with any law of the State of California, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terms or provisions hereof shall not be affected thereby. The parties hereto have caused this Agreement to be executed and attested by their properly authorized officers. AS ADOPTED BY THE MEMBERS: Originally dated July 1, 1993 Amended and restated December 10, 1998 Amended and restated February 18, 1999 Amended and restated September 18, 2002 Amended and restated January 28, 2004 Amended and restated December 10, 2014 [SIGNATURES ON FOLLOWING PAGES] 244 ATTACHMENT 1 CALIFORNIA HOME FINANCE AUTHORITY MEMBERS As of December 10, 2014 Alpine County Amador County Butte County Calaveras County Colusa County Del Norte County El Dorado County Glenn County Humboldt County Imperial County Inyo County Lake County Lassen County Madera County Mariposa County Mendocino County Merced County Modoc County Mono County Napa County Nevada County Placer County Plumas County San Benito County Shasta County Sierra County Siskiyou County Sutter County Tehama County Trinity County Tuolumne County Yolo County Yuba County 245 SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS NAME OF COUNTY OR CITY: ______________________________ Dated: By: Name: Title: Attest: By __________________________________ [Clerk of the Board Supervisors or City Clerk] 246 A - 1 RESOLUTION NO. ______________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO, CALIFORNIA, CONSENTING TO INCLUSION OF PROPERTIES WITHIN THE CITY’S JURISDICTION IN THE CALIFORNIA HERO PROGRAM TO FINANCE DISTRIBUTED GENERATION RENEWABLE ENERGY SOURCES, ENERGY AND WATER EFFICIENCY IMPROVEMENTS AND ELECTRIC VEHICLE CHARGING INFRASTRUCTURE AND APPROVING THE AMENDMENT TO A CERTAIN JOINT POWERS AGREEMENT RELATED THERETO WHEREAS, the Western Riverside Council of Governments (“Authority”) is a joint exercise of powers authority established pursuant to Chapter 5 of Division 7, Title 1 of the Government Code of the State of California (Section 6500 and following) (the “Act”) and the Joint Power Agreement entered into on April 1, 1991, as amended from time to time (the “Authority JPA”); and WHEREAS, Authority has established the California HERO Program to provide for the financing of renewable energy distributed generation sources, energy and water efficiency improvements and electric vehicle charging infrastructure (the “Improvements”) pursuant to Chapter 29 of the Improvement Bond Act of 1911, being Division 7 of the California Streets and Highways Code (“Chapter 29”) within counties and cities throughout the State of California that elect to participate in such program; and WHEREAS, City of Cupertino (the “City”) is committed to development of renewable energy sources and energy efficiency improvements, reduction of greenhouse gases, protection of our environment, and reversal of climate change; and WHEREAS, in Chapter 29, the Legislature has authorized cities and counties to assist property owners in financing the cost of installing Improvements through a voluntary contractual assessment program; and WHEREAS, installation of such Improvements by property owners within the jurisdictional boundaries of the counties and cities that are participating in the California HERO Program would promote the purposes cited above; and WHEREAS, the City wishes to provide innovative solutions to its property owners to achieve energy and water efficiency and independence, and in doing so cooperate with Authority in order to efficiently and economically assist property owners the City in financing such Improvements; and WHEREAS, Authority has established the California HERO Program, which is such a voluntary contractual assessment program, as permitted by the Act, the Authority JPA, originally made and entered into April 1, 1991, as amended to date, and the Amendment to Joint Powers Agreement Adding the City of Cupertino as an Associate Member of the Western Riverside Council of Governments to Permit the Provision of Property Assessed Clean Energy (PACE) Program Services within the City (the “JPA Amendment”), by and between Authority and the City, a copy of which is attached as 247 A - 2 Exhibit “A” hereto, to assist property owners within the jurisdiction of the City in financing the cost of installing Improvements; and WHEREAS, the City will not be responsible for the conduct of any assessment proceedings; the levy and collection of assessments or any required remedial action in the case of delinquencies in the payment of any assessments or the issuance, sale or administration of any bonds issued in connection with the California HERO Program. NOW, THEREFORE, BE IT RESOLVED THAT: 1. This City Council finds and declares that properties in the City’s incorporated area will be benefited by the availability of the California HERO Program to finance the installation of the Improvements. 2. This City Council consents to inclusion in the California HERO Program of all of the properties in the jurisdictional boundaries of the City and to the Improvements, upon the request by and voluntary agreement of owners of such properties, in compliance with the laws, rules and regulations applicable to such program; and to the assumption of jurisdiction thereover by Authority for the purposes thereof. 3. The consent of this City Council constitutes assent to the assumption of jurisdiction by Authority for all purposes of the California HERO Program and authorizes Authority, upon satisfaction of the conditions imposed in this resolution, to take each and every step required for or suitable for financing the Improvements, including the levying, collecting and enforcement of the contractual assessments to finance the Improvements and the issuance and enforcement of bonds to represent such contractual assessments. 4. This City Council hereby approves the JPA Amendment and authorizes the execution thereof by appropriate City officials. 5. City staff is authorized and directed to coordinate with Authority staff to facilitate operation of the California HERO Program within the City, and report back periodically to this City Council on the success of such program. 6. This Resolution shall take effect immediately upon its adoption. The City Clerk is directed to send a certified copy of this resolution to the Secretary of the Authority Executive Committee. PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Cupertino the 7th day of February, 2017 by the following vote: Vote Members of the City Council AYES: NOES: 248 A - 3 ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 249 A - 4 EXHIBIT A AMENDMENT TO THE JOINT POWERS AGREEMENT ADDING CITY OF CUPERTINO AS AS AN ASSOCIATE MEMBER OF THE WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS TO PERMIT THE PROVISION OF PROPERTY ASSESSED CLEAN ENERGY (PACE) PROGRAM SERVICES WITHIN SUCH CITY This Amendment to the Joint Powers Agreement (“JPA Amendment”) is made and entered into on the ___day of February 7, 2017, by City of Cupertino (“City”) and the Western Riverside Council of Governments (“Authority”) (collectively the “Parties”). RECITALS WHEREAS, Authority is a joint exercise of powers authority established pursuant to Chapter 5 of Division 7, Title 1 of the Government Code of the State of California (Section 6500 and following) (the “Joint Exercise of Powers Act”) and the Joint Power Agre ement entered into on April 1, 1991, as amended from time to time (the “Authority JPA”); and WHEREAS, as of October 1, 2012, Authority had 18 member entities (the “Regular Members”). WHEREAS, Chapter 29 of the Improvement Act of 1911, being Division 7 of the California Streets and Highways Code (“Chapter 29”) authorizes cities, counties, and cities and counties to establish voluntary contractual assessment programs, commonly referred to as a Property Assessed Clean Energy (“PACE”) program, to fund certain r enewable energy sources, energy and water efficiency improvements, and electric vehicle charging infrastructure (the “Improvements”) that are permanently fixed to residential, commercial, industrial, agricultural or other real property; and WHEREAS, Authority has established a PACE program designated as the “California HERO Program” pursuant to Chapter 29 which authorizes the implementation of such PACE financing program for cities and counties throughout the state; and WHEREAS, City desires to allow owners of property within its jurisdiction to participate in the California HERO Program and to allow Authority under Chapter 29, as it is now enacted or may be amended hereafter, to finance Improvements to be installed on such properties; and WHEREAS, this JPA Amendment will permit City to become an Associate Member of Authority and to participate in California HERO Program for the purpose of facilitating the implementation of such program within the jurisdiction of City; and WHEREAS, pursuant to the Joint Exercise of Powers Act, the Parties are approving this JPA Agreement to allow for the provision of PACE services through the California HERO 250 A - 5 Program, including the operation of such PACE financing program, within the incorporated territory of City; and WHEREAS, the JPA Amendment sets forth the rights, obligations and duties of City and Authority with respect to the implementation of the California HERO Program within the incorporated territory of City. MUTUAL UNDERSTANDINGS NOW, THEREFORE, for and in consideration of the mutual covenants and conditions hereinafter stated, the Parties hereto agree as follows: A. JPA Amendment. 1. The Authority JPA. City agrees to the terms and conditions of the Authority JPA, attached. 2. Associate Membership. By adoption of this JPA Amendment, City shall become an Associate Member of Authority on the terms and conditions set forth herein and the Authority JPA and consistent with the requirements of the Joint Exercise of Powers Act. The rights and obligations of City as an Associate Member are limited solely to those terms and conditions expressly set forth in this JPA Amendment for the purposes of implementing the California HERO Program within the incorporated territory of City. Except as expressly provided for by the this JPA Amendment, City shall not have any rights otherwise granted to Authority’s Regular Members by the Authority JPA, including but not limited to the right to vote on matters before the Executive Committee or the General Assembly, the right to amend or vote on amendments to the Authority JPA, and the right to sit on committees or boards established under the Authority JPA or by action of the Executive Committee or the General Assembly, including, without limitation, the General Assembly and the Executive Committee. City shall not be considered a member for purposes of Section 9.1 of the Authority JPA. 3. Rights of Authority. This JPA Amendment shall not be interpreted as limiting or restricting the rights of Authority under the Authority JPA. Nothing in this JPA Amendment is intended to alter or modify Authority Transportation Uniform Mitigation Fee (TUMF) Program, the PACE Program administered by Authority within the jurisdictions of its Regular Members, or any other programs administered now or in the future by Authority, all as currently structured or subsequently amended. B. Implementation of California HERO Program within City Jurisdiction. 1. Boundaries of the California HERO Program within City Jurisdiction. The boundaries within which contractual assessments may be entered into under the California HERO Program (the “Program Boundaries”) shall include the entire incorporated territory of City. 2. Determination of Eligible Improvements. Authority shall determine the types of distributed generation renewable energy sources, energy efficiency or water 251 A - 6 conservation improvements, electric vehicle charging infrastructure or such other improvements as may be authorized pursuant to Chapter 29 (the “Eligible Improvements”) that will be eligible to be financed under the California HERO Program. 3. Implementation of California HERO Program Within the Program Boundaries. Authority will undertake such proceedings pursuant to Chapter 29 as shall be legally necessary to enable Authority to make contractual financing of Eligible Improvements available to eligible property owners within the Program Boundaries. 4. Financing the Installation of Eligible Improvements. Authority shall implement its plan for the financing of the purchase and installation of the Eligible Improvements under the California HERO Program within the Program Boundaries. 5. Ongoing Administration. Authority shall be responsible for the ongoing administration of the California HERO Program, including but not limited to producing education plans to raise public awareness of the California HERO Program, soliciting, reviewing and approving applications from residential and commercial property owners participating in the California HERO Program, establishing contracts for residential, commercial and other property owners participating in such program, levying and collecting assessments due under the California HERO Program, taking any required remedial action in the case of delinquencies in such assessment payments, adopting and implementing any rules or regulations for the California HERO Program, and providing reports as required by Chapter 29. City will not be responsible for the conduct of any proceedings required to be taken under Chapter 29; the levy or collection of assessments or any required remedial action in the case of delinquencies in such assessment payments; or the issuance, sale or administration of any bonds issued in connection with the California HERO Program. 6. Phased Implementation. The Parties recognize and agree that implementation of the California HERO Program as a whole can and may be phased as additional other cities and counties execute similar agreements. City entering into this JPA Amendment will obtain the benefits of and incur the obligations imposed by this JPA Amendment in its jurisdictional area, irrespective of whether cities or counties enter into similar agreements. C. Miscellaneous Provisions. 1. Withdrawal. Authority may withdraw from this JPA Amendment upon six (6) months written notice to the other party; provided, however, there is no outstanding indebtedness of Authority within City. The provisions of Section 6.2 of the Authority JPA shall not apply to City under this JPA Amendment. Notwithstanding the foregoing, City may withdraw, either temporarily or permanently, from its participation in the California HERO Program or either the residential or commercial component of the California HERO Program upon thirty (30) written notice to WRCOG without liability to the Authority or any affiliated entity. City withdrawal from such participation shall not affect the validity of any voluntary assessment contracts (a) entered prior to the date of such withdrawal or (b) 252 A - 7 entered into after the date of such withdrawal so long as the applications for such voluntary assessment contracts were submitted to and approved by WRCOG prior to the date of City’s notice of withdrawal. 2. Mutual Indemnification and Liability. Authority and City shall mutually defend, indemnify and hold the other party and its directors, officials, officers, employees and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries of any kind, in law or equity, to property or persons, including wrongful death, to the extent arising out of the willful misconduct or negligent acts, errors or omissions of the indemnifying party or its directors, officials, officers, employees and agents in connection with the California HERO Program administered under this JPA Amendment, including without limitation the payment of expert witness fees and attorneys fees and other related costs and expenses, but excluding payment of consequential damages. Without limiting the foregoing, Section 5.2 of the Authority JPA shall not apply to this JPA Amendment. In no event shall any of Authority’s Regular Members or their officials, officers or employees be held directly liable for any damages or liability resulting out of this JPA Amendment. 3. Environmental Review. Authority shall be the lead agency under the California Environmental Quality Act for any environmental review that may required in implementing or administering the California HERO Program under this JPA Amendment. 4. Cooperative Effort. City shall cooperate with Authority by providing information and other assistance in order for Authority to meet its obligations hereunder. City recognizes that one of its responsibilities related to the California HERO Program will include any permitting or inspection requirements as established by City. 5. Notice. Any and all communications and/or notices in connection with this JPA Amendment shall be either hand-delivered or sent by United States first class mail, postage prepaid, and addressed as follows: Authority: Western Riverside Council of Governments 4080 Lemon Street, 3rd Floor. MS1032 Riverside, CA 92501-3609 Att: Executive Director City: City of Cupertino 10300 Torre Ave Cupertino, CA 95014 Att: Misty Mersich, Sustainability Manager 253 A - 8 6. Entire Agreement. This JPA Amendment, together with the Authority JPA, constitutes the entire agreement among the Parties pertaining to the subject matte r hereof. This JPA Amendment supersedes any and all other agreements, either oral or in writing, among the Parties with respect to the subject matter hereof and contains all of the covenants and agreements among them with respect to said matters, and each Party acknowledges that no representation, inducement, promise of agreement, oral or otherwise, has been made by the other Party or anyone acting on behalf of the other Party that is not embodied herein. 7. Successors and Assigns. This JPA Amendment and each of its covenants and conditions shall be binding on and shall inure to the benefit of the Parties and their respective successors and assigns. A Party may only assign or transfer its rights and obligations under this JPA Amendment with prior written approval of the other Party, which approval shall not be unreasonably withheld. 8. Attorney’s Fees. If any action at law or equity, including any action for declaratory relief is brought to enforce or interpret the provisions of this Agreement, each Party to the litigation shall bear its own attorney’s fees and costs. 9. Governing Law. This JPA Amendment shall be governed by and construed in accordance with the laws of the State of California, as applicable. 10. No Third Party Beneficiaries. This JPA Amendment shall not create any right or interest in the public, or any member thereof, as a third party beneficiary hereof, nor shall it authorize anyone not a Party to this JPA Amendment to maintain a suit for personal injuries or property damages under the provisions of this JPA Amendment. The duties, obligations, and responsibilities of the Parties to this JPA Amendment with respect to third party beneficiaries shall remain as imposed under existing state and federal law. 11. Severability. In the event one or more of the provisions contained in this JPA Amendment is held invalid, illegal or unenforceable by any court of competent jurisdiction, such portion shall be deemed severed from this JPA Amendment and the remaining parts of this JPA Amendment shall remain in full force and effect as though such invalid, illegal, or unenforceable portion had never been a part of this JPA Amendment. 12. Headings. The paragraph headings used in this JPA Amendment are for the convenience of the Parties and are not intended to be used as an aid to interpretation. 13. Amendment. This JPA Amendment may be modified or amended by the Parties at any time. Such modifications or amendments must be mutually agreed upon and executed in writing by both Parties. Verbal modifications or amendments to this JPA Amendment shall be of no effect. 14. Effective Date. This JPA Amendment shall become effective upon the execution thereof by the Parties hereto. 254 A - 9 IN WITNESS WHEREOF, the Parties hereto have caused this JPA Amendment to be executed and attested by their officers thereunto duly authorized as of the date first above written. [SIGNATURES ON FOLLOWING PAGES] WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS By: Date: Name: Title: CITY OF CUPERTINO By: Date: Name: Title: 20323.00016\8035530.3 255 RESOLUTION NO. ______ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO CONSENTING TO THE INCLUSION OF PROPERTIES WITHIN THE TERRITORY OF THE CITY IN THE CSCDA OPEN PACE PROGRAMS; AUTHORIZING THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO ACCEPT APPLICATIONS FROM PROPERTY OWNERS, CONDUCT CONTRACTUAL ASSESSMENT PROCEEDINGS AND LEVY CONTRACTUAL ASSESSMENTS WITHIN THE TERRITORY OF THE CITY; AND AUTHORIZING RELATED ACTIONS WHEREAS, the California Statewide Communities Development Authority (the “Authority”) is a joint exercise of powers authority, the members of which include numerous cities and counties in the State of California, including the City of Cupertino (the “City”); and WHEREAS, the Authority is implementing Property Assessed Clean Energy (PACE) programs, which it has designated CSCDA Open PACE, consisting of CSCDA Open PACE programs each administered by a separate program administrator (collectively with any successors, assigns, replacements or additions, the “Programs”), to allow the financing or refinancing of renewable energy, energy efficiency, water efficiency and seismic strengthening improvements, electric vehicle charging infrastructure and such other improvements, infrastructure or other work as may be authorized by law from time to time (collectively, the “Improvements”) through the levy of contractual assessments pursuant to Chapter 29 of Division 7 of the Streets & Highways Code (“Chapter 29”) within counties and cities throughout the State of California that consent to the inclusion of properties within their respective territories in the Programs and the issuance of bonds from time to time; and WHEREAS, the program administrators currently active in administering Programs are the AllianceNRG Program (CounterPointe Energy Solutions (CA) LLC), PACE Funding LLC, CaliforniaFirst (Renew Financial Group LLC), CleanFund Commercial PACE Capital and Spruce Finance and the Authority will notify the City in advance of any additions or changes; and WHEREAS, Chapter 29 provides that assessments may be levied under its provisions only with the free and willing consent of the owner or owners of each lot or parcel on which an assessment is levied at the time the assessment is levied; and WHEREAS, the City desires to allow the owners of property (“Participating Property Owners”) within its territory to participate in the Programs and to allow the Authority to conduct assessment proceedings under Chapter 29 within its territory and to issue bonds to finance or refinance Improvements; and WHEREAS, the territory within which assessments may be levied for the Programs shall include all of the territory within the City’s official boundaries; and 256 WHEREAS, the Authority will conduct all assessment proceedings under Chapter 29 for the Programs and issue any bonds issued in connection with the Programs; and WHEREAS, the City will not be responsible for the conduct of any assessment proceedings; the levy of assessments; any required remedial action in the case of delinquencies in such assessment payments; or the issuance, sale or administration of any bonds issued in connection with the Programs; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Cupertino as follows: Section 1. This City Council hereby finds and declares that properties in the territory of the City will benefit from the availability of the Programs within the territory of the City and, pursuant thereto, the conduct of special assessment proceedings by the Authority pursuant to Chapter 29 and the issuance of bonds to finance or refinance Improvements. Section 2. In connection with the Programs, the City hereby consents to the conduct of special assessment proceedings by the Authority pursuant to Chapter 29 on any property within the territory of the City and the issuance of bonds to finance or refinance Improvements; provided, that (1) The Participating Property Owners, who shall be the legal owners of such property, execute a contract pursuant to Chapter 29 and comply with other applicable provisions of California law in order to accomplish the valid levy of assessments; and (2) The City will not be responsible for the conduct of any assessment proceedings; the levy of assessments; any required remedial action in the case of delinquencies in such assessment payments; or the issuance, sale or administration of any bonds issued in connection with the Programs. Section 3. The appropriate officials and staff of the City are hereby authorized and directed to make applications for the Programs available to all property owners who wish to finance or refinance Improvements; provided, that the Authority shall be responsible for providing such applications and related materials at its own expense. The following staff persons, together with any other staff persons chosen by the City Manager of the City from time to time, are hereby designated as the contact persons for the Authority in connection with the Programs: Misty Mersich, Sustainability Manager Section 4. The appropriate officials and staff of the City are hereby authorized and directed to execute and deliver such certificates, requisitions, agreements and related documents as are reasonably required by the Authority to implement the Programs. Section 5. The City Council hereby finds that adoption of this Resolution is not a “project” under the California Environmental Quality Act, because the Resolution does not involve any commitment to a specific project which may result in a potentially significant physical impact 257 on the environment, as contemplated by Title 14, California Code of Regulations, Section 15378(b)(4). Section 6. This Resolution shall take effect once it is adopted only for a program administrator who has entered into the collaborative services agreement with the Association of Bay Area Governments (ABAG) and provides the City a fully executed copy of such agreement with ABAG. The City Clerk is hereby authorized and directed to transmit a certified copy of this resolution to the Secretary of the Authority at: Secretary of the Board, California Statewide Communities Development Authority, 1400 K Street, Sacramento, CA 95814. PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Cupertino the 7th day of February, 2017 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 258 AGREEMENT FOR COLLABORATIVE SERVICES FOR PROPERTY ASSESSED CLEAN ENERGY FINANCING This Agreement for Collaborative Services ("Agreement"), dated as of April 6, 2016, ("Effective Date") is by and among the Association of Bay Area Governments (hereinafter "ABAG"), Figtree Company, Inc., (hereinafter "PACE Provider"), as an entity administering a Property Assessed Clean Energy (PACE) financing program utilizing either the California Assembly Bill 811 and/or California Senate Bill 555 model and any Participating Entity, as defined in Section 1.3 below, that adopts this Agreement. RECITALS WHEREAS, ABAG is committed to mitigating and adapting to the causes and impacts of climate change and supporting energy independence from fossil fuels to safeguard the environment, human health and the economy; and WHEREAS, ABAG as Program Administrator for the Bay Area Regional Energy Network (BayREN), works closely with 101 cities in the nine county Bay Area region (ABAG territory) to develop and implement innovative energy efficiency programs, including supporting commercial and residential Property Assessed Clean Energy (PACE) programs; and WHEREAS, the BayREN offers programs, technical resources and education for energy upgrades and retrofits; and WHEREAS, the objective of the BayREN is to help property owners save energy, save money, and live comfortably; and WHEREAS, the BayREN se~ks to assist local governments to understand all aspects of partnering with PACE Providers in order to minimize customer confusion, provide access to education and information to property owners and assist with making informed decisions on rebates and incentives, contractor programs, and financing options; and WHEREAS, the PACE Provider is willing to participate to support community climate goals and minimize consumer and contractor confusion; and Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 1 of 15 259 WHEREAS, the PACE Provider will provide support and resources to any Participating Entity as requested related to education, outreach and development of the energy upgrade industry and trades; and WHEREAS, the PACE Provider will support, align and integrate its efforts with the community-wide goals for job creation, resource demand reduction, and renewable energy generation; and WHEREAS, the PACE Provider will establish its own interest rates, repayment terms, and fees as state and federal laws and the market defines and allows; and WHEREAS, the PACE Provider will arrange for the collection of Property Assessed Clean Energy assessments it has financed directly with the Participating Entity's County Tax Collector's Office; and WHEREAS, this Agreement does not include any financial arrangements between the PACE Provider, ABAG and the Participating Entity adopting this Agreement, nor does it preclude any separate contracts, contract terms for services or support; and WHEREAS, the purpose of this Agreement is to set forth the mutual understandings between ABAG and the PACE Provider and .to establish basic operating procedures for any PACE provider operating within the ABAG territory, and any Participating Entity that ·adopts this agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained herein, the parties hereto agree as follows: AGREEMENT 1 Definitions. 1.1 "Eligible improvement" is a technology, product or tool officially approved by the PACE provider. The improvements may include distributed generation renewable energy sources, energy and water efficiency improvements, and electric vehicle charging infrastructure improvements that will be permanently affixed to real property, and any additional improvements deemed eligible in the future by the California Legislature and/or the California Judiciary. 1.2 "PACE Provider" is an entity participating in ABAG territory administering a program providing Property Assessed Clean Energy (PACE) financing. Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 2 of 15 260 1.3 "Participating Entity'' is any city, town, county or the City and County of San Francisco located within ABAG's geographical boundaries that adopt this Agreement. 1.4 "Participating Contractor" is any contractor that has agreed to, and abides, by the terms and conditions of the PACE Provider's contractor standards. 1.5 "Property Assessed Clean Energy (PACE) Financing" is a means of financing distributed generation, renewable energy sources, energy and water efficiency improvements, electric vehicle charging infrastructure and other improvements deemed eligible by the California legislature that will be permanently affixed to real property, whereby the funds provided to pay for the improvements are repaid through contractual assessments and/or special taxes, utilizing either California Assembly Bill 811 (Levine, 2008) ("AB 811"}, which amended §§5898.10-5899.3 of the California Streets and Highways Code; or California Senate Bill 555 (Hancock, 2011) ("SB 555"), which amended certain portions of §§53311-53368.3 of the California Government Code and each as subsequently amended. 1.6 "Work" as defined throughout this Agreement is the collaborative, non- competitive, effort between the PACE Provider and ABAG to support the citizens of ABAG member jurisdictions in completing water, energy efficiency upgrades, and the installation of renewable energy generating improvements. 2 Scope of Work / Collaboration. 2.1 PACE Provider's Specified Services. The PACE Provider will offer and provide Property Assessed Clean Energy Financing under the requirements of AB 811 and/or SB 555. 2.2 Performance Standard. PACE Provider shall perform all work hereunder in a manner consistent with the level of competency and standard of care normally observed by an organization administering a Property Assessed Clean Energy financing program pursuant to Californi~ Assembly Bill 811 and/or California Senate Bill 555. ABAG has relied upon the professional ability and expertise of PACE Provider as a material inducement to enter into this Agreement. PACE Provider hereby agrees to provide all services under this Agreement in accordance with generally accepted professional practices and standards of care, as well as the requirements of applicable federal, state and local laws. If _ ABAG is concerned that any of PACE Provider's work is not in accordance with the level of competency and standard of care described herein, ABAG shall have the right to do any or all of the following: (a) require PACE Provider to Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 3 of 15 261 discuss with Participating Entity and/or to review the quality of the work and resolve matters of concern; (b) terminate this Agreement pursuant to the provisions of Section 5, Termination; or (c) pursue any and all other remedies available to ABAG at law or in equity. Financing Provision Requirements. The PACE Provider will: 2.3.1 Include a process to receive acknowledgement and confirmation of satisfaction with work completed from the applicant before project payment is disbursed and have a published dispute resolution process available for customers. 2.3.2 Provide summary of financing details (including assessment or special tax amount and terms, financing installments and estimated administrative expenses) to the applicant specific to the requested amount of the financing. 2.3.3 For residential properties, require an applicant's acknowledgment of the Federal Housing Finance Agency position on PACE by a separate signature/initial acknowledgement, in a Residential Disclosure Signature Form that is substantially similar in content to Attachment l(a) or l(b), as approved by ABAG. 2.3.4 Prov.ide training to contractors and information to property owners on the availability of rebates (for all utility and generation types), including and not limited to city and county rebate programs, BayREN programs, PG&E programs, and other such offerings. (For information about local programs, the contractor and/or home owner may be directed to the BayREN Home Upgrade Advisor at 866-878-6008.) 2.3.5 Require that applicable building permits are obtained for all improvements in Participating Entities. 2.3.6 Verify that all property taxes for the assessed property are current for the previous three years or since the current owner acquired the-property, whichever is shorter. 2.3.7 Recommend that property owners consult with a tax professional prior to claiming any tax deductions associated with the project and not recommend that homeowners take any particular filing position regarding their annual or semi-annual' PACE assessment payments. 2.3.8 Not represent that the full assessment is tax deductible. 2.3.9 Have a consistent plan for removal of assessments at end of repayment term, prepayment and/or in the event of program closure. Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 4 of 15 262 2.4 Financial Policies. The PACE Provider will: 2.4.1 For programs offering residential PACE financing, be an active participant in the California Alternative Energy and Advanced Transportation Financing Authority (CAEATFA) PACE Loan Loss Reserve Program or comparable loan loss reserve program which includes at minimum the parameters outlined in Attachment 2. 2.4.2 Notify ABAG six months in advance if funding capacity available from the PACE Provider to prospective PACE customers in the Participating Entity will fall below the amount dispersed in the previous six months of operation. 2.4.3 Notify ABAG of any foreclosure action as a result of a default in the payment of a PACE assessment on property within ABAG's geographical boundaries, where the PACE assessment was originated by the PACE Provider. 2.5 Documents, Data, and Information Policies. The PACE Provider will: 2.5.1 Provide to Participating Entity (for internal evaluation purposes only and not for distribution to any third party or for marketing purposes, other than. as required by law) by request of Participating Entity, electronic access to the name, business name, and California State Contractors license number of participating contractors of the PACE Provider's program whose business address is located in the requesting Participating Entity or who conduct business in the requesting Participating Entity. 2.5.2 Retain completed Residential Disclosure (hardcopy or electronic) on file for duration of assessment, and furnish to Participating Entity upon request. 2.5.3 Provide upon request ~ither direct real time access to data or quarterly reports in an open electronic file format (such as Microsoft Excel) to Participating Entity by request for internal evaluation purposes only (and not for distribution to any third party, including, without limitation, utility companies, services providers and equipment manufacturers or for marketing purposes) that includes the following information for each assessment: a. Required data: i. Assessor's Parcel Number (APN) of the property Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 5 of 15 263 ii. Dollar amount financed (the amount of the assessment and/or special tax) iii. Listing of all energy efficiency and water conservation eligible improvements installed by virtue of the financing, including the unit of measure for the improvement and the quantity installed as captured by Participating Contractor iv. Listing of all renewable generation improvements installed and the solar STC-DC rating in watts or kilowatts as captured by Participating Contractor v. Estimated energy and water savings (in appropriate units) associated with the project vi. b. If available (in the aggregate): i. Amount of rebate or" incentive dollars associated with the project (not financed) and the name of the program ii. How the customer heard about PACE financing iii. Why the customer selected PACE over other financing instruments available iv. Why the customer selected their final PACE Provider over the other members The Participating Entity will: Maintain the privacy and security of data received from PACE Provider. Participating Entity shall comply with all applicable state and federal laws, regulations and applicable California Public Utilities Commission regulations. Participating Entity may only provide reports relating to Section 2.5.3(a)(ii)-(v) for public distribution that aggregate the data such that individual customer information cannot be identified, unless such customer has authorized written release of individual customer information. A Participating Entity shall not share with any third party the data and reports provided by a PACE Provider pursuant to Section 2.5.3(b) (if any). 2.5.4 Provide the documents required for participation in the PACE Providers' PACE Financing program to Participating Entity officials. 2.5.5 Provide support to Participating Entity's staff to facilitate adoption of required participation documents. 2.6 ABAG will encourage Participating Entity to offer staff resources and support to bring forward to their respective boards or councils the documents Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 6 of 15 264 provided by the PACE Provider required for participation in the PACE Provider's PACE financing product. 2. 7 Branding/ Marketing Requirements. The Parties will: 2.7.1 Collaborate on any local and/or regional efforts that may impact PACE financing participation to achieve the best possible outcome for property owners. 2.7.2 Represent the role of ABAG as the local neutral third party, not-for-profit, public service agency supporting the public through the upgrade process, with the following message to consumers: Among the financing products available, competition is encouraged to the benefit of the consumer, with the common goal of successful completion of projects. The PACE Provider will: 2.7.3 Provide assistance to ABAG and any Participating Entity signing this Agreement for: (1) coordinating and implementing the integration of the PACE Provider into applicable BayREN and other relevant energy efficiency programs; and (2) support of contractor training. 2.7.4 Provide specific training for participating contractors engaged with local PACE programs using the PACE Provider's financing product, materials, collateral, tools, and associated software, through training offered directly from the PACE Provider. 2.7.5 Provide professional services, template documents, and other services reasonably necessary to staff for integrating the PACE Provider's financing option into the websites of any Participating Entity requesting such assistance. 2.7.6 Provide training and resources to any Participating Entity as needed to build understanding and support for use of the PACE financing product ABAG will encourage ABAG members to: 2.7.7 Present with impartiality the financing products of the PACE Providers in all venues to the public. 2.7.8 Present marketing collateral of all financing products (where applicable) with impartiality in education and outreach materials and events 2.8 PACE Providers Responsibilities Regarding Participating Contractor. PACE Providers will: Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 7 of 15 265 2.8.1 Require that contractors have the appropriate California State License Board (CSLB) license in good standing 2.8.2 Require, in accordance with California State License Board requirements, that contractors' bonding is in good standing 2.8.3 Require, in accordance with California State License Board requirements, that contractors have appropriate Workers' Compensation coverage 2.8.4 Require that contractors have a minimum of $1M of commercial general liability insurance 2.8.5 NOT endorse, recommend, or refer any specific contractor other than contractors who are to PACE Provider's knowledge, in good standing with CSLB, are insured and meet material program eligibility requirements 2.8.6 NOT make any representation or warranty regarding the qualifications, licensing, products, or workmanship of any contractor 2.8.7 NOT make any warranty regarding the contractor's work or products purchased from contractors provided 2,8.8 NOT accept any liability that may be alleged to arise from the work of any listed contractor on a customer project or from any reliance on any claims, statements, or other descriptions regarding a contractor's certifications, licenses, qualifications or products 2.8.9 Comply with provisions of Section 2.3.7 of this Agreement. 2.8.10 Via trainings and customer complaint system, require that contractors and their representatives, employees, and agents do not represent themselves as agents, representatives, contractors, subcontractors, or employees of ABAG or any Participating Entity, or claim association or affiliation with ABAG or any Participating Entity. 2.8.11 Independently engages the Participating Entity's Tax Collector for administration of property tax assessments placed through its financing product. 3 Payment. This Agreement does not include any financial arrangements between the PACE Provider and ABAG, nor does it preclude any separate contracts for services or support. 4 Term of Agreement. The term of this Agreement shall be from the Effective Date until termination in accordance with the provisions of Section 5, Termination below. Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 8 of 15 266 5 Termination. 5.1 Termination without Cause. Notwithstanding any other provision of this Agreement, at any time and without cause, ABAG, PACE Provider, or any Participating Entity shall have the right, in its sole discretion, to terminate this Agreement by giving 30 days written notice to the other Party to this Agreement; provided that a party's termination of this Agreement under this section shall not automatically terminate any other agreement or contract between the other parties. 5.2 Termination for Cause. Notwithstanding any other provision of this Agreement, should the PACE Provider fail to uphold any of its obligations under this Agreement in a material way, within the time and in the manner herein provided, or otherwise materially violate any of the terms of this Agreement, ABAG or a Participating Entity may, after providing the PACE Provider with a thirty (30) day cure period, immediately terminate this Agreement by giving PACE Provider written notice of such termination, stating the reason for termination; provided that the termination of this Agreement shall not automatically terminate any other agreement or contract between or among the parties. 5.3 Delivery of Data and Information upon Termination. In the event of termination, PACE Provider, within 14 days following the date of termination, shall deliver to the extent legally permitted to Participating Entity all raw data and information in an editable electronic format as outlined in and subject to the terms of Section 2.5, Document. Data, and Information Policies. 5.4 Authority to Terminate. The Executive Director of ABAG has the authority to terminate this Agreement on behalf of ABAG 5.5 Effect of Termination. Termination of this Agreement by ABAG or Participating Entity shall not affect the ability to levy and collect assessments and the PACE Provider's ability to issue bonds for assessment contracts located within the jurisdiction of such entity which have been entered into prior to the date of termination. In the event of termination pursuant to this Section 5 by ABAG, ABAG may notify all Participating Entities of said termination. 6 Hold Harmless. Indemnity and Waiver of Subrogation. To the fullest extent allowed by law, PACE Provider shall defend, indemnify, save harmless and waive subrogation against the ABAG, and its members, elected and appointed officials, officers and employees (lndemnitees) against any and all liability, claims, losses, damages, or expenses, including reasonable attorneys' fees, arising from all acts or Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 9 of 15 . 267 omissions to act of PACE Provider or its officers, agents, or employees in rendering services under this contract; excluding, however, such liability, claims, losses, damages or expenses resulting from an intentional act or the gross negligence of an lndemnitee. This section shall in no event be construed to require indemnification by PACE Provider to a greater extent than permitted under the public policy or laws of the State of California. These defense and indemnification obligations are undertaken in addition to, and shall not in any way be limited by, the insurance obligations set forth in this Agreement. These defense and indemnification obligations shall survive the termination or expiration of the contract for the full period of time permitted by law. 7 Insurance Requirements. PACE provider shall obtain and maintain insurance as · required in Attachment 2. 8 Prosecution of Work. The execution of this Agreement shall constitute PACE Provider's authority to proceed immediately with the performance of this Agreement. 9 Representations of PACE Provider. 9.1 Standard of Care. ABAG and Participating Entity have relied upon the professional ability and training cif PACE Provider as a material inducement to entering into this Agreement. PACE Provider hereby agrees that all its work will be performed and that its operations shall be conducted in accordance with generally accepted and applicable professional practices and standards as well as the requirements of applicable federal, state and local laws. 9.2 Status of PACE Provider. The parties intend that PACE Provider, in performing the services specified herein, shall act as an independent contractor and shall control the work and the manner in which it is performed. PACE Provider is not to be considered an agent or employee of ABAG or of any Participating Entity and is not entitled to participate in any pension plan, worker's compensation plan, insurance, bonus, employment protection, or similar benefits that ABAG or the Participating Entity provides its employees. 9.3 Conflict of Interest. PACE Provider covenants that it presently has no interest and that it will not acquire any interest, direct or indirect, that represents a financial conflict of interest under state law or that would otherwise conflict in any manner or degree with the performance of its services hereunder. PACE Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 10 of 15 268 Provider further covenants that in the performance of this Agreement no person having any such interests shall be employed. 9.4 Statutory Compliance. PACE Provider agrees to comply with all federal, state and local laws, regulations, statutes and policies applicable to the services provided under this Agreement as they exist now and as they are changed, amended or modified during the term of this Agreement. 9.5 Nondiscrimination. Without limiting any other provision hereunder, PACE Provider shall comply with all applicable federal, state, and local laws, rules, and regulations in regard to nondiscrimination in employment because of race, color, ancestry, national origin, religion, sex, gender identity, marital status, age, medical condition, pregnancy, disability, sexual orientation or other prohibited basis. All nondiscrimination rules or regulations required by law to be included in this Agreement are incorporated herein by this reference. 9.6 Authority. The undersigned hereby represents and warrants that he or she has authority to execute and deliver this Agreement on behalf of PACE Provider. 10 Demand for Assurance. Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for in~ecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until such assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding thirty (30) days, such assurance of due performance as is adequate under the circumstance~ of the particular case is a repudiation of this Agreement. Acceptance of any improper delivery, conduct, or service does not prejudice the aggrieved party's right to demand adequate assurance of future performance. Nothing in this Article limits the parties' right to terminate this Agreement pursuant to Section 5, Termination. 11 Assignment and Delegation. No party hereto shall assign, delegate, sublet, or transfer any interest in or duty under this Agreement without the prior written consent of the other, and no such transfer shall be of any force or effect whatsoever j unless and until the other party shall have so consented; provided however, that PACE Provider may assign this Agreement in connection with a merger or the sale of Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 11 of 15 269 all or substantially all of its assets or equity ownership without the prior written consent of any other party provided that the successor expressly assumes all of the obligations, including this Agreement, and confirms all of the representations, warranties and covenants of PACE Provider hereunder. 12 Method and Place of Giving Notice. All notices shall be made in writing and shall be given by personal delivery or by U.S. Mail or courier service to: TO: ABAG: TO: PACE PROVIDER: Address Facsimile: Email address: ------------ Figtree Company, Inc. 9915 Mira Mesa Blvd, Suite 130 San Diego, CA 92131 Attn: Mahesh Shah, CEO Email address: mshah@figtreefinancing.com When a notice is given by a generally recognized overnight courier service, the notice shall be deemed received on the next business day. When a copy of a notice is sent by facsimile or email, the notice shall be deemed received upon transmission as long as (1) the original copy of the notice is promptly deposited in the U.S. mail and postmarked on the date of the facsimile or email, (2) the sender has a written confirmation of the . facsimile transmission or email, and (3) the facsimile or email is transmitted before 5 p.m. (recipient's time). In all other instances, notices shall be effective upon receipt by the recipient. Changes may be made in the names and addresses of the person to whom notices are to be given by giving notice pursuant to this paragraph. 13 Miscellaneous Provisions. 13.1 No Waiver of Breach. The waiver by a party of any breach of any term or promise contained in this Agreement shall not be deemed to be a waiver of such term or provision or any subsequent breach of the same or any other term or promise contained in this Agreement. 13.2 Construction. To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statute, ordinance, regulation, or law. The parties covenant and Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 12 of 15 270 agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. PACE Provider and ABAG acknowledge that they have each contributed to the making of this Agreement and that, in the event of a dispute over the interpretation of this Agreement, the language of the Agreement will not be construed against one party in favor of the other. Each party hereto acknowledges that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement. 13.3 Consent. Wherever in this Agreement the consent or approval of one party is required to an act of the other party, such consent or approval shall not be unreasonably withheld or delayed. 13.4 No Third Party Beneficiaries. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties. 13.5 Applicable Law and Forum. This Agreement shall be construed and interpreted according to the substantive law of California, regardless of the law of conflicts to the contrary in any jurisdiction. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in the County of Alameda. 13.6 Captions. The captions in this Agreement are solely for convenience of reference. They are not a part of this Agreement and shall have no effect on its construction or interpretation. 13.7 Merger. This writing is intended both as the final expression of the Agreement between the parties hereto with respect to the included terms and as a complete and exclusive statement of the terms of the Agreement, pursuant to Code of Civil Procedure Section 1856. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed by both parties. 13;8 Survival ofTerms. All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 13 of 15 271 13.9 Time of Essence. Time is and shall be of the essence of this Agreement and every provision hereof. 13.10 Counterparts. This Agreement may be executed in two or more counterparts, a complete set of which shall be deemed an original, constituting one and the same instrument. The delivery by facsimile or electronic mail of an executed copy of this Amendment shall be deemed valid as if an original signature was delivered Continued on next page: Regional Collaborative Services Agreement for PACE Financing-ABAG and Figtree Company, Inc. Page 14 of 15 272 IN WITNESS WHEREOF, the ABAG and the PACE Provider hereto have executed this Agreement as of the Effective Date. ABAG: ---------- Name: Mahesh Shah ----- Title: E-)t~,\)-\·\ \II{, D"v-t~ Date:_!{ /_~6 ___ /_/ fo_ I I Title: CEO --------- Date: April 6, 2016 _____ _ APPROVED AS TO FORM FOR ABAG Regional Collaborative Services Agreement for PACE Financing-ABAG ar\d Figtree Company, Inc. Page 15 ofl5 273 ATTACHMENT l(a) ALERT: Fannie Mae/Freddie Mac Instructions for Lenders SINGLE FAMILY HOME OWNERS: In May, 2010, Fannie Mae and Freddie Mac, government sponsored enterprises that purchase a large segment of conforming single family home mortgages, issued new instructions to lending institutions on how to treat properties with assessments under Property Assessed Clean Energy (PACE) programs such as . These letters, and additional statements issued by the Federal Housing Finance Agency, the agency that regulates single family home lenders, instruct lenders to treat energy asses'sments as "loans" instead of "assessments." On August 31, 2010, the agencies issued additional instructions to lenders that Fannie Mae and Freddie Mac "will not purchase mortgage loans secured by properties with an outstanding PACE obligation." These letters and statements may lead lenders to conclude the PACE assessment should be paid off before a property transfers or is refinanced. In addition, it may lead some lenders to conclude that participating in PACE program is a violation of typical mortgage terms prohibiting prior liens without lender consent. If you are selling your property, a buyer's lender may refuse to finance the buyer's first mortgage loan unless the assessment is paid off. We urge you to carefully read the disclosure information in the Program application, review your mortgage documents, evaluate the risks of proceeding with an application at this time, and contact your lender if you have any concerns or for information regarding any other financing options that may be available to you. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Date Initials Date Initials Date Continued on next page: Electronic links to the copies of letters from the Federal Financing Housing Authority re: PACE programs: Agreement For Collaborative Services for Pace Financing Marketplace-' [PACE Provider] 274 • https://www.efanniemae.com/sf /guides/ssg/annltrs/pdf /2010/111006.pdf • http://www.freddiemac.com/singlefamily/guide/bulletins/pdf/i1tr050510.pdf • http://www.fhfa.gov/Media/PublicAffairs/Pages/FHFA-Statement-on-Certain- Energy-Retrofit-Loan-Programs.aspx • http://www.fhfa.gov/Media/Pu blicAffairs/Pages/Statement-of-FH FA-Acting- Director-Edward-J-DeMarco-on-PACE-Programs.aspx • https://www.efanniemae.com/sf/guides/ssg/annltrs/pdf/2010/sel1012.pdf • http://www.freddiemac.com/singlefamily/guide/bulletins/pdf/bll1020.pdf Agreement For Collaborative Services for Pace Financing Marketplace -[PACE Provider] 275 ATTACHMENT l(b) BEFORE COMPLETING A PROGRAM APPLICATION, YOU SHOULD CAREFULLY REVIEW ANY MORTGAGE AGREEMENT(S) OR OTHER SECURITY INSTRUMENT(S) WHICH AFFECT THE PROPERTY OR TO WHICH YOU AS THE PROPERTY OWNER ARE AP ARTY. ENTERING INTO A PROGRAM ASSESSMENT CONTRACTWITHOUT THE CONSENT OF YOUR EXISTING LENDER(S) COULD CONSTITUTE AN EVENT OF DEFAULT UNDER SUCH AGREEMENTS OR SECURITY INSTRUMENTS. DEFAULTING UNDER AN EXISTING MORTGAGE AGREEMENT OR SECURITY INSTRUMENT COULD HA VE SERIOUS CONSEQUENCES TO YOU, WHICH COULD INCLUDE THE ACCELERATION OF THE REPAYMENT OBLIGATIONS DUE UNDER SUCH AGREEMENT OR SECURITY INSTRUMENT. IN ADDITION, FANNIE MAE AND FREDDIE MAC, THE OWNER OF A SIGNIFICANT PORTION OF ALL HOME MORTGAGES, STATED THAT THEY WOULD NOT PURCHASE HOME LOANS WITH ASSESSMENTS SUCH AS THOSE OFFERED BY THE AUTHORITY. THIS MAY MEAN THAT PROPERTY OWNERS WHO SELL OR REFINANCE THEIR PROPERTY MAY BE REQUIRED TO PREPAY SUCH ASSESSMENTS AT THE TIME'THEY CLOSE THEIR SALE OR REFINANCING. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Initials Date Initials Agreement For Collaborative Services for Pace Financing Marketplace -[PACE Provider] Date Date 276 ATTACHMENT 2 Insurance Requirements. PACE Provider shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a period of five (5) years following the completion of this project. PACE Provider shall provide a copy of section 21 of this contract and these insurance requirements to its insurance broker or insurer to confirm compliance. In the event PACE Provider fails to obtain or maintain completed operations coverage as required by this agreement, ABAG, at its sole discretion, may purchase the coverage required and the cost will be paid by PACE Provider. The limits of insurance required in hereunder may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the lndemnitees (if agreed to in a written contract or agreement) before the any lndemnitee's own Insurance or self-insurance shall be called upon to protect it as a named insured. (a) Minimum Scope of Insurance. Coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001). Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Errors and Omissions Liability insurance appropriate to the PACE Provider's profession. Architects' and engineers' coverage is to be endorsed to include contractual liability. (b) Minimum Limits of Insurance. PACE Provider shall maintain limits no less than: General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Errors and Omissions Liability: $1,000,000 per claim/aggregate. (c) Deductibles and Self-Insured Retentions; Any deductibles or self-insured retentions must be declared to and approved by ABAG. The insurer shall reduce or eliminate such Agreement For Collaborative Services for Pace Financing Marketplace -[PACE Provider] 277 deductibles or self-insured retentions as respects the lndemnitees; or the PACE Provider shall satisfy any such deductibles,or self-insured retentions. In addition, policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or any of the lndemnitees. (d) Other Insurance Provisions. The commercial general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (i) The lndemnitees are to be covered as additional insureds as respects: liability arising out of work or operations performed by or on behalf of PACE Provider; completed operations; or automobiles owned, leased, hired or borrowed by PACE Provider. (ii) For any claims related to this project, the PACE Provider's insurance coverage shall be primary insurance as respects the lndemnitees. (iii) Any insurance or self-insurance maintained by the lndemnitees shall be excess of PACE Provider's insurance and shall not contribute with it. (iv) Except for General Liability and Automobile Liability, each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty(30) days' prior written notice by certified mail, return receipt requested, has been given to ABAG. For General Liability and Automobile Liability, PACE Provider shall provide ABAG with thirty (30) day's prior notice.of cancellation by either the insurer or PACE Provider. (v) Coverage shall not ext~nd to any defense or indemnity coverage for the active negligence of the lndemnitees in any case where an agreement to defend and indemnify the lndemnitees would be invalid under Subdivision (b) of Section 2782 of the Civil Code. (e) Other Insurance Provisions-Workers Compensation. The Workers Compensation insurance shall be endorsed to waive subrogation against the lndemnitees. (f) Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to ABAG. (g) Verification of Coverage. PACE Provider shall furnish the ABAG with original certificates and amendatory endorsements effecting coverage required by this clause. All certificates and endorsements are to be received and approved by ABAG before work commences. ABAG reserves the right to require complete, certified Agreement For Collaborative Services for Pace Financing Marketplace -[PACE Provider] 278 copies of all required insurance. policies, including endorsements effecting the coverage required by these specifications at any time. Agreement For Collaborative Services for Pace Financing Marketplace -[PACE Provider] 279 TO: Figtree PACE Program IN WITNESS WHEREOF, the City of Cupertino (“Participating Entity”) adopts the Agreement for Collaborative Services (“Agreement”), establishing operating procedures for Figtree PACE Program within the jurisdiction of the Participating Entity. City of Cupertino: By: _______________________________ Date: _________________ David Brandt City Manager Method and Place of Giving Notice. All notices to the Participating Entity shall be made in writing and shall be given by personal delivery or by the U.S. Mail or courier service. Notices shall be addressed as follows: Misty Mersich, Sustainability Manager 10300 Torre Ave Cupertino, CA 95014 (408) 777-3362 mistym@cupertino.org 280 AGREEMENT FOR COLLABORATIVE SERVICES FOR PROPERTY ASSESSED CLEAN ENERGY FINANCING This Agreement for Collaborative Services ("Agreement"), dated as of March 21L..2016 ("Effective Date") is by and among the Association of Bay Area Governments (hereinafter "ABAG"), Ygrene Energy Fund California LLC, (hereinafter "PACE Provider"), as an entity administering a Property Assessed Clean Energy (PACE) financing program utilizing either the California Assembly Bill 811 and/or California Senate Bill 555 model and any Participating Entity, as defined in Section 1.3 below, that adopts this Agreement. RECITALS WHEREAS, ABAG is committed to mitigating and adapting to the causes and impacts of climate change and supporting energy independence from fossil fuels to safeguard the environment, human health and the economy; and WHEREAS, ABAG as Program Administrator for the Bay Area Regional Energy Network (BayREN), works closely with 101 cities in the nine county Bay Area region (A BAG territory) to develop and implement innovative energy efficiency programs, including supporting commercial and residential Property Assessed Clean Energy (PACE) programs; and WHEREAS, the BayREN offers programs, technical resources and education for energy upgrades and retrofits; and WHEREAS, the objective of the BayREN is to help property owners save energy, save money, and live comfortably; and WHEREAS, the BayREN seeks to assist local governments to understand all aspects of partnering with PACE Providers in order to minimize customer confusion, provide access to education and information to property owners and assist with making informed decisions on rebates and incentives, contractor programs, and financing options; and WHEREAS, the PACE Provider is willing to participate to support community climate goals and minimize consumer and contractor confusion; and 281 WHEREAS, the PACE Provider will provide support and resources to any Participating Entity as requested related to education, outreach and development of the energy upgrade industry and trades; and WHEREAS, the PACE Provider will support, align and integrate its efforts with the community-wide goals for job creation, resource demand reduction, and renewable energy generation; and WHEREAS, the PACE Provider will establish its own interest rates, repayment terms, and fees as state and federal laws and the market defines and allows; and WHEREAS, the PACE Provider will arrange for the collection of Property Assessed Clean Energy assessments it has financed directly with the Participating Entity's County Tax Collector's Office; and WHEREAS, this Agreement does not include any financial arrangements between the PACE Provider, ABAG and the Participating Entity adopting this Agreement, nor does it preclude any separate contracts, contract terms for services or support; and WHEREAS, the purpose of this Agreement is to set forth the mutual understandings between ABAG and the PACE Provider and to establish basic operating procedures for any PACE provider operating within the ABAG territory, and any Participating Entity that adopts this agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained herein, the parties hereto agree as follows: AGREEMENT 1 Definitions. 1.1 "Eligible improvement" is a technology, product or tool officially approved by the PACE provider. The improvements may include distributed generation renewable energy sources, energy and water efficiency improvements, and electric vehicle charging infrastructure improvements that will be permanently affixed to real property, and any additional improvements deemed eligible in the future by the California Legislature and/or the California Judiciary. 1.2 "PACE Provider" is an entity participating in ABAG territory administering a program providing Property Assessed Clean Energy (PACE) financing. & 20f20 282 1.3 "Participating Entity" is any city, town, county or the City and County of San Francisco located within ABAG's geographical boundaries that adopts this Agreement. 1.4 IIParticipating Contractor' is any contractor that has agreed to, and abides, by the terms and conditions of the PACE Provider's contractor standards. 1.5 "Property Assessed Clean Energy (PACE) Financing" is a means of financing distributed generation, renewable energy sources, energy and water efficiency improvements, electric vehicle charging infrastructure and other improvements deemed eligible by the California legislature that will be permanently affixed to real property, whereby the funds provided to pay for the improvements are repaid through contractual assessments and/or special taxes, utilizing either California Assembly Bill 811 (levine, 2008) ("AB 811")' which amended §§5898.10-5899.3 of the California Streets and Highways Code; or California Senate Bill 555 (Hancock, 2011) ("SB 555"), which amended certain portions of §§53311-53368.3 of the California Government Code and each as subsequently amended. 1.6 IIWork" as defined throughout this Agreement is the collaborative, non- competitive, effort between the PACE Provider and ABAG to support the citizens of ABAG member jurisdictions in completing water, energy efficiency upgrades, and the installation of renewable energy generating improvements. 2 Scope of Work I Collaboration. 2.1 PACE Provider's Specified Services. The PACE Provider will offer and provide Property Assessed Clean Energy Financing under the requirements of AB 811 and/or SB 555. 2.2 Performance Standard. PACE Provider shall perform all work hereunder in a manner consistent with the level of competency and standard of care normally observed by an organization administering a Property Assessed Clean Energy financing program pursuant to California Assembly Bill 811 and/or California Senate Bill 555. ABAG has relied upon the professional ability and expertise of PACE Provider as a material inducement to enter into this Agreement. PACE Provider hereby agrees to provide all services under this Agreement in accordance with generally accepted professional practices and standards of care, as well as the requirements of applicable federal, state and local laws. If ABAG is concerned that any of PACE Provider's work is not in accordance with the level of competency and standard of care described herein, ABAG shall have the right to do any or all of the following: (a) require PACE Provider to & 283 discuss with Participating Entity and/or to review the quality of the work and resolve matters of concern; (b) terminate this Agreement pursuant to the provisions of Section 5, Termination; or (c) pursue any and all other remedies available to ABAG at law or in equity. 2.3 Financing Provision Requirements. The PACE Provider will: 2.3.1 Include a process to receive acknowledgement and confirmation of satisfaction with work completed from the applicant before project payment is disbursed and have a published dispute resolution process available for customers. 2.3.2 Provide summary of financing details (including assessment or special tax amount and terms, financing installments and estimated administrative expenses) to the applicant specific to the requested amount of the financing. 2.3.3 For residential properties, require an applicant's acknowledgment of the Federal Housing Finance Agency position on PACE by a separate signature/initial acknowledgement, in a Residential Disclosure Signature Form that is substantially similar in content to Attachment l(a) or l(b), as approved by ABAG. 2.3.4 Provide training to contractors and information to property owners on the availability of rebates (for all utility and generation types), including and not limited to city and county rebate programs, BayREN programs, PG&E programs, and other such offerings. (For information about local programs, the contractor and/or home owner may be directed to the BayREN Home Upgrade Advisor at 866-878-6008.) 2.3.5 Require that applicable building permits are obtained for all improvements in Participating Entities. 2.3.6 Verify that all property taxes for the assessed property are current for the previous three years or since the current owner acquired the property, whichever is shorter. 2.3.7 Recommend that property owners consult with a tax professional prior to claiming any tax deductions associated with the project and not recommend that homeowners take any particular filing position. regarding their annual or semi-annual PACE assessment payments. 2.3.8 Not represent that the full assessment is tax deductible. 2.3.9 Have a consistent plan for removal of assessments at end of repayment term, prepayment and/or in the event of program closure. ABAG& 4of20 284 2.4 Financial Policies. The PACE Provider will: 2.4.1 For programs offering residential PACE financing, be an active participant in the California Alternative Energy and Advanced Transportation Financing Authority (CAEATFA) PACE Loan Loss Reserve Program or comparable loan loss reserve program which includes at minimum the parameters outlined in Attachment 2. 2.4.2 Notify ABAG six months in advance if funding capacity available from the PACE Provider to prospective PACE customers in the Participating Entity will fall below the amount dispersed in the previous six months of operation. 2.4.3 Notify ABAG of any foreclosure action as a result of a default in the payment of a PACE assessment on property within ABAG's geographical boundaries, where the PACE assessment was originated by the PACE Provider. 2.5 Documents, Data, and Information Policies. The PACE Provider will: 2.5.1 Provide to Participating Entity (for internal evaluation purposes only and not for distribution to any third party or for marketing purposes, other than as required by law, by request of Participating Entity, electronic access to the name, business name} and California State Contractors license number of participating contractors of the PACE Provider's program whose business address is located in the requesting Participating Entity or who conduct business in the requesting Participating Entity. 2.5.2 Retain completed Residential Disclosure (hardcopy or electronic) on file for duration of assessment, and furnish to Participating Entity upon request. 2.5.3 Provide upon request either direct real time access to data or quarterly reports in an open electronic file format (such as Microsoft Excel) to Participating Entity by request for internal evaluation purposes only (and not for distribution to any third party, including, without limitation, utility companies, services providers and equipment manufacturers or for marketing purposes) that includes the following information for each assessment: & 285 a. Required data: i. Assessor's Parcel Number (APN) of the property ii. Dollar amount financed (the amount of the assessment and/or special tax) iii. Listing of all energy efficiency and water conservation eligible improvements installed by virtue of the financing, including the unit of measure for the improvement and the quantity installed as captured by Participating Contractor iv. Listing of all renewable generation improvements installed and the solar STC-DC rating in watts or kilowatts as captured by Participating Contractor v. Estimated energy and water savings (in appropriate units) associated with the project b. If available (in the aggregate): i. Amount of rebate or incentive dollars associated with the project (not financed) and the name of the program ii. How the customer heard about PACE financing iii. Why the customer selected PACE over other financing instruments available iv. Why the customer selected their final PACE Provider over the other members The Participating Entity will: Maintain the privacy and security of data received from PACE Provider. Participating Entity shall comply with all applicable state and federal laws, regulations and applicable California Public Utilities Commission regulations. Participating Entity may only provide reports relating to Section 2.5.3(a)(ii}-(v) for public distribution that aggregate the data such that individual customer information cannot be identified, unless such customer has authorized written release of individual customer information. A Participating Entity shall not share with any third party the data and reports provided by a PACE Provider pursuant to Section 2.5.3(b) (if any). 2.5.4 Provide the documents required for participation in the PACE Providers' PACE Financing program to Participating Entity officials. 6of20 286 2.5.5 Provide support to Participating Entity's staff to facilitate adoption of required participation documents. 2.6 ABAG will encourage Participating Entity to offer staff resources and support to bring forward to their respective boards or councils the documents provided by the PACE Provider required for participation in the PACE Provider's PACE financing product. 2.7 Branding I Marketing Requirements. The Parties will: 2.7.1 Collaborate on any local and/or regional efforts that may impact PACE financing participation to achieve the best possible outcome for property owners. 2.7.2 Represent the role of ABAG as the local neutral third party, not-for-profit, public service agency supporting the public through the upgrade process, with the following message to consumers: Among the financing products available, competition is encouraged to the benefit of the consumer, with the common goal of successful completion of projects. The PACE Provider will: 2.7.3 Provide assistance to ABAG and any Participating Entity signing this Agreement for: (1) coordinating and implementing the integration of the PACE Provider into applicable BayREN and other relevant energy efficiency programs; and (2) support of contractor training. 2.7.4 Provide specific training for participating contractors engaged with local PACE programs using the PACE Provider's financing product, materials, collateral, tools, and associated software, through training offered directly from the PACE Provider. 2.7.5 Provide professional services, template documents, and other services reasonably necessary to staff for integrating the PACE Provider's financing option into the websites of any Participating Entity requesting such assistance. 2.7.6 Provide training and resources to any Participating Entity as needed to build understanding and support for use of the PACE financing product. ABAG will encourage ABAG members to: 70f20 287 2.7.7 Present with impartiality the financing products of the PACE Providers in all venues to the public. 2.7.8 Present marketing collateral of all financing products (where applicable) with impartiality in education and outreach materials and events 2.8 PACE Providers Responsibilities Regarding Participating Contractor. PACE Providers will: 2.8.1 Require that contractors have the appropriate California State License Board (CSLB) license in good standing 2.8.2 Require, in accordance with California State License Board requirements, that contractors' bonding is in good standing 2.8.3 Require, in accordance with California State License Board requirements, that contractors have appropriate Workers' Compensation coverage 2.8.4 Require that contractors have a minimum of $1M of commercial general liability insurance 2.8.S NOT endorse, recommend, or refer any specific contractor other than contractors who are to PACE Provider's knowledge, in good standing with CSLB, are insured and meet material program eligibility requirements 2.8.6 NOT make any representation or warranty regarding the qualifications, licensing, products, or workmanship of any contractor 2.8.7 NOT make any warranty regarding the contractor's work or products purchased from contractors provided 2.8.8 NOT accept any liability that may be alleged to arise from the work of any listed contractor on a customer project or from any reliance on any claims, statements, or other descriptions regarding a contractor's certifications, licenses, qualifications or products 2.8.9 Comply with provisions of Section 2.3.7 of this Agreement. 2.8.10 Via trainings and customer complaint system, require that contractors and their representatives, employees, and agents do not represent themselves as agents, representatives, contractors, subcontractors, or employees of ABAG or any Participating Entity, or claim association or affiliation with ABAG or any Participating Entity. 2.8.11 Independently engages the Participating Entity's Tax Collector for administration of property tax assessments placed through its financing product. ABAG& Fund CA 288 3 Payment. This Agreement does not include any financial arrangements between the PACE Provider and ABAG, nor does it preclude any separate contracts for services or support. 4 Term of Agreement. The term of this Agreement shall be from the Effective Date until termination in accordance with the provisions of Section 5, Termination below. 5 Termination. 5.1 Termination without Cause. Notwithstanding any other provision of this Agreement, at any time and without cause, ABAG, PACE Provider, or any Participating Entity shall have the right, in its sole discretion, to terminate this Agreement by giving 30 days written notice to the other Party to this Agreement; provided that a party's termination of this Agreement under this section shall not automatically terminate any other agreement or contract between the other parties. 5.2 Termination for Cause. Notwithstanding any other provision of this Agreement, should the PACE Provider fail to uphold any of its obligations under this Agreement in a material way, within the time and in the manner herein provided, or otherwise materially violate any of the terms of this Agreement, ABAG or a Participating Entity may, after providing the PACE Provider with a thirty (30) day cure period, immediately terminate this Agreement by giving PACE Provider written notice of such termination, stating the reason for termination; provided that the termination of this Agreement shall not automatically terminate any other agreement or contract between or among the parties. 5.3 Delivery of Data and Information upon Termination. In the event of termination, PACE Provider, within 14 days following the date of termination, shall deliver to the extent legally permitted to Participating Entity all raw data and information in an editable electronic format as outlined in and subject to the terms of Section 2.5, Document, Data, and Information Policies. 5.4 Authority to Terminate. The Executive Director of ABAG has the authority to terminate this Agreement on behalf of ABAG 5.5 Effect of Termination. Termination of this Agreement by ABAG or Participating Entity shall not affect the PACE Provider's ability to levy and collect assessments and/or special taxes and the PACE Provider's ability to issue bonds or otherwise finance contracts located within the jurisdiction of such Participating Entity, which have been entered into prior to the date of termination. In the event of 289 termination pursuant to this Section 5 by ABAG, ABAG may notify all Participating Entities of said termination. 6 Hold Harmless, Indemnity and Waiver of Subrogation. To the fullest extent allowed by law, PACE Provider shall defend, indemnify, save harmless and waive subrogation against the ABAG, and its members, elected and appointed officials, officers and employees (Indemnitees) against any and all liability, claims, losses, damages, or expenses, including reasonable attorneys' fees, arising from all acts or omissions to act of PACE Provider or its officers, agents, or employees in rendering services under this contract; excluding, however, such liability, claims, losses, damages or expenses resulting from an intentional act or the gross negligence of an Indemnitee. This section shall in no event be construed to require indemnification by PACE Provider to a greater extent than permitted under the public policy or laws of the State of California. These defense and indemnification obligations are undertaken in addition to, and shall not in any way be limited by, the insurance obligations set forth in this Agreement. These defense and indemnification obligations shall survive the termination or expiration of the contract for the full period of time permitted by law. 7 Insurance Requirements. PACE provider shall obtain and maintain insurance as required in Attachment 2. 8 Prosecution of Work. The execution of this Agreement shall constitute PACE Provider's authority to proceed immediately with the performance of this Agreement. 9 Representations of PACE Provider. 9.1 Standard of Care. ABAG and Participating Entity have relied upon the professional ability and training of PACE Provider as a material inducement to entering into this Agreement. PACE Provider hereby agrees that all its work will be performed and that its operations shall be conducted in accordance with generally accepted and applicable professional practices and standards as well as the requirements of applicable federal, state and local laws. 9.2 Status of PACE Provider. The parties intend that PACE Provider, in performing the services specified herein, shall act as an independent contractor and shall 290 control the work and the manner in which it is performed. PACE Provider is not to be considered an agent or employee of ABAG or of any Participating Entity and is not entitled to participate in any pension plan, worker's compensation plan, insurance, bonus, employment protection, or similar benefits that ABAG or the Participating Entity provides its employees. 9.3 Conflict of Interest. PACE Provider covenants that it presently has no interest and that it will not acquire any interest, direct or indirect, that represents a financial conflict of interest under state law or that would otherwise conflict in any manner or degree with the performance of its services hereunder. PACE Provider further covenants that in the performance of this Agreement no person having any such interests shall be employed. 9.4 Statutory Compliance. PACE Provider agrees to comply with all federal, state and local laws, regulations, statutes and policies applicable to the services provided under this Agreement as they exist now and as they are changed, amended or modified during the term of this Agreement. 9.5 Nondiscrimination. Without limiting any other provision hereunder, PACE Provider shall comply with all applicable federal, state, and local laws, rules, and regulations in regard to nondiscrimination in employment because of race, color, ancestry, national origin, religion, sex, gender identity, marital status, age, medical condition, pregnancy, disability, sexual orientation or other prohibited basis. All nondiscrimination rules or regulations required by law to be included in this Agreement are incorporated herein by this reference. 9.6 Authority. The undersigned hereby represents and warrants that he or she has authority to execute and deliver this Agreement on behalf of PACE Provider. 10 Demand for Assurance. Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until such assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding thirty (30) days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement. 291 aggrieved party's right to demand adequate assurance of future performance. Nothing in this Article limits the parties' right to terminate this Agreement pursuant to Section 5, Termination. 11 Assignment and Delegation. No party hereto shall assign, delegate, sublet, or transfer any interest in or duty under this Agreement without the prior written consent of the other, and no such transfer shall be of any force or effect whatsoever unless and until the other party shall have so consented; provided however, that PACE Provider may assign this Agreement in connection with a merger or the sale of all or substantially all of its assets or equity ownership without the prior written consent of any other party provided that the successor expressly assumes all of the obligations, including this Agreement, and confirms all of the representations, warranties and covenants of PACE Provider hereunder. 12 Method and Place of Giving Notice. All notices shall be made in writing and shall be given by personal delivery or by U.S. Mail or courier service to: TO: ABAG: TO: PACE PROVIDER: Address: --------------------------- Facsimile: --------------------------- Email address: ------------------------ Ygrene Energy Fund California LLC Attn: Bart Van Voorhis Executive Vice-President 815 5th Street Santa Rosa, CA 95404 Email address:bart@ygrene.us When a notice is given by a generally recognized overnight courier service, the notice shall be deemed received on the next business day. When a copy of a notice is sent by facsimile or email, the notice shall be deemed received upon transmission as long as (1) the original copy of the notice is promptly deposited in the U.S. mail and postmarked on the date of the facsimile or email, (2) the sender has a written confirmation of the facsimile transmission or email, and (3) the facsimile or email is transmitted before 5 p.m. (recipient's time). In all other instances, notices shall be effective upon receipt by the recipient. Changes may be made in the names and addresses of the person to whom notices are to be given by giving notice pursuant to this paragraph. 120f20 292 13 Miscellaneous Provisions. 13.1 No Waiver of Breach. The waiver by a party of any breach of any term or promise contained in this Agreement shall not be deemed to be a waiver of such term or provision or any subsequent breach of the same or any other term or promise contained in this Agreement. 13.2 Construction. To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statute, ordinance, regulation, or law. The parties covenant and agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. PACE Provider and ABAG acknowledge that they have each contributed to the making of this Agreement and that, in the event of a dispute over the interpretation of this Agreement, the language of the Agreement will not be construed against one party in favor of the other. Each party hereto acknowledges that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement. 13.3 Consent. Wherever in this Agreement the consent or approval of one party is required to an act of the other party, such consent or approval shall not be unreasonably withheld or delayed. 13.4 No Third Party Beneficiaries. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties. 13.5 Applicable Law and Forum. This Agreement shall be construed and interpreted according to the substantive law of California, regardless of the law of conflicts to the contrary in any jurisdiction. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in the County of Alameda. 13.6 Captions. The captions in this Agreement are solely for convenience of reference. They are not a part of this Agreement and shall have no effect on its construction or interpretation. 130f20 293 13.7 Merger. This writing is intended both as the final expression of the Agreement between the parties hereto with respect to the included terms and as a complete and exclusive statement of the terms of the Agreement, pursuant to Code of Civil Procedure Section 1856. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed by both parties. 13.8 Survival of Terms. All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. 13.9 Time of Essence. Time is and shall be of the essence of this Agreement and every provision hereof. 13.10 Counterparts. This Agreement may be executed in two or more counterparts, a complete set of which shall be deemed an original, constituting one and the same instrument. The delivery by facsimile or electronic mail of an executed copy of this Amendment shall be deemed valid as if an original signature was delivered Continued on next page: 294 IN WITNESS WHEREOF, the ABAG and the PACE Provider hereto have executed this Agreement as of the Effective Date. PACE PROVIDER: ________ _ ABAG: ~ ____________ ~ YGRENE ENERGY FUND CALIFORNIA LLC, ite~Liability Company / By: Name: Stacey Lawson _____ _ Name: --------~-------- Title: President/CEO _____ _ Title: Date: Date: __ --+ __ -1--1-___ _ APPROVED AS TO FORM FOR ABAG Date: ~f-----=--:I'--BY:f---~ __ 295 AnACHMENT l(a) ALERT: Fannie Mae/Freddie Mac Instructions for Lenders SINGLE FAMILY HOME OWNERS: In May, 2010, Fannie Mae and Freddie Mac, government sponsored enterprises that purchase a large segment of conforming single family home mortgages, issued new instructions to lending institutions on how to treat properties with assessments under Property Assessed Clean Energy (PACE) programs such as . These letters, and additional statements issued by the Federal Housing Finance Agency, the agency that regulates single family home lenders, instruct lenders to treat energy assessments as "loans" instead of "assessments." On August 31, 2010, the agencies issued additional instructions to lenders that Fannie Mae and Freddie Mac "will not purchase mortgage loans secured by properties with an outstanding PACE obligation." These letters and statements may lead lenders to conclude the PACE assessment should be paid off before a property transfers or is refinanced. In addition, it may lead some lenders to conclude that participating in PACE program is a violation of typical mortgage terms prohibiting prior liens without lender consent. If you are selling your property, a buyer's lender may refuse to finance the buyer's first mortgage loan unless the assessment is paid off. We urge you to carefully read the disclosure information in the Program application, review your mortgage documents, evaluate the risks of proceeding with an application at this time, and contact your lender if you have any concerns or for information regarding any other financing options that may be available to you. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Date Initials Date Initials Date Continued on next page: Electronic links to the copies of letters from the Federal Financing Housing Authority re: PACE programs: KeglOnal Coilaborative Services Aar'=>Pl"I'1lpnr for ABAG& Fund CA LLC 160f20 296 • • • • • • ABAG& 297 ATTACHMENT l(b) BEFORE COMPLETING A PROGRAM APPLICATION, YOU SHOULD CAREFULL Y REVIEW ANY MORTGAGE AGREEMENT(S) OR OTHER SECURITY INSTRUMENT(S) WHICH AFFECT THE PROPERTY OR TO WHICH YOU AS THE PROPERTY OWNER ARE A PARTY. ENTERING INTO A PROGRAM ASSESSMENT CONTRACT WITHOUT THE CONSENT OF YOUR EXISTING LENDER(S) COULD CONSTITUTE AN EVENT OF DEFAULT UNDER SUCH AGREEMENTS OR SECURITY INSTRUMENTS. DEFAULTING UNDER AN EXISTING MORTGAGE AGREEMENT OR SECURITY INSTRUMENT COULD HAVE SERIOUS CONSEQUENCES TO YOU, WHICH COULD INCLUDE THE ACCELERATION OF THE REPAYMENT OBLIGATIONS DUE UNDER SUCH AGREEMENT OR SECURITY INSTRUMENT. IN ADDITION, FANNIE MAE AND FREDDIE MAC, THE OWNER OF A SIGNIFICANT PORTION OF ALL HOME MORTGAGES, STATED THAT THEY WOULD NOT PURCHASE HOME LOANS WITH ASSESSMENTS SUCH AS THOSE OFFERED BY THE AUTHORITY. THIS MAY MEAN THAT PROPERTY OWNERS WHO SELL OR REFINANCE THEIR PROPERTY MAY BE REQUIRED TO PREPAY SUCH ASSESSMENTS AT THE TIME THEY CLOSE THEIR SALE OR REFINANCING. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Date Initials Date Initials Date ABAG& 298 ATTACHMENT 2 Insurance Requirements. PACE Provider shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a period of five (5) years following the completion of this project. PACE Provider shall provide a copy of section 21 of this contract and these insurance requirements to its insurance broker or insurer to confirm compliance. In the event PACE Provider fails to obtain or maintain completed operations coverage as required by this agreement, ABAG, at its sole discretion, may purchase the coverage required and the cost will be paid by PACE Provider. The limits of insurance required in hereunder may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the Indemnitees (if agreed to in a written contract or agreement) before the any Indemnitee's own Insurance or self-insurance shall be called upon to protect it as a named insured. (a) Minimum Scope of Insurance. Coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001). Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto}. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Errors and Omissions Liability insurance appropriate to the PACE Provider's profession. Architects' and engineers' coverage is to be endorsed to include contractual liability. (b) Minimum Limits of Insurance. PACE Provider shall maintain limits no less than: General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Errors and Omissions Liability: $1,000,000 per claim/aggregate. (c) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by ABAG. The insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the Indemnitees; or the PACE Provider ABAG& 299 shall satisfy any such deductibles or self-insured retentions. In addition, policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or any of the Indemnitees. (d) Other Insurance Provisions. The commercial general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (i) The Indemnitees are to be covered as additional insureds as respects: liability arising out of work or operations performed by or on behalf of PACE Provider; completed operations; or automobiles owned, leased, hired or borrowed by PACE Provider. (ii) For any claims related to this project, the PACE Provider's insurance coverage shall be primary insurance as respects the Indemnitees. (iii) Any insurance or self-insurance maintained by the Indemnitees shall be excess of PACE Provider's insurance and shall not contribute with it. (iv) Except for General Liability and Automobile Liability, each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty(30) days' prior written notice by certified mail, return receipt requested, has been given to ABAG. For General Liability and Automobile Liability, PACE Provider shall provide ABAG with thirty (30) day's prior notice of cancellation by either the insurer or PACE Provider. (v) Coverage shall not extend to any defense or indemnity coverage for the active negligence of the Indemnitees in any case where an agreement to defend and indemnify the Indemnitees would be invalid under Subdivision (b) of Section 2782 of the Civil Code. (e) Other Insurance Provisions -Workers Compensation. The Workers Compensation insurance shall be endorsed to waive subrogation against the Indemnitees. (f) Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to ABAG. (g) Verification of Coverage. PACE Provider shall furnish the ABAG with original certificates and amendatory endorsements effecting coverage required by this clause. All certificates and endorsements are to be received and approved by ABAG before work commences. ABAG reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time. & 300 TO: Ygrene IN WITNESS WHEREOF, the City of Cupertino (“Participating Entity”) adopts the Agreement for Collaborative Services (“Agreement”), attached hereto as Exhibit A and incorporated herein, establishing operating procedures for Ygrene PACE Program within the jurisdiction of the Participating Entity. City of Cupertino: By: _______________________________ Date: _________________ David Brandt City Manager Method and Place of Giving Notice. All notices to the Participating Entity shall be made in writing and shall be given by personal delivery or by the U.S. Mail or courier service. Notices shall be addressed as follows: Misty Mersich, Sustainability Manager 10300 Torre Ave Cupertino, CA 95014 (408) 777-3362 mistym@cupertino.org 301 AGREEMENT FOR COLLABORATIVE SERVICES FOR PROPERTY ASSESSED CLEAN ENERGY FINANCING This Agreement for Collaborative Services ("Agreement"L dated as of I 2016 ({{Effective Date Jl ) is by and among the Association of Bay Area Governments (hereinafter "ABAG"L Western Riverside Council of Governments (hereinafter "PACE Provider")' as an entity administering a Property Assessed Clean Energy (PACE) financing program utilizing either the California Assembly Bill 811 and/or California Senate Bill model and any Participating Entity, as defined in Section 1.3 below, that adopts this Agreement. WHEREAS, ABAG is committed to mitigating and adapting to the causes and impacts of climate change and supporting energy independence from fossil fuels to safeguard the environment, human health and the economy; and WHEREAS, ABAG as Program Administrator for the Bay Area Regional Energy Network (BayREN), works closely with 101 cities in the nine county Bay Area region (ABAG territory) to develop and implement innovative energy efficiency programs, including supporting commercial and residential Property Assessed Clean Energy (PACE) programs; and WHEREAS, the BayREN offers programs, technical resources and education for energy upgrades and retrofits; and WHEREAS, the objective of the BayREN is to help property owners save energy, save money, and live comfortably; and WHEREAS, the BayREN to assist local governments to understand all aspects of partnering with PACE Providers in order to minimize customer confusion, provide access to education and information to property owners and assist with informed decisions on rebates and incentives, contractor programs, and financing options; and WHEREAS, the PACE Provider is willing to participate to support community climate goals and minimize consumer and contractor confusion; and 302 WHEREAS, the Provider will provide support and resources to any Participating Entity as requested related to education, outreach and development of the energy industry and trades; and WHEREAS, the PACE Provider will support, align and integrate its efforts with the community-wide goals for job creation, resource demand reduction, and renewable energy generation; and WHEREAS, the PACE Provider will establish its own interest rates, repayment terms, and fees as state and federal laws and the market defines and allows; and WHEREAS, the PACE Provider will arrange for the collection of Property Assessed Clean Energy assessments it has financed directly with the Participating Entity's County Tax Collector's Office; and WHEREAS, this Agreement does not include any financial arrangements between the PACE Provider, ABAG and the Participating Entity adopting this Agreement, nor does it preclude any separate contracts, contract terms for services or support; and WHEREAS, the purpose of this Agreement is to set forth the mutual understandings between ABAG and the PACE Provider and to establish basic operating procedures for any PACE provider operating within the ABAG territory, and any Participating Entity that adopts this agreement. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained herein, the parties hereto agree as follows: AGREEMENT 1 Definitions. 1.1 "Eligible improvement" is a technology, product or tool officially approved by PACE improvements include distributed renewable energy sources, energy and water efficiency improvements, and electric vehicle charging infrastructure improvements that will be permanently affixed to real property, and any additional improvements deemed eligible in the future by the California Legislature and/or the California Judiciary. 1.2 "PACE Provider" is an entity participating in ABAG territory administering a program providing Property Clean (PACE) financing. 303 1.3 "Participating Entity" is any city, town, county or the City and County of San Francisco located within ABAG's geographical boundaries that adopt this 1.4 "Participating Contractor" is any contractor that has agreed to, and abides, by the terms and conditions of the PACE Provider's contractor standards. 1.5 "Property Assessed Clean Energy (PACE) Financing" is a means of financing distributed generation, renewable energy sources, energy and water efficiency improvements, electric vehicle charging infrastructure and other improvements deemed eligible by the California legislature that will be permanently affixed to real property, whereby the funds provided to pay for the improvements are repaid through contractual assessments and/or special taxes, utilizing either California Assembly Bill 811 (Levine, 2008) (flAB 811")' which amended §§5898.10-5899.3 of the California Streets and Highways Code; or California Senate Bill 555 (Hancock, 2011) (((SB 555"), which amended certain portions of §§53311-53368.3 of the California Government Code and each as subsequently amended. 1.6 "Work" as defined throughout this Agreement is the collaborative, non- competitive, effort between the PACE Provider and ABAG to support the citizens of ABAG member jurisdictions in completing water, energy efficiency upgrades, and the installation of renewable energy generating improvements. 2 Scope of Work / Collaboration. 2.1 PACE Provider's Specified Services. The PACE Provider will offer and provide Property Assessed Clean Energy Financing under the requirements of AB 811 and/or SB 555. 2.2 Performance Standard. PACE Provider shall perform all work hereunder in a manner consistent with the level of competency and standard of care normally observed by an organization administering a Property Assessed Clean Energy financing program pursuant to California Assembly Bill 811 and/or California Senate Bill 555. ABAG has relied upon the professional ability and expertise of PACE Provider as a material inducement to enter into this Agreement. PACE Provider hereby agrees to provide all services under this Agreement in accordance with generally accepted professional practices and standards of care, as well as the requirements of applicable federal, state and local laws. If ABAG is concerned that any of PACE Provider's work is not in accordance with the level of competency and standard of care described herein, ABAG shall have the right to do any or all of the following: (a) require PACE Provider to 304 discuss with Participating Entity and/or to review the quality of the work and resolve matters of concern; (b) terminate this Agreement pursuant to the provisions of . or (c) pursue any and all other remedies available to ABAG at law or in equity. The PACE Provider will: 2.3.1 Include a process to receive acknowledgement and confirmation of satisfaction with work completed from the applicant before project payment is disbursed and have a published dispute resolution process available for customers. 2.3.2 Provide summary of financing details (including assessment or special tax amount and terms, financing installments and estimated administrative expenses) to the applicant specific to the requested amount of the financing. 2.3.3 For residential properties, require an applicant's acknowledgment of the Federal Housing Finance Agency position on PACE by a separate signature/initial acknowledgement, in a Residential Disclosure Signature Form that is substantially similar in content to Attachment l(a) or l(b), as approved by ABAG. 2.3.4 Provide training to contractors and information to property owners on the availability of rebates (for all utility and generation typesL including and not limited to city and county rebate programs, BayREN programs, PG&E programs, and other such offerings. (For information about local programs, the contractor and/or home owner may be directed to the BayREN Home Upgrade Advisor at 866-878-6008.) 2.3.5 Require that applicable building permits are obtained for all improvements in Participating Entities. 2.3.6 Verify that all property taxes for the assessed property are current for the previous three years or since the current owner acquired the property, whichever is shorter. 2.3.7 Recommend that property owners consult with a tax professional prior to claiming any tax deductions associated with the project and not recommend that homeowners take any particular filing position regarding their annual or semi-annual PACE assessment payments. 2.3.8 Not represent that the full assessment is tax deductible. 2.3.9 Have a consistent plan for removal of assessments at end of repayment term, prepayment and/or in the event of program closure. 305 2.4 The PACE Provider will: 2.4.1 For programs offering residential PACE financing, be an active participant in the California Alternative Energy and Advanced Transportation Financing Authority (CAEATFA) PACE loan loss Reserve Program or comparable loan loss reserve program which includes at minimum the parameters outlined in Attachment 2. 2.4.2 Notify ABAG six months in advance if funding capacity available from the PACE Provider to prospective PACE customers in the Participating Entity will fall below the amount dispersed in the previous six months of operation. 2.4.3 Notify ABAG of any foreclosure action as a result of a default in the payment of a PACE assessment on property within ABAG's geographical boundaries, where the PACE assessment was originated by the PACE Provider. 2.5 Documents, Data, and Information Policies. The PACE Provider will: 2.5.1 Provide to Participating Entity (for internal evaluation purposes only and not for distribution to any third party or for marketing purposes, other than as required by law) by request of Participating Entity, electronic access to the name, business name, and California State Contractors license number of participating contractors of the PACE Provider's program whose business address is located in the requesting Participating Entity or who conduct business in the requesting Participating Entity. 2.5.2 Retain completed Residential Disclosure (hardcopy or electronic) on file for duration of assessment, and furnish to Participating Entity upon request. Provide upon request either direct real time access to data or quarterly reports in an open electronic file format (such as Microsoft Excel) to Entity by for internal evaluation purposes only (and not for distribution to any third party, including, without limitation, utility companies, services providers and equipment manufacturers or for marketing purposes) that includes the following information for each assessment: a. Required data: Number (APN) 306 iL Dollar amount financed (the amount of the assessment and/or special tax) iii. of all energy efficiency and water conservation eligible improvements installed by virtue of the financing, including the unit of measure for the improvement and the quantity installed as captured by Participating Contractor iv. Listing of all renewable generation improvements installed and the solar STC-DC rating in watts or kilowatts as captured by Participating Contractor v. Estimated energy and water savings (in appropriate units) associated with the project vi. b. If available (in the aggregate): i. Amount of rebate or incentive dollars associated with the project (not financed) and the name of the program ii. How the customer heard about PACE financing iii. Why the customer selected PACE over other financing instruments available iv. Why the customer selected their final PACE Provider over the other members The Participating Entity will: Maintain the privacy and security of data received from PACE Provider. Participating Entity shall comply with all applicable state and federal laws, regulations and applicable California Public Utilities Commission regulations. Participating Entity may only provide reports relating to Section 2.S.3{a)(ii}-(v) for public distribution that aggregate the data such that individual customer information cannot be identified, unless such customer has authorized written release of individual customer information. A Participating Entity shall not share with any third party the data and reports provided by a PACE Provider pursuant to Section 2.S.3(b) (if any). participation in Providers' PACE Financing program to Participating Entity officials. 2.S.5 Provide support to Participating Entity's staff to facilitate adoption of required participation documents. 2.6 ABAG will encourage Participating Entity to offer staff resources and support to bring forward to their respective boards or councils the documents 307 provided by the PACE Provider required for participation in the PACE Provider's PACE financing product. 2.7 The Parties will: 2.7.1 Collaborate on any local and/or regional efforts that may impact PACE financing participation to achieve the best possible outcome for property owners. 2.7.2 Represent the role of ABAG as the local neutral third party, not-for-profit, public service agency supporting the public through the upgrade process, with the following message to consumers: Among the financing products available, competition is encouraged to the benefit of the consumer, with the common goal of successful completion of projects. The PACE Provider will: 2.7.3 Provide assistance to ABAG and any Participating Entity signing this Agreement for: (1) coordinating and implementing the integration of the PACE Provider into applicable BayREN and other relevant energy efficiency programs; and (2) support of contractor training. 2.7.4 Provide specific training for participating contractors engaged with local PACE programs using the PACE Provider's financing product, materials, collateral, tools, and associated software, through training offered directly from the PACE Provider. 2.7.5 Provide professional services, template documents, and other services reasonably necessary to staff for integrating the PACE Provider's financing option into the websites of any Participating Entity requesting such assistance. 2.7.6 Provide training and resources to any Participating Entity as needed to build understanding and support for use of the PACE financing product ABAG will encourage ABAG members to: 2.7.7 products of PACE Providers in all venues to the public. 2.7.8 Present marketing collateral of all financing products (where applicable) with impartiality in education and outreach materials and events 2.8 PACE Providers Responsibilities Regarding .:.......;;;;.;~~;...::.:..:.,.~::...=...;...:...;:;.;....;:;..;;;...::..;=-.:.. 308 2.8.1 Require that contractors have the appropriate California State License Board (CSLB) license in good standing 2.8.2 Require, in accordance with California State License Board requirements, that contractors' bonding is in good standing 2.8.3 Require, in accordance with California State License Board requirements, that contractors have appropriate Workers' Compensation coverage 2.8.4 Require that contractors have a minimum of $lM of commercial general liability insurance 2.8.5 NOT endorse, recommend, or refer any specific contractor other than contractors who are to PACE Provider's knowledge, in good standing with CSLB, are insured and meet material program eligibility requirements 2.8.6 NOT make any representation or warranty regarding the qualifications, licensing, products, or workmanship of any contractor 2.8.7 NOT make any warranty regarding the contractor's work or products purchased from contractors provided 2.8.8 NOT accept any liability that may be alleged to arise from the work of any listed contractor on a customer project or from any reliance on any claims, statements, or other descriptions regarding a contractor's certifications, licenses, qualifications or products 2.8.9 Comply with provisions of Section 2.3.7 of this Agreement. 2.8.10 Via trainings and customer complaint system, require that contractors and their representatives, employees, and agents do not represent themselves as agents, representatives, contractors, subcontractors, or employees of ABAG or any Participating Entity, or claim association or affiliation with ABAG or any Participating Entity. 2.8.11 Independently engages the Participating Entity's Tax Collector for administration of property tax assessments placed through its financing product. 3 Payment. This Agreement does not include any financial arrangements between the PACE Provider and ABAG, nor does it preclude any separate contracts for services or support. 4 Term of Agreement. The term of this Agreement shall be from the Effective Date until termination in accordance with the provisions of Section 5, Termination below. 309 5 Termination. 5.1 ~:....;..:-:...;..;..;;..;;.;...;;..;....;;;.;;..,;--:....:....;...;;.~:.;..;:.....:::..;:;;...:;~. Notwithstanding any other provision of this Agreement, at any time and without cause, ABAG, PACE Provider, or any Participating Entity shall have the right, in its sole discretion, to terminate this Agreement by giving 30 days written notice to the other Party to this Agreement; provided that a party's termination of this Agreement under this section shall not automatically terminate any other agreement or contract between the other parties. 5.2 Termination for Cause. Notwithstanding any other provision of this Agreement, should the PACE Provider fail to uphold any of its obligations under this Agreement in a material way, within the time and in the manner herein provided, or otherwise materially violate any of the terms of this Agreement, ABAG or a Participating Entity may, after providing the PACE Provider with a thirty (30) day cure period, immediately terminate this Agreement by giving PACE Provider written notice of such termination, stating the reason for termination; provided that the termination of this Agreement shall not automatically terminate any other agreement or contract between or among the parties. 5.3 Delivery of Data and Information upon Termination. In the event of termination, PACE Provider, within 14 days following the date of termination, shall deliver to the extent legally permitted to Participating Entity all raw data and information in an editable electronic format as outlined in and subject to the terms of Section 2.5, Document, Data, and Information Policies. 5.4 Authority to Terminate. The Executive Director of ABAG has the authority to terminate this Agreement on behalf of ABAG 5.5 Effect of Termination. Termination of this Agreement by ABAG or Participating Entity shall not affect the ability to levy and collect assessments and the PACE Provider's ability to issue bonds for assessment contracts located within the jurisdiction of such entity which have been entered into prior to the date of termination. In the event of termination pursuant to this Section 5 by ABAG, ABAG may notify all Participating Entities of said termination. 6 Hold Harmless, Indemnity and Waiver of Subrogation. To the fullest extent allowed by law, PACE Provider shall defend, indemnify, save harmless and waive subrogation against the ABAG, and its members, elected and appointed officials, officers and employees (Indemnitees) against any and all liability, or including reasonable ':lTTnrr'\ou'C' from 310 all acts or omissions to act of PACE Provider or its officers, agents, or employees in rendering services under this contract; excluding, however, such liability, claims, losses, damages or expenses resulting from an intentional act or the gross negligence of an Indemnitee. This shall in no event construed to indemnification PACE Provider to a greater extent than permitted under the public policy or laws of the State of California. These defense and indemnification obligations are undertaken in addition to, and shall not in any way be limited by, the insurance obligations set forth in this Agreement. These defense and indemnification obligations shall survive the termination or expiration of the contract for the full period of time permitted by law. 7 Insurance Requirements. PACE provider shall obtain and maintain insurance as required in Attachment 2. 8 Prosecution of Work. The execution of this Agreement shall constitute PACE Provider's authority to proceed immediately with the performance of this Agreement. 9 Representations of PACE Provider. 9.1 Standard of Care. ABAG and Participating Entity have relied upon the professional ability and training of PACE Provider as a material inducement to entering into this Agreement. PACE Provider hereby agrees that all its work will be performed and that its operations shall be conducted in accordance with generally accepted and applicable professional practices and standards as well as the requirements of applicable federal, state and local laws. 9.2 Status of PACE Provider. The parties intend that PACE Provider, in performing the services specified herein, shall act as an independent contractor and shall control the work and the manner in which it is performed. PACE Provider is not to be considered an agent or employee of ABAG or of any Participating Entity and is not entitled to participate in any pension plan, compensation plan, insurance, bonus, employment protection, or similar benefits that ABAG or the Participating Entity provides its employees. Provider covenants that it presently has no interest and that it will not acquire any interest, direct or indirect, that represents a of interest state or that would in 311 any manner or degree with the performance of its services hereunder. PACE Provider further covenants that in the performance of this Agreement no person having any such interests shall employed. PACE Provider agrees to comply with all federal, state and local laws, regulations, statutes and policies applicable to the services provided under this Agreement as they exist now and as they are changed, amended or modified during the term of this Agreement. 9.5 Nondiscrimination. Without limiting any other provision hereunder, PACE Provider shall comply with all applicable federal, state, and local laws, rules, and regulations in regard to nondiscrimination in employment because of race, color, ancestry, national origin, religion, sex, gender identity, marital status, age, medical condition, pregnancy, disability, sexual orientation or other prohibited basis. A" nondiscrimination rules or regulations required by law to be included in this Agreement are incorporated herein by this reference. 9.6 Authority. The undersigned hereby represents and warrants that he or she has authority to execute and deliver this Agreement on behalf of PACE Provider. 10 Demand for Assurance. Each party to this Agreement undertakes the obligation that the other's expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until such assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding thirty (3D) days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement. Acceptance of any improper delivery, conduct, or service does not prejudice the aggrieved party's right to demand adequate assurance of future performance. Nothing in this Article limits the parties' right to terminate this Agreement pursuant to Section 5, Termination. 11 Assignment and Delegation. No party hereto shall assign, delegate, sublet, or transfer any interest in or duty under this Agreement without the prior written consent of the other, and no such transfer shall be of any force or effect whatsoever unless and until the other party shall have so consented; provided however, that 312 PACE Provider may assign this Agreement in connection with a merger or the sale of all or substantially all of its assets or equity ownership without the prior written consent of any other party provided that the successor expressly assumes all of the obligations, including this Agreement, and confirms all of the representations, warranties and covenants of PACE Provider hereunder. 12 Method and Place of Giving Notice. All notices shall be made in writing and shall be given by personal delivery or by U.S. Mail or courier service to: TO: ABAG: TO: PACE PROVIDER: 101 8th Street Oakland, CA 94607 Attn: Jennifer K. Berg JennyB@abag.ca.gov Western Riverside Council of Governments 4080 Lemon Street, 3 rd Floor, MS 1032 Riverside, CA 92501 Attn: Executive Director bishop@wrcog.cog.ca.us When a notice is given by a generally recognized overnight courier service, the notice shall be deemed received on the next business day. When a copy of a notice is sent by facsimile or email, the notice shall be deemed received upon transmission as long as (1) the original copy of the notice is promptly deposited in the U.S. mail and postmarked on the date of the facsimile or email, (2) the sender has a written confirmation of the facsimile transmission or email, and (3) the facsimile or email is transmitted before 5 p.m. (recipient's time). In all other instances, notices shall be effective upon receipt by the recipient. Changes may be made in the names and addresses of the person to whom notices are to be given by giving notice pursuant to this paragraph. 13 Miscellaneous Provisions. 13.1 No Waiver of Breach. The waiver by a party of any breach of any term or promise contained in this Agreement shall not be deemed to be a waiver of such term or provision or any subsequent breach of the same or any other term or promise contained in this Agreement. 313 13.3 13.4 To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statute, ordinance, regulation, or law. parties covenant and agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected} impaired, or invalidated thereby. PACE Provider and ABAG acknowledge that they have each contributed to the making of this Agreement and that, in the event of a dispute over the interpretation of this Agreement} the language of the Agreement will not be construed against one party in favor of the other. Each party hereto acknowledges that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement. Wherever in this Agreement the consent or approval of one party is required to an act of the other party, such consent or approval shall not be unreasonably withheld or delayed. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties. 13.5 Applicable Law and Forum. This Agreement shall be construed and interpreted according to the substantive law of California, regardless of the law of conflicts to the contrary in any jurisdiction. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in the County of Alameda. 13.6 Captions. The captions in this Agreement are solely for convenience of reference. They are not a part of this Agreement and shall have no effect on its construction or interpretation. 13.7 This writing is intended both as the final expression of the Agreement between the parties hereto with respect to the included terms and as a complete and exclusive statement of the terms of the Agreement, pursuant to Code of Civil Procedure Section 1856. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed both parties. 314 13.8 Survival of Terms. All express representationsl waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. 13.9 Time is and shall be of the essence of this Agreement and every provision hereof. 13.10 Counterparts. This Agreement may be executed in two or more counterparts, a complete set of which shall be deemed an original, constituting one and the same instrument. The delivery by facsimile or electronic mail of an executed copy of this Amendment shall be deemed valid as jf an original signature was delivered Continued on next page: 315 IN WITNESS WHEREOF, the ABAG and the PACE Provider hereto have executed this as of Date. PACE PROVIDER: Western Riverside_ Council of Governments By: Name: Rick Bishop Title: Executive Director Date: March 21, 2016 ____ _ Name: ________ ~ ________ _ Title: Date: ----~+-----r_------ APPROVED AS TO FORM FOR ABAG Date: __ +-____ ~~--------- APPROVED AS TO FORM FOR PACE PROVIDER Date: March 21, 2016 By: __________________ _ Mrunal Shah, Bond Counsel to Western Riverside Council of Governments 316 ALERT: Fannie Mae/Freddie Mac Instructions for Lenders SINGLE FAMILY HOME OWNERS: In May, 2010, Fannie Mae and Freddie Mac, government sponsored enterprises that purchase a large segment of conforming single family home mortgages, issued new instructions to lending institutions on how to treat properties with assessments under Property Assessed Clean Energy (PACE) programs such as . These letters, and additional statements issued by the Federal Housing Finance Agency, the agency that regulates single family home lenders, instruct lenders to treat energy assessments as ({loans" instead of {{assessments." On August 31, 2010, the agencies issued additional instructions to lenders that Fannie Mae and Freddie Mac "will not purchase mortgage loans secured by properties with an outstanding PACE obligation." These letters and statements may lead lenders to conclude the PACE assessment should be paid off before a property transfers or is refinanced. In addition, it may lead some lenders to conclude that participating in PACE program is a violation of typical mortgage terms prohibiting prior liens without lender consent. If you are selling your property, a buyer's lender may refuse to finance the buyer's first mortgage loan unless the assessment is paid off. We urge you to carefully read the disclosure information in the Program application, review your mortgage documents, evaluate the risks of proceeding with an application at this time, and contact your lender if you have any concerns or for information regarding any other financing options that may be available to you. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Date Initials Date Initials Date Continued on next page: Electronic links to the copies of letters from the Federal Financing Housing Authority re: programs: 317 • • • • • • l012.pdf l020.pdf 318 ATTACHMENT l(b) BEFORE COMPLETING A PROGRAM APPLICATION, YOU SHOULD CAREFULL Y REVIEW ANY MORTGAGE AGREEMENT(S) OR OTHER SECURITY INSTRUMENT(S) WHICH AFFECT THE PROPERTY OR TO WHICH YOU AS THE PROPERTY OWNER ARE A PARTY. ENTERING INTO A PROGRAM ASSESSMENT CONTRACT WITHOUT THE CONSENT OF YOUR EXISTING LENDER(S) COULD CONSTITUTE AN EVENT OF DEFAULT UNDER SUCH AGREEMENTS OR SECURITY INSTRUMENTS. DEFAULTING UNDER AN EXISTING MORTGAGE AGREEMENT OR SECURITY INSTRUMENT COULD HAVE SERIOUS CONSEQUENCES TO YOU, WHICH COULD INCLUDE THE ACCELERATION OF THE REPAYMENT OBLIGATIONS DUE UNDER SUCH AGREEMENT OR SECURITY INSTRUMENT. IN ADDITION, FANNIE MAE AND FREDDIE MAC, THE OWNER OF A SIGNIFICANT PORTION OF ALL HOME MORTGAGES, STATED THAT THEY WOULD NOT PURCHASE HOME LOANS WITH ASSESSMENTS SUCH AS THOSE OFFERED BY THE AUTHORITY. THIS MAY MEAN THAT PROPERTY OWNERS WHO SELL OR REFINANCE THEIR PROPERTY MAY BE REQUIRED TO PREPAY SUCH ASSESSMENTS AT THE TIME THEY CLOSE THEIR SALE OR REFINANCING. I/We have read the above statement. All property owners on title must initial below: Initials Date Initials Initials Date Initials Date Date 319 PACE Provider shall maintain insurance as required by this contract to the fullest amount allowed by law and shall maintain insurance for a period of five (5) years following the completion of this project. PACE Provider shall provide a copy of section 21 of this contract and these insurance requirements to its insurance broker or insurer to confirm compliance. In the event PACE Provider fails to obtain or maintain completed operations coverage as required by this agreement, ABAG, at its sole discretion, may purchase the coverage required and the cost will be paid by PACE Provider. The limits of insurance required in hereunder may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the Indemnitees (if agreed to in a written contract or agreement) before the any Indemnitee's own Insurance or self-insurance shall be called upon to protect it as a named insured. (a) Minimum Scope of Insurance. Coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001). Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto}. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Errors and Omissions Liability insurance appropriate to the PACE Provider's profession. Architects' and engineers' coverage is to be endorsed to include contractual liability. (b) Minimum Limits of Insurance. PACE Provider shall maintain limits no less than: General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident for bodily injury or disease. Errors and Omissions Liability: $1,000,000 per claim/aggregate. (c) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must to and insurer shall or such 320 deductibles or self-insured retentions as respects the Indemnitees; or the PACE Provider shall satisfy any such deductibles or self-insured retentions. In addition, policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or any of the Indemnitees. (d) Other Insurance Provisions. The commercial general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (i) The Indemnitees are to be covered as additional insureds as respects: liability arising out of work or operations performed by or on behalf of PACE Provider; completed operations; or automobiles owned, leased, hired or borrowed by PACE Provider. (ii) For any claims related to this project, the PACE Provider's insurance coverage shall be primary insurance as respects the Indemnitees. (iii) Any insurance or self-insurance maintained by the Indemnitees shall be excess of PACE Provider's insurance and shall not contribute with it. (iv) Except for General Liability and Automobile Liability, each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty(30) days' prior written notice by certified mail, return receipt requested, has been given to ABAG. For General Liability and Automobile Liability, PACE Provider shall provide ABAG with thirty (30) day's prior notice of cancellation by either the insurer or PACE Provider. (v) Coverage shall not extend to any defense or indemnity coverage for the active negligence of the Indemnitees in any case where an agreement to defend and indemnify the Indemnitees would be invalid under Subdivision (b) of Section 2782 of the Civil Code. (e) Other Insurance Provisions -Workers Compensation. The Workers Compensation insurance shall be endorsed to waive subrogation against the Indemnitees. (f) Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to ABAG. (g) Verification of Coverage. PACE Provider shall furnish the ABAG with original certificates and amendatory endorsements effecting coverage required by this clause. All certificates and endorsements are to be received and approved by ABAG before work commences. ABAG reserves the right to require complete, certified 321 copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time. 322 TO: Western Riverside Council of Governments IN WITNESS WHEREOF, the City of Cupertino ( “Participating Entity”) adopts the Agreement for Collaborative Services (“Agreement”), establishing operating procedures for California HERO within the jurisdiction of the Participating Entity. City of Cupertino: By: _______________________________ Date: _________________ David Brandt City Manager Method and Place of Giving Notice. All notices to the Participating Entity shall be made in writing and shall be given by personal delivery or by the U.S. Mail or courier service. Notices shall be addressed as follows: Misty Mersich, Sustainability Manager 10300 Torre Ave Cupertino, CA 95014 (408) 777-3362 mistym@cupertino.org 323 324 325 326 327 328 329 330 331 332 333 334 335 336 337 338 339 340 341 342 343 TO: CounterPoint Energy Solutions ( Alliance NRG) IN WITNESS WHEREOF, the City of Cupertino (“Participating Entity”) adopts the Agreement for Collaborative Services (“Agreement”), establishing operating procedures for Alliance NRG PACE Program within the jurisdiction of the Participating Entity. City of Cupertino: By: _______________________________ Date: _________________ David Brandt City Manager Method and Place of Giving Notice. All notices to the Participating Entity shall be made in writing and shall be given by personal delivery or by the U.S. Mail or courier service. Notices shall be addressed as follows: Misty Mersich, Sustainability Manager 10300 Torre Ave Cupertino, CA 95014 (408) 777-3362 mistym@cupertino.org 344 345 346 347 348 349 350 351 352 353 354 355 356 357 358 359 360 361 362 363 364 365 TO: PACE Funding Group IN WITNESS WHEREOF, the City of Cupertino (“Participating Entity”) adopts the Agreement for Collaborative Services (“Agreement”), establishing operating procedures for PACE Funding Group Program within the jurisdiction of the Participating Entity. City of Cupertino: By: _______________________________ Date: _________________ David Brandt City Manager Method and Place of Giving Notice. All notices to the Participating Entity shall be made in writing and shall be given by personal delivery or by the U.S. Mail or courier service. Notices shall be addressed as follows: Misty Mersich, Sustainability Manager 10300 Torre Ave Cupertino, CA 95014 (408) 777-3362 mistym@cupertino.org 366 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2289 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/18/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Application for Alcohol Beverage License for PEFF LLC (dba Enzo's Restaurant), 21275 Stevens Creek Boulevard, Ste. 510 Sponsors: Indexes: Code sections: Attachments:Staff Report Attachment A - Application Action ByDate Action ResultVer. City Council2/7/20171 Subject:ApplicationforAlcoholBeverageLicenseforPEFFLLC(dbaEnzo'sRestaurant), 21275 Stevens Creek Boulevard, Ste. 510 RecommendapprovaltotheCaliforniaDepartmentofAlcoholicBeverageControlofthe applicationforAlcoholBeverageLicenseforPEFFLLC(dbaEnzo'sRestaurant),21275 Stevens Creek Boulevard, Ste. 510 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™367 CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject Application for Alcoholic Beverage License for PEFF LLC (dba Enzo’s Restaurant), 21275 Stevens Creek Boulevard. Ste. 510 Recommended Action Recommend approval to the California Department of Alcoholic Beverage Control of the Application for Alcoholic Beverage License for PEFF LLC (dba Enzo’s Restaurant), 21275 Stevens Creek Boulevard. Ste. 510 Description Name of Business: Enzo’s Restaurant Location: 21275 Stevens Creek Boulevard. Ste. 510 Type of Business: Restaurant Type of License: 47 – On-Sale General – Eating Place (Restaurant) Reason for Application: Original Fees, Annual Fee Discussion There are no zoning or use permit restrictions which would prohibit the sale of alcohol as proposed and staff has no objection to the issuance of this license. License Type 47 authorizes the sale of beer, wine and distilled spirits for consumption on the licenses premises and authorizes the sale of beer and wine for consumption off the licenses premises. This business is located in the Oaks Shopping Center. Sustainability Impact None Fiscal Impact None _____________________________________ Prepared by: Ellen Yau, Assistant Planner Reviewed by: Benjamin Fu, Assistant Director of Community Development; Aarti Shrivastava, Assistant City Manager Approved for Submission by: David Brandt, City Manager Attachment: A - Application COMMUNITY DEVELOPMENT DEPARTMENT CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3308 www.cupertino.org 368 369 370 371 372 373 374 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2315 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:2/1/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Accept resignation of Parks and Recreation Commissioner David Fung and direct staff to fill the vacancy Sponsors: Indexes: Code sections: Attachments:Staff Report A - Resignation letter Action ByDate Action ResultVer. City Council2/7/20171 Subject:AcceptresignationofParksandRecreationCommissionerDavidFunganddirect staff to fill the vacancy AcceptresignationofParksandRecreationCommissionerDavidFunganddirectstafftofill the unscheduled vacancy: a.) Application deadline date of Friday, March 10; and b.) Interview date of Tuesday, March 21 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™375 OFFICE OF THE CITY CLERK CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3223 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2016 Subject Accept resignation of Parks and Recreation Commissioner David Fung and direct staff to fill the vacancy. Recommended Action Accept resignation of Parks and Recreation Commissioner David Fung and direct staff to fill the unscheduled vacancy: a.) Application deadline date of Friday, March 10; and b.) Interview date of Tuesday, March 21 Background Parks and Recreation Commissioner David Fung was appointed to the Planning Commission on January 31, 2017 and resigned his seat on the Parks and Recreation Commission effective February 1, 2017. Cupertino Resolution No. 10-048 states that unscheduled vacancies shall be handled in the following manner: Notice of unscheduled vacancy shall be posted no earlier than 20 days before nor later than 20 days after the vacancy occurs, and at least 10 working days before appointment. The notice of unscheduled vacancy must be posted in the Office of the City Clerk, at the City Hall bulletin board, at the Cupertino Library, and in other places designated by the City Clerk. The notice of unscheduled vacancy was posted on February 1, 2017 in accordance with the posting requirements. Sustainability Impact No sustainability impact. Fiscal Impact No fiscal impact. 376 _____________________________________ Prepared by: Grace Schmidt, City Clerk Approved for Submission by: David Brandt, City Manager Attachments: A – David Fung Resignation Letter 377 February 1, 2017      Mayor Savita Vaidhyanathan  Cupertino City Hall  10300 Torre Ave  Cupertino, CA 95014        Dear Mayor Vaidhyanathan:    Effective today, I am resigning my appointment to the Cupertino Parks & Recreation Commission.  I have  received a new appointment to the Cupertino Planning Commission and will be joining them at their  next scheduled meeting.    It has been a great honor and pleasure to serve Cupertino on the Parks & Recreation Commission.  In my  six years of service, we have had a chance to bring positive impact to many city projects including the  renovation of Stevens Creek Corridor, construction of the Environmental Education Center, opening of  Stocklmeir Orchard to the public, improvements at Quinlan Center, and many more.  We have been an  important venue for public input on master plan and specific plan projects, the Stevens Creek Bike Trail,  and the greenspace component of development projects.  I’m proud to have had the opportunity for our  city to excel in all these areas.    I would also like to thank my fellow commissioners over the years, all who have brought insight and  knowledge to our work.  I would also like to thank the incredible staff and leadership of the Recreation  and Community Services Department.  Their unending excellence made our oversight and advisory  duties easy.    Finally, I thank you and the Council for your support of the work that I’ve done in the past and the work  that I will do for you in the future.    Sincerely,        David Fung        378 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2314 Name: Status:Type:Consent Calendar Agenda Ready File created:In control:1/31/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Transfer of funds for expenses related to Mayor Vaidhyanathan’s participation in Silicon Valley Leadership Group’s annual D.C. Advocacy Trip on March 17-19 to meet with Congressional and Agency officials regarding funding for city and regional priorities Sponsors: Indexes: Code sections: Attachments:Staff Report A - Event Information Action ByDate Action ResultVer. City Council2/7/20171 Subject:TransferoffundsforexpensesrelatedtoMayorVaidhyanathan’sparticipationin SiliconValleyLeadershipGroup’sannualD.C.AdvocacyTriponMarch17-19tomeetwith Congressional and Agency officials regarding funding for city and regional priorities Transfer$2,000tocoverallcosts,notlimitedtotravelexpenses,lodgingandfood,forthe Mayor’s participation in SLVG’s annual D.C. Advocacy Trip CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™379 OFFICE OF THE CITY MANAGER CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3212 www.cupertino.org TELEPHONE: (408) 777-7603 www.cupertino.org CITY COUNCIL STAFF REPORT Closed Session Meeting: Feb, 2017 Subject Transfer of funds for expenses related to Mayor Vaidhyanathan’s participation in Silicon Valley Leadership Group’s annual D.C. Advocacy Trip on March 17-19 to meet with Congressional and Agency officials regarding funding for city and regional priorities. Recommended Action Transfer $2,000 to cover all costs, not limited to travel expenses, lodging and food, for the Mayor’s participation in SLVG’s annual D.C. Advocacy Trip. Background On an annual basis, SVLG assembles a group of its business members along with interested local elected officials to travel to Washington D.C. for the purpose of meeting with members of Congress and officials from various federal agencies to advocate for positions important to the Silicon Valley region. Typically, the advocacy involves requests for federal funding for regional priorities. The trip is scheduled for two days including travel time. Discussion Given the significant shift in leadership at the federal level, the SVLG has invited mayors from Santa Clara County to accompany its member representatives in order to express local priorities with regard to housing and transportation funding as well as ensuring that existing commitments will be honored. The SVLG trip is a cost effective way for the City to get direct access to a broad spectrum of federal agencies and members of Congress without requiring the services of a lobbyist. Fiscal Impact Transfer of $2,000 in funds from the City Manager’s Discretionary Budget to the Council Budget. _____________________________________ Prepared by: Jaqui Guzmán, Deputy City Manager Approved for Submission by: David Brandt, City Manager Attachments: A. Email regarding Event Information 380 381 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2309 Name: Status:Type:Public Hearings Agenda Ready File created:In control:1/30/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Petition for Reconsideration regarding the City Council decision of December 6, 2016, denying Petitioner Kimberly Sandstrom’s appeal of the determination that she is ineligible to purchase a Below Market Rate (BMR) unit Sponsors: Indexes: Code sections: Attachments:Staff Report A-1 Draft Resolution B-1 Reconsideration Petition December 19, 2016 C-1 Approved City Council Resolution No. 16-101 (Subject of Reconsideration) D-1 Approved Housing Commission Minutes June 23, 2016 E-1 Approved Housing Commission Minutes August 11, 2016 F-1 Approved Housing Commission Resolution No. 16-07 G-1 City Council Staff Report from underlying Appeal and its attachments A-H A- Summary of Conflict of Interest Investigation B- Draft City Council Resolution No. 16-101 C- Housing Commission Resolution 16-07 (Resolution No. reassigned) D- Excerpts from BMR Manual Regarding Income Calculation E- Referenced Regulations (24 CFR 5.609(b) and (c) F- Technical Guide for Determining Income G- Attachments and Other Documents Provided by Appellant H- Sandstrom presentation Action ByDate Action ResultVer. City Council2/7/20171 Subject:PetitionforReconsiderationregardingtheCityCouncildecisionofDecember6, 2016,denyingPetitionerKimberlySandstrom’sappealofthedeterminationthatsheis ineligible to purchase a Below Market Rate (BMR) unit Staff recommends that the City Council: 1.ConsiderthePetitionforReconsideration(AttachmentB-1)anddenyitforitsfailuretomeet therequirementsofCupertinoMunicipalCode(CMC)Section2.08.096andadopt Resolution No. 17-016 (Attachment A-1); or, in the alternative; 2.ConductahearingtoreconsideritsdecisionofDecember6,2016baseduponthenew evidenceandgroundsprofferedbyPetitioner,ifCouncildeterminesthatthePetitionmeets therequirementsofCupertinoMunicipalCodesection2.08.096,andaffirmitsdecision CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 2 powered by Legistar™382 File #:17-2309,Version:1 therequirementsofCupertinoMunicipalCodesection2.08.096,andaffirmitsdecision denying Petitioner’s appeal CITY OF CUPERTINO Printed on 2/1/2017Page 2 of 2 powered by Legistar™383 DEPARTMENT OF COMMUNITY DEVELOPMENT CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3308 • FAX: (408) 777-3333 CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject Petition for Reconsideration regarding the City Council decision of December 6, 2016, denying Petitioner Kimberly Sandstrom’s appeal of the determination that she is ineligible to purchase a Below Market Rate (BMR) unit Recommended Action Staff recommends that the City Council: 1. Consider the Petition for Reconsideration (Attachment B-1) and deny it for its failure to meet the requirements of Cupertino Municipal Code (CMC) Section 2.08.096 and adopt the Draft Resolution (Attachment A-1); or, in the alternative; 2. Conduct a hearing to reconsider its decision of December 6, 2016 based upon the new evidence and grounds proffered by Petitioner, if Council determines that the Petition meets the requirements of Cupertino Municipal Code section 2.08.096, and affirm its decision denying Petitioner’s appeal. Discussion A petition for reconsideration involves two steps. First, the Council makes an initial procedural determination as to whether or not grounds for reconsideration exist. In the event Council determines that such grounds exist, as defined in Cupertino Municipal Code section 2.08.096, then Council may conduct a hearing to reconsider the substantive merits of Petitioner’s appeal. In this case, Petitioner has not provided sufficient grounds for Council to reconsider her appeal. Throughout every stage of her appeal, Petitioner asserts the same facts as presented here: (1) that there was a conflict of interest and the person who ultimately purchased the unit was not eligible to purchase it, and (2) that her income did not exceed the maximum allowable income to be eligible to purchase a Below Market Rate (BMR) unit. Petitioner now further states that she should have had unlimited time to make her presentation before Council. Petitioner received a full and fair hearing before the Housing Commission and City Council. Accordingly, there is no basis for reconsideration. 384 2 Significantly, even if Council were to reconsider its decision, it should be noted that Petitioner’s annual income exceeded the maximum level eligible to purchase a BMR unit. Background The following is a summary of the events that occurred regarding this applicant leading up to the reconsideration request: February 11, 2016 Petitioner was determined to be over income for Below Market Rate housing and a disqualification letter was issued by West Valley Community Services (WVCS). February-May, 2016 Petitioner participates in West Valley Community Services’ internal grievance procedure, each of which affirmed the initial finding that income exceeded the established income limit. March 15, 2016 The City requested outside counsel to review the income determination and they concluded that Petitioners income exceeded the established income limit to qualify for a BMR unit. May 3, 2016 Petitioner alleges that WVCS has a conflict of interest in the sale of the unit. May 6, 2016 In light of the potential conflict of interest, the City requested that WVCS recuse itself such that the next level of appeal would be before the Housing Commission. June 23, 2016 The Housing Commission hears the appeal of Petitioners’ appeal regarding eligibility to purchase BMR unit. Item continued. August 11, 2016 The Housing Commission adopted Resolution No. 16-07 recommending that the City Council affirm the determination that Petitioner was ineligible to purchase a BMR unit because her income exceeds the established income limit, as calculated consistent with the BMR Manual in effect at the time of the determination of her income . In addition, because the appeal procedures then in place did not allow Petitioner to complete her appeal before the affected BMR unit was sold, the Housing Commission recommended that the City Council permit Petitioner to retain her current position on the BMR waiting list. (3-1 vote, Chu absent) September 20, 2016 The City Council conducted a hearing and received evidence on Petitioner’s appeal. Petitioner presented evidence that: (1) her income was improperly calculated; (2) that there was a conflict of interest between WVCS and Ms. Ma, and the sale was unfair; and (3) she did not receive proper due process. The matter was continued to October 4, 2016, to allow Council additional time to review and consider all evidence, including Petitioner’s presentation, and further dialog 385 3 between staff and appellant. (The matter was continued twice more until December 6, 2016.) December 6, 2016 At the continued hearing, the City Council adopted Resolution No. 16- 101 denying the appeal of Petitioner and affirming the recommendation of the Housing Commission regarding the eligibility of Petitioner to purchase a BMR unit. (5-0 vote) January 13, 2017 Petitioner provides an “Amended Reconsideration Petition” with additional grounds, Clerk properly rejects amended petition as untimely. Basis for Reconsideration Cupertino Municipal Code, Section 2.08.096, provides that a petition for reconsideration must be brought within ten days of the mailing of decision and “shall specify in detail each and every ground for reconsideration.” Failure of a petition to specify any particular ground or grounds for reconsideration precludes that particular omitted ground or grounds from being raised or litigated in a subsequent judicial proceeding. Section 2.08.096(B) provides five grounds for reconsideration. Petitioner alleges three of them, which are emphasized in bold below: 1. An offer of new relevant evidence which, in the exercise of reasonable diligence, could not have been produced at any earlier city hearing. 2. An offer of relevant evidence which was improperly excluded at any prior city hearing. 3. Proof of facts which demonstrate that the City Council proceeded without, or in excess of its, jurisdiction. 4. Proof of facts which demonstrate that the City Council failed to provide a fair hearing. 5. Proof of facts which demonstrate that the City Council abused its discretion by: a. Not preceding in a manner required by law; and/or b. Rendering a decision which was not supported by findings of fact; and/or c. Rendering a decision in which the findings of fact were not supported by the evidence. As discussed in detail below, none of the grounds in Petitioner’s petition supports reconsideration. Therefore, staff recommends the Petition be denied and Council adopt the findings as set forth in detail in the Resolution, and as summarized below. City finding on Municipal Code Section 2.08.096(b)(2): No relevant evidence was improperly excluded from any hearing. The Petitioner has failed to offered relevant evidence that was improperly excluded at any prior City meeting, nor was any evidence excluded by the City Council. 386 4 Petition Response A. The Petitioner states that evidence of the transformation and development of the relationship between Ms. Nguyen and Ms. Ma was disallowed from presentation on August 11, 2016, by the Housing Commission Chair, Harvey Barnett. Mr. Barnett required the Petitioner to advance to the closing slides instead of showing the evidence of WVCS employee relationship to the Housing Commission. B. The Petitioner states that the evidence was provided to the City Clerk but not reattached to staff report to the City Council. The City Clerk failed to include the evidence in the relevant documents attached to the Appeal as an Agenda item at City Council meetings. A. Petitioner does not present any “relevant” evidence that was excluded from any hearing. The sole issue before the City Council is whether Petitioner’s income exceeded BMR limits. The Housing Commission Chair properly excluded Petitioner’s slides which were snapshots of Facebook pages of WVCS employees and their families (parents and children) and personal details about Ms. Ma’s family. Petitioner presented her allegation regarding the conflict of interest to the Council. B. The Housing Commission Chair properly excluded Petitioner’s slides which were snapshots of Facebook pages of WVCS employees and their families (parents and children) and personal details about Ms. Ma’s family. Petitioner’s entire presentation submitted to City Council on September 20, 2016, was included as Exhibit “H” at the continued hearing of December 6, 2016. City finding on Municipal Code Section 2.08.096(b)(4): The City provided fair hearings. The Petitioner has not provided any proof of facts which demonstrate that the City Council failed to provide a fair hearing. 387 5 Petition Response A. The Mayor limited presentation time to the City Council on September 20, 2016, after the matter was postponed on September 6, 2016. A total of twenty minutes was granted but more time was requested but denied. The evidence cited above in section 2 had to be removed from the presentation. The Mayor frequently has provided much more time to individuals regarding matters much less pivotal to residents' quality of life in Cupertino. The fair and unbiased operation of the City's Below Market Rate Housing Program is a serious matter. Anyone who appeals a determination made by consultants of the City or City Staff regarding participation in the BMR program should be afforded sufficient time to present all evidence in support of their appeal. A. Council provided a fair hearing. Petitioner was given a total of 20 minutes for her oral presentation, and her entire power point presentation was provided and available to Council. City finding on Municipal Code Section 2.08.096(b)(5): The City proceeded in a manner required by law, its decision was supported by findings of fact, and the decision was supported by the facts. The Petitioner has not provided any proof of facts that demonstrate the Council abused its discretion by not preceding in a manner required by law, the Council’s decision and its findings were fully supported by the evidence. Petition Response A. Explain facts and how those facts demonstrate abuse of discretion related to items (a): The Petitioner notes that Michelle Ma and the Petitioner had essentially equivalent salary of about $96,000 per year. She also notes that Ms. Ma's household income was about $99,550 or $2,500 below the limit of $102,050. She further states that this determination by Goldfarb & Lipman was greater than the household income determined by WVCS. She notes that the City Council is required by Section 2.6 of Policy and Procedures Manual for Administering Deed Restricted Affordable A. Petitioner’s position is that Ms. Ma’s income was miscalculated. This allegation is not only irrelevant, it also does not support a claim that the City did not proceed in a manner required by law for Petitioner’s appeal. Moreover, Ms. Ma’s income calculation was reviewed by the City’s outside Counsel, and it was determined she qualified for the unit. 388 6 Conclusion: Based on the above findings, staff recommends that the City Council deny the Petition for Reconsideration and uphold the December 6, 2016 City Council decision. Council should conduct a hearing to reconsider its decision of December 6, 2016 based upon the new evidence and grounds provided by Petitioner, if Council determines that the Petition meets the requirements in Cupertino Municipal Code Section 2.08.096. However, none of the evidence presented, even if considered changes the outcome previously reached by WVCS, outside Counsel, the Housing Commission, and this Council, that Petitioner’s income, as calculated under the BMR manual provisions in Housing Units to take action when a purchaser intentionally makes false statements or misrepresents facts in order to appear eligible. Furthermore, Marissa Ma is not Michelle Ma's dependent. Determining their household income should include an examination of Marissa's cost of living and the source for covering these costs. Because the source is not Marissa, nor Michelle, the source is outside the household and must be included in the household income. B. Explain facts and how those facts demonstrate abuse of discretion related to items (c): The City Council affirmed the Housing Commission's recommendation to find the Petitioner’s family ineligible to purchase the BMR unit because it upheld the statement by Ms. Venkatraman that the Petitioner’s income was $103,648.14, and therefore over the limit. However the facts presented by the Petitioner on September 20, 2016 show this is not income. Nor was it anticipated to be income, based on the evidence provided at the time of application. Pursuant to paragraph C of section 2.08.096, the Petitioner requests that the City refund all of the reconsideration fee. The reconsideration is not related to any income producing opportunity. Rather it is related to protecting my rights as an applicant to a City program for safe and affordable housing in Cupertino. B. The evidence presented to the Housing Commission and the City Council, fully support the City Council’s finding that Petitioner was not eligible to purchase a BMR unit. The Council’s finding was based upon, among other things the Housing and Urban Development (HUD) standards in the City’s Below Market Rate manual, a review of the paychecks, and bonus income. 389 7 existence at the time, exceeded the amount for her to be eligible to purchase the unit. Therefore, if reconsideration is granted, staff recommends that Council affirm its December 6, 2016 decision. _________________ Prepared by: Kerri Heusler, Senior Housing Planner Reviewed by: Benjamin Fu, Assistant Director of Community Development Aarti Shrivastava, Assistant City Manager Approved for Submission by: David Brandt, City Manager Attachments: Staff Report February 9, 2017 A-1. Draft City Council Resolution No. 17-XX B-1. Reconsideration Petition filed by Kimberly Sandstrom received December 19, 2016 C-1. Approved City Council Resolution No. 16-101 (Subject of Reconsideration) D-1. Housing Commission Meeting Minutes of June 23, 2016 E-1. Housing Commission Meeting Minutes of August 11, 2016 F-1. Approved Housing Commission Resolution No. 16-07 G-1 City Council Staff Report from underlying Appeal and its attachments A-H A. Summary of Conflict of Interest Investigation B. Draft City Council Resolution No. 16-101 C. Housing Commission Resolution 16-07 (Resolution No. reassigned) D. Excerpts from BMR Manual Regarding Income Calculation E. Referenced Regulations (24 CFR 5.609) F. Technical Guide for Determining Income G. Attachments and Other Documents Provided by Appellant H. Sandstrom presentation 390 RESOLUTION NO. 17-____ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO DENYING THE PETITION OF KIMBERLY SANDSTROM SEEKING COUNCIL RECONSIDERATION OF ITS DECISION TO DENY AN APPEAL OF A HOUSING COMMISSION RECOMMENDATION TO DENY AN APPEAL REGARDING ELIGIBILITY OF THE PETITIONER TO PURCHASE A BELOW MARKET RATE (BMR) UNIT WHEREAS, on September 20, 2016, the Cupertino City Council held a public hearing on Ms. Kimberly Sandstrom’s (Petitioner) appeal of a Housing Commission Recommendation to determine her eligibility to purchase a Below Market Rate (BMR) Housing Unit, and at the conclusion of the hearing continued the item to a further date; and WHEREAS, the matter was also heard and continued on October 4, 2016; and again on November 1, 2016; and WHEREAS, on December 6, 2016, at the continued hearing, the Cupertino City Council affirmed the recommendation of the Housing Commission regarding the eligibility of Petitioner to purchase a BMR unit; and WHEREAS, on or about December 19, 2016, Petitioner submitted a Petition for Reconsideration requesting that the City Council reconsider its decision under the provisions of Cupertino Municipal Code Section 2.08.096(B) (2),(4), and (5); and WHEREAS, on or about January 13, 2017, Petitioner presented an “Amended Reconsideration Petition” stating additional grounds for reconsideration which was returned as untimely; and WHEREAS, the Cupertino City Council's decision was wit hin its discretion and made at a properly noticed public meeting; and WHEREAS, the City Council has considered all relevant evidence presented by the parties at all hearings, including evidence presented at the February 7, 2017 reconsideration hearing. NOW, THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: 391 1. Petitioner’s Petition for Reconsideration does not present relevant evidence that was excluded at a prior hearing; does not present proof of fact demonstrating how the City failed to provide a fair hearing; or proof of facts that the Council abused its discretion by not proceeding in a manner required by law or rendering a decision which was not supported by the evidence as required by Municipal Code Section 2.08.096. 2. Petitioner did not provide new relevant evidence which, in the exercise of reasonable diligence, could not have been produced at any earlier city hearing (Municipal Code § 2.08.096 (B) (1)). 3. Petitioner did not provide relevant evidence which was improperly excluded at any prior city hearing (Municipal Code § 2.08.096 (B) (2)). 4. Petitioner failed to provide proof of facts which demonstrate that the City Council proceeded without, or in excess of its, jurisdiction (Municipal Code § 2.08.096 (B) (3)). 5. Petitioner failed to present any evidence that the City Council failed to provide a fair hearing (Municipal Code § 2.08.096 (B) (4). 6. Petitioner failed to demonstrate that the City Council abused its discretion by not proceeding in a manner required by law; rendering a decision which was not supported by findings of fact; and/or rendering a decision in which the findings of fact were not supported by the evidence (Municipal Code § 2.08.096 (B) (5)). 7. City Council further determines that: a. The Amended Reconsideration presented on January 13, 2017 was untimely under Cupertino Municipal Code Section 2.08.096, and was properly returned; b. The City Council's decision is supported by findings of fact attached as Exhibit A. c. The findings of fact related to the City Council's decision were supported by substantial evidence in the record of proceedings. d. Even if reconsideration were granted, none of the evidence presented in the Petition for Reconsideration changes the outcome previously reached by WVCS, outside Counsel, the Housing Commission and this Council, that Petitioner’s income, as calculated under the BMR manual provision s in existence at the time, exceeded the amount for her to be eligible to purchase the unit. 392 8. The petitioners' Petition for Reconsideration of the City Council's decision of December 6, 2016 is DENIED, thereby affirming the original decision. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February, 2017 by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _______________________ __________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor City of Cupertino 393 EXHIBIT A CITY COUNCIL FINDINGS IN RESPONSE TO PETITION FOR RECONSIDERATION Cupertino Municipal Code section 2.08.096 states: A. The City Clerk shall forthwith mail all notices of decision after the decision of the City Council. Any interested person, prior to seeking judicial review of any adjudicatory decision of the City Council, shall file a petition for reconsideration with the City Clerk within ten days of the date of the mailing of the notice of decision. Failure to file a petition for reconsideration constitutes a waiver of the right to request reconsideration and the City Council's decision shall be final for all purposes. Upon timely receipt of a petition for reconsideration, the City Clerk shall schedule a reconsideration hearing to be commenced by the City Council no later than sixty days after the filing of the petition. Mailed notices of the date, time and place of such hearing will be provided to all interested persons at least ten days prior to the hearing. At the conclusion of the hearing for reconsideration, the City Council may affirm, reverse, or modify its original decision, and may adopt additional findings of fact based upon the evidence submitted in any and all city hearings concerning the matter. B. A petition for reconsideration shall specify, in detail, each and every ground for reconsideration. Failure of a petition to specify any particular ground or grounds for reconsideration, precludes that particular omitted ground or grounds from being raised or litigated in a subsequent judicial proceeding. The grounds for reconsideration are limited to the following: 1. An offer of new relevant evidence which, in the exercise of reasonable diligence, could not have been produced at any earlier city hearing. 2. An offer of relevant evidence which was improperly excluded at any prior city hearing. 3. Proof of facts which demonstrate that the City Council proceeded without, or in excess of its jurisdiction. 4. Proof of facts which demonstrate that the City Council failed to provide a fair hearing. 5. Proof of facts which demonstrate that the City Council abused its discretion by: a. Not proceeding in a manner required by law; and/or b. Rendering a decision which was not supported by findings of fact; and/or c. Rendering a decision in which the findings of fact were not supported by the evidence.” The Petition for Reconsideration submitted by Kimberly Sandstrom requests reconsideration based upon Cupertino Municipal Code Sections 2.096(B)(2),(4), and (5). Each of the grounds for the reconsideration as submitted by the petitioner and the City’s findings of fact and responses to each of the grounds are listed below. 394 City finding on Municipal Code Section 2.08.096(b)(2): No relevant evidence was improperly excluded from any hearing. The Petitioner has failed to offered relevant evidence that was improperly excluded at any prior City meeting, nor was any evidence excluded by the City Council. Petition Response and Findings of Fact A. The Petitioner states that evidence of the transformation and development of the relationship between Ms. Nguyen and Ms. Ma was disallowed from presentation on August 11, 2016, by the Housing Commission Chair, Harvey Barnett. Mr. Barnett required the Petitioner to advance to the closing slides instead of showing the evidence of WVCS employee relationship to the Housing Commission. B. The Petitioner states that the evidence was provided to the City Clerk but not reattached to staff report to the City Council. The City Clerk failed to include the evidence in the relevant documents attached to the Appeal as an Agenda item at City Council meetings. A. Petitioner does not present any “relevant” evidence that was excluded from any hearing. The sole issue before the City Council is whether Petitioner’s income exceeded BMR limits. The Housing Commission Chair properly excluded Petitioner’s slides which were snapshots of Facebook pages of WVCS employees and their families (parents and children) and personal details about Ms. Ma’s family. Petitioner presented her allegation regarding the conflict of interest to the Council. B. The Housing Commission Chair properly excluded Petitioner’s slides which were snapshots of Facebook pages of WVCS employees and their families (parents and children) and personal details about Ms. Ma’s family. Petitioner’s entire presentation submitted to City Council on September 20, 2016, was included as Exhibit “H” at the continued hearing of December 6, 2016. 395 City finding on Municipal Code Section 2.08.096(b)(4): The City provided fair hearings. The Petitioner has not provided any proof of facts which demonstrate that the City Council failed to provide a fair hearing. Petition Response and Findings of Fact A. The Mayor limited presentation time to the City Council on September 20, 2016, after the matter was postponed on September 6, 2016. A total of twenty minutes was granted but more time was requested but denied. The evidence cited above in section 2 had to be removed from the presentation. The Mayor frequently has provided much more time to individuals regarding matters much less pivotal to residents' quality of life in Cupertino. The fair and unbiased operation of the City's Below Market Rate Housing Program is a serious matter. Anyone who appeals a determination made by consultants of the City or City Staff regarding participation in the BMR program should be afforded sufficient time to present all evidence in support of their appeal. A. Council provided a fair hearing. Petitioner was given a total of 20 minutes for her oral presentation, and her entire power point presentation was provided and available to Council. City finding on Municipal Code Section 2.08.096(b)(5): The City proceeded in a manner required by law, its decision was supported by findings of fact, and the decision was supported by the facts. The Petitioner has not provided any proof of facts that demonstrate the Council abused its discretion by not preceding in a manner required by law, the Council’s decision and its findings were fully supported by the evidence. Petition Response and Findings of Fact A. Explain facts and how those facts demonstrate abuse of discretion related to items (a): The Petitioner notes that Michelle Ma and the Petitioner had essentially equivalent salary of about $96,000 per year. She also notes that Ms. Ma's household income was about $99,550 or $2,500 below the limit of $102,050. She A. Petitioner’s position is that Ms. Ma’s income was miscalculated. This allegation is not only irrelevant, it also does not support a claim that the City did not proceed in a manner required by law for Petitioner’s appeal. Moreover, Ms. Ma’s income calculation was reviewed by the City’s outside Counsel, and it was determined she did 396 further states that this determination by Goldfarb & Lipman was greater than the household income determined by WVCS. She notes that the City Council is required by Section 2.6 of Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units to take action when a purchaser intentionally makes false statements or misrepresents facts in order to appear eligible. Furthermore, Marissa Ma is not Michelle Ma's dependent. Determining their household income should include an examination of Marissa's cost of living and the source for covering these costs. Because the source is not Marissa, nor Michelle, the source is outside the household and must be included in the household income. B. Explain facts and how those facts demonstrate abuse of discretion related to items (c): The City Council affirmed the Housing Commission's recommendation to find the Petitioner’s family ineligible to purchase the BMR unit because it upheld the statement by Ms. Venkatraman that the Petitioner’s income was $103,648.14, and therefore over the limit. However the facts presented by the Petitioner on September 20, 2016 show this is not income. Nor was it anticipated to be income, based on the evidence provided at the time of application. Pursuant to paragraph C of section 2.08.096, the Petitioner requests that the City refund all of the reconsideration fee. The reconsideration is not related to any qualify for the unit. B. The evidence presented to the Housing Commission and the City Council, fully support the City Council’s finding that Petitioner was not eligible to purchase a BMR unit. The Council’s finding was based upon Housing and Urban Development (HUD) standards in the City’s Below Market Rate manual, a review of the paychecks, and bonus income. 397 income producing opportunity. Rather it is related to protecting my rights as an applicant to a City program for safe and affordable housing in Cupertino. 398 399 400 401 RECONSIDERATION PETI TION attachment Item 5 LAn offer of relevant evidence which was improperly excluded at any prior city hearing. Explain relevant evidence and how, when it was excluded at a prior hearing: The evidence revealing the existence of a relationship between Ms Nguyen and Ms Ma, that in October, 2015 appeared professionally distant the transformation of the relationship in January, 2016, as Ms Ma exhibited a much greater interest in Ms Nguyen's life and family and began to request special consideration and invitations from Ms Nguyen the development, in February and March, 2016, of a relationship between the parents of Ms Ma and Ms Nguyen, and vice versa the existence of a relationship between Ms Ma's adult sister, who is not Ms Ma's dependent, and Ms Nguyen's supervisor, Ms Venkatraman Marissa Ma's status as a high school senior in December 2012 was disallowed for presentation on 11-Aug-2016, by the Housing Commission Chair. Mr Barnett forced me to stop my presentation when I reached this evidence. I had to disconnect my laptop from the projector and advance to my closing slides instead of showing the evidence to the Housing Commission. The evidence has been provided to the City Clerk and is not reattached here. The City Clerk has failed to include the evidence in the relevant documents attached to my Appeal as an Agenda item at City Council meetings. £Proof of facts which demonstrate that the City Council failed to provide a fair hearing. Explain facts and how those facts demonstrate failure to provide a fair hearing: The Mayor limited my time to present to the City Council on 20-Sep-2016, after the matter was postponed on 6-Sep-2016. I indicated that ten minutes was insufficient, and I was provided an additional (approximately) ten minutes. This was still insufficient, as I had removed the evidence cited above into a separate presentation, and I was not provided time to begin that presentation. The Mayor frequently has provided much more time to individuals regarding matters much less pivotal toresidents' quality of life in Cupertino. The fair and unbiased operation of the City's Below Market Rate Housing Program is a serious matter. Anyone who appeals a determination made by consultants of the City or City Staff regarding participation in the BM R program should be afforded sufficient time to present all evidence in support of their appeal. £Proof of facts which demonstrate that the City Council abused its discretion by: x.(a) Not preceding in a manner required by law; and/or X (c) Rendering a decision in which the findings of fact were not supported by the evidence. Explain facts and how those facts demonstrate abuse of discretion related to items (a): It was noted that Michelle Ma and I had essentially equivalent salary of about $96,000 per year. It was also noted that Ms Ma's household income was about $2,500 below the limit of $102,050. Therefore, the household income was about $99,550, and it was further stated that this determination by Goldfarb & Lipman was greater than the household income determined by WVCS. The City Council is 1 of 2 Reconsideration Petition Kimberly Sandstrom 402 403 RESOLUTION NO. 16-101 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO REGARDING THE APPEAL OF MS. KIMBERLY SANDSTROM AND AFFIRMING THE RECOMMENDATION OF THE HOUSING COMMISSION REGARDING THE ELIGIBILITY OF MS. SANDSTROM TO PURCHASE A BMR UNIT WHEREAS, the City of Cupertino (the "City") has since 1993 implemented an Office and Industrial Housing Mitigation Program and a Residential Housing Mitigation Program, described in the Housing Element of the General Plan, requiring the payment of housing mitigation fees by non-residential development and residential projects with six units or less, and requiring the provision of moderate-income and median-income housing in developments with seven units or more (the "Housing Mitigation Program"); and WHEREAS, the Policy and Procedures Manual for Administering Deed-Restricted Affordable Housing Units (the "BMR Manual") serves as the day-to-day operational manual for both City staff and its Below Market-Rate (BMR) program administrator for BMR units generated by the City's Housing Mitigation Program; and WHEREAS, the City contracts with West Valley Community Services ("WVCS") to manage the BMR program, including the determination of eligibility of potential applicants; WHEREAS, applicants who desire to rent or purchase a BMR unit in the City must complete an application demonstrating that the applicant's annual gross income does not exceed the maximum published limit for the BMR unit; and WHEREAS, WVCS maintains a waiting list of qualified applicants who wish to rent or purchase a BMR unit; and WHEREAS, Kimberly Sandstrom applied to purchase a BMR unit that became available in January 2016; and WHEREAS, based on the requirements of the BMR Manual, WVCS determined that Ms. Sandstrom's annual gross income exceeded the established income limit to purchase the BMR unit; and WHEREAS, Ms. Sandstrom has completed three levels of appeal at WVCS; and 404 Resolution No. 16-101 Page 2 WHEREAS, Ms . Sandstrom has completed a fourth level of appeal to the Housing Commission, which made a recommendation to the City Council that the City Council affirm the determination that Kimberly Sandstrom was ineligible to purchase a BMR unit because her income exceeded the established income limit, but permit Ms. Sandstrom to retain her current position on the BMR waiting list; and WHEREAS, Cupertino Municipal Code Section 2.08.096 regarding a petition for reconsideration applies to this Council adjudicatory action. Further, the City of Cupertino has adopted the time limits contained in the California Code of Civil Procedure Section 1094.6 and the time within which to seek judicial review of a final decision is governed by that section. THEREFORE, BE IT RESOLVED: Section 1. After careful consideration of the facts, exhibits, staff report, testimony, and other evidence submitted in this matter, the City Council finds as follows: 1. The foregoing recitals are true and correct and incorporated into this resolution by this reference. 2. Kimberly Sandstrom's income was correctly determined to exceed the established maximum allowable income for a two-person household at a moderate income level in Santa Clara County. Her income was correctly determined to be $103,648.14, consisting of biweekly income of $96,012.80 and bonus income of $7.635.34, for a total income of $103,648.14, based on the provisions of the BMR Manual and as described in the staff report. Section 2. The City Council hereby further provides that Kimberly Sandstrom retain her current priority for a two-bedroom unit on the BMR waiting list maintained by WVCS when new and continuing waiting list applications are accepted in October. 2 405 Resolution No. 16-101 Page 3 PASS ED AND ADOPTED this 6th day of December, 2016, at a meeting of the City Council of the City of Cupertino by the following vote: Vote Members of the City Council AYES: Chang, Vaidhyanathan, Paul, Sinks, Wong NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: Grace Schmidt, City Clerk 3 406 Housing Commission June 23, 2016 Cupertino, CA 95014 (408) 777-3308 APPROVED MINUTES OF THE SPECIAL MEETING OF THE HOUSING COMMISSION HELD ON June 23, 2016 ROLL CALL Commission Members present: Harvey Barnett, Chairperson Nina Daruwalla, Commissioner Sue Bose, Commissioner Commission Members absent: Rajeev Raman, Vice Chair Shirley Chu, Commissioner Staff present: Gian Martire, Associate Planner Benjamin Fu, Assistant Director of Community Development Barbara Kautz, Attorney, Goldfarb & Lipman, LLP Elizabeth Klueck, Attorney, Goldfarb & Lipman, LLP APPROVAL OF MINUTES: May 12, 2016 Minutes of the May 12, 2016 Housing Commission meeting were approved as written ORAL COMMUNICATION: Rebecca Burn from the Housing Voices Coalition addressed the Commission regarding the affordable housing needs for developmentally disabled adults. She asked that the Housing Commission consider setting aside 50 Very-Low Income BMR units to be available to those citizens. POSTPONEMENTS/REMOVAL FROM CALENDAR: None WRITTEN COMMUNICATIONS: None CONSENT CALENDAR: None PUBLIC HEARING: 1. Subject: Appeal of Kimberly Sandstrom regarding eligibility to purchase a BMR Unit Recommended Action: Hear the appeal and move to recommend to the City Council that it affirm the determination that Kimberly Sandstrom was ineligible to purchase a BMR home because her income exceeds the established income limit Tentative City Council hearing date August 2, 2016. Barbara Kautz, Goldfarb & Lipman, explained that they had been asked to serve as “staff” to the Commission on this matter in the absence of the City’s Housing Planner. She briefed the Commission on the agenda item. Ms. Sandstrom had reached the top of the eligibility list for a BMR Unit and when the income calculation was done, it was determined that her income exceeded the limit by around $1600.00. 407 2 Housing Commission June 23, 2016 She then filed several appeals of that determination to West Valley Community Services and then to the Housing Commission. The Housing Commission will make a recommendation to the City Council. Ms. Sandstrom’s assertion is that a bonus she received should not be added to her income. Ms. Sandstrom has presented that her bonus is a variable amount and the one she anticipates this year will be much lower than last year’s. It was a small overage amount and it is disappointing, but after a review of the eligibility documents and the current regulations and the appeal paperwork from West Valley Community Services, Staff is making the recommendation that the Housing Commission ask the City Council to affirm the decision to deny eligibility because her income exceeded the maximum limit. Commissioner Daruwalla stated that she felt that the bonus shouldn’t been counted. There was a couple of days between issued paychecks and the bonus is not a regular payment. The decision makers at West Valley Community Services should try to be very careful in these situations, as their decisions are literally affecting someone’s life. Barabra Kautz, stated that they too felt that way, but that in looking at the regulations more closely, the issue is what total income was received last year. An applicant’s tax form should be the decider not the paystubs. They will be requesting changes to the BMR Manual to better define total income. Commissioner Bose asked if Ms. Sandstrom was still on the eligibility list. Christine Nguyen, from West Valley Community Services (WVCS) stated that she was still on the list, but there was no way to tell how long it would be before another unit became available. Ms. Sandstrom also explained that once the new applications are received, a random draw is done which determines the place an applicant is on the list. So she may be first one the list right now but in November, she could be last. Ms. Kimberly Sandstrom, the appellant, addressed the Commission. She provided a slide show presentation to better illuminate the details of her appeal. There are three main reasons for her appeal; 1) The program provides disparate treatment for older workers. She feels that older workers who still fall below the income level should be awarded some additional eligible points in that that they may make a little more, but have less career years left for earning; 2) There is a conflict of interest. WVCS shouldn’t be able to determine eligibility and grant approvals to its own employees. She was denied the unit and then a member of Staff at WVCS was approved and bought the unit. And further, due process was not afforded as the unit was sold before the conclusion of her appeal; 3) There are problems with the BMR Manual. As stated by City Staff, gray areas exist concerning the definition of total income and the approval authority within WVCS. She would like to have a second meeting so that Staff will have a chance to compare other cities programs and other State and Federal requirements so that Standard Operating Procedures and be adopted to make Cupertino’s program in-line with others. Chair Barnett opened the item to Public Comments: There were no comments from the public. The Public Comment period was closed. Barbara Kautz stated that the sale of the unit to a WVCS staff person was a concern and asked for a copy of Ms. Sandstrom’s slide presentation. They will be conducting an investigation into the sale transaction. She informed Chair Barnett that their investigation may not be completed by the next hearing date. Josh Selo from WVCS stated that they work in partnership with the City so City Staff did know that the next person on the list was a WVCS staff member. Christine Nguyen from WVCS said that they always work very closely with the City when administering the BMR program. Chair Barnett asked Barbara Kautz for clarification on the availability of a recommendation by the next meeting. She said the on the discussion points regarding changes to the policies, they could be ready, but wanted to make sure the sale transaction was fully legal. Elizabeth Klueck addressed the Commission regarding the methodology behind calculating income. She said Cupertino’s program calculates income by the same statutes as other Below Market Rate Housing programs. Prior income statements (W2s, paystubs, etc.) are used to make a determination of anticipated income for the upcoming year. Commissioner Daruwalla asked why, if Ms. Sandstrom explained that her income level had changed, that wasn’t taken into consideration. Barbara 408 3 Housing Commission June 23, 2016 Kautz explained that in February it would be very hard to make the assumption that there would be no bonus issued since there had been bonuses issued in the prior years. Chair Barnett said that the Commission would take all the information received today into consideration, review with Staff and bring this item back for a recommendation at the meeting of July 14, 2016. PUBLIC MEETING: 2. Subject: Request for Funding by Charities Housing Development Corporation to assist in the development of affordable senior housing at 19160 Stevens Creek Boulevard Recommended Action: review the proposed funding request and adopt resolution No. 16-04, recommending that that the City Council reserve $3,672,000 from the City’s Affordable Housing Fund to assist in the development of affordable senior housing at 19160 Stevens Creek Boulevard. Tentative City Council hearing date July 5, 2016. Barbara Kautz let the Commission know that the City had received a request for a loan from the Charities Housing Corporation (CHC) for 3.7 million to build low and very low senior income housing units at 19160 Stevens Creek Boulevard. The City approved that loan request. The item in the agenda is just to ensure that the City’s loan, as promised, is placed in reserve until the project has received all of the Planning Department approvals. The property is currently being purchased, with the sale expected to close shortly. CHC has other funding sources to draw upon until they are ready to execute the loa n agreement with the City. Cathy Robinson from CHC addressed the Commission. She stated that the CHC will be proposing to build a small, 19 unit, senior housing development on the property. She didn’t have all the details, but they are wanting to design a project that meets all the current General Plan requirements with our any variances or other exceptions so that the project can be approved, built and occupied quickly. They were also requesting that some minor changes be made to the loan disbursements requirements because the 2 year caveat to have construction finished is a very short timeline. They will do their best to meet the deadlines, but would like more time written into the contract. CHC would also like the default clause emended such that if the project didn’t move forward, the City would take ownership of the land and forgive its own $1 million loan and the $1 million permanent loan. The attorneys involved have agreed that this change in the clause would be agreeable. Chair Barnett opened the item to Public Comments: A resident spoke in favor of senior housing on the site, but wondered what square footage the units would be and how many parking spaces would there be. She wanted to make sure the project was the right size for the very small lot. Chair Barnett closed the Public Comments period. Staff member Fu explained that the item on the agenda is just for funding assurances. A development application has not been submitted. Chair Barnett asked for a motion from the Commission to approve the request per the draft resolution. MOTION: Commissioner Daruwalla moved to approve Resolution No. 16-04 SECOND: Commissioner Bose ABSENT: none ABSTAIN: none VOTE: 3-0-0 409 4 Housing Commission June 23, 2016 STAFF AND COMMISSION REPORTS: None OLD BUSINESS: None NEW BUSINESS: 3. Subject: Proposed Amendments to Policy and Procedures Manual for Administering Deed- Restricted Affordable Housing Units Recommended Action: review the proposed amendments and adopt resolution No. 16-03, recommending that that the City Council adopt the proposed amendments to the Policy and Procedures Manual. Tentative City Council hearing date August 2, 2016. Barbara Kautz addressed the Commission on the three areas suggested for change in the Manual. The first recommendation concerned how income is calculated. In light of the previous item, she suggested that the Commission wait on discussions of this change. The second recommended action is to change Section 2.2, the Conflict of Interest Regulations. Staff recommends that this section be clarified and expanded to include exclusions for consultants and anyone else who has decision or policy making authority who work on the Housing Programs. These persons would be ineligible to apply for a BMR unit. This recommended change is in keeping with the State and Federal Conflict of Interest policies. The third recommendation is to Section 5, the Appeal Process. Staff recommends that this section be amended to reflect that an appeal must be heard and a decision rendered within the 90 days that the City has to sell the unit. This would streamline the appeal to be heard by WVCS and then to a separate, outside (unbiased) Hearing officer. This Hearing Officer would be the final deciding authority. The unit in question could not be sold until after the appeal had been decided. Chair Barnett opened the item to Public Comments: There were no comments. The Public Comment period was closed. Staff requested that the Commission make a recommendation that the City Council approve changes to Section 2.2 and Section 5 of the Policy and Procedures Manual. MOTION: Commissioner Barnett moved to approve Resolution No. 16-03 with the minor typographical and wording changes as suggested by Commissioner Bose SECOND: Commissioner Daruwalla ABSENT: none ABSTAIN: none VOTE: 3-0-0 410 5 Housing Commission June 23, 2016 ADJOURNMENT:  The meeting was adjourned to next regular Housing Commission meeting on July 14, 2016, 9:00 a.m. Respectfully submitted: /s/Beth Ebben Beth Ebben Administrative Assistant 411 Housing Commission August 11, 2016 Cupertino, CA 95014 (408) 777-3308 APPROVED MINUTES OF THE REGULAR MEETING OF THE HOUSING COMMISSION HELD ON August 11, 2016 ROLL CALL Commission Members present: Harvey Barnett, Chairperson Nina Daruwalla, Commissioner Rajeev Raman, Vice Chair Sue Bose, Commissioner (arrived late) Commission Members absent: Shirley Chu, Commissioner Staff present: Benjamin Fu, Assistant Director of Community Development Barbara Kautz, Attorney, Goldfarb & Lipman, LLP Elizabeth Klueck, Attorney, Goldfarb & Lipman, LLP APPROVAL OF MINUTES: 1. June 23, 2016 Minutes of the June 23, 2016 Housing Commission meeting were approved as written ORAL COMMUNICATION: None POSTPONEMENTS/REMOVAL FROM CALENDAR: None WRITTEN COMMUNICATIONS: None CONSENT CALENDAR: None PUBLIC HEARING: 2. Subject: Appeal of Kimberly Sandstrom regarding eligibility to purchase a BMR Unit Recommended Action: Hear the appeal and move to recommend to the City Council that it affirm the determination that Kimberly Sandstrom was ineligible to purchase a BMR home because her income exceeds the established income limit Continued from the June 23, 2016 meeting Tentative City Council hearing date September 6, 2016. Barbara Kautz, Goldfarb & Lipman, explained that they had been asked to serve as “staff” to the Commission on this matter in the absence of the City’s Housing Planner. She reminded the Commission of the discussion from the last meeting. Ms. Sandstrom raised a few questions regarding how other cities calculated income. The results of that research is to be presented today. Elizabeth Klueck, Attorney, 412 2 Housing Commission August 11, 2016 Goldfarb & Lipman, LLP, directed the Commissioners to information from the agenda packet. The income calculations used are in line with the way other cities and agencies do their calculations. Income from the previous year is used to project into the upcoming year. This methodology comes from Federal Law and Statutes and the Home Technical Guide. Income from each pay period was multiplied by 24 pay periods each for a total of $96,012.80. Bonuses included as income (per 24 CFR 5.609b of the BMR Manual). Bonuses totaled $7635.34. Total annual income of $103,648.14. Even if the amount of bonuses for the last 3 years had been averaged, Ms. Sandstrom’s income would still have exceeded the moderate income level limit (102,050.00) for a two be droom unit. Christine Nguyen of West Valley Community Services pointed out that the calculations are by 26 and not 24. Barbara Kautz confirmed, but said that the income amount was the same. She also mentioned that from the last meeting, the City was criticized for calculating “anticipated” income, but said that all cities do that. The only way to feel comfortable with forecasting upcoming wages was to look a past wages. However, she suggested that with variable income types (bonuses and commissions) that another methodology could be devised or if someone could demonstrate a significant reduction in pay this year from the past year (loss of job, demotion, etc.) allowances should be made for those situations. Commissioner Daruwalla commented that the statements an applicant makes as part of an application should be considered too. Ms. Sandstrom indicated her bonus this year was a onetime thing. Commissioner Raman pointed out that an applicant might also not disclose an upcoming income increase. Commissioner Bose asked if the sale of stock was always counted as income. Elizabeth Klueck replied that it was. Chair Barnett reminded the Commissioners that they needed to make a recommendation based upon what the rules are today and not on proposed changes to the BMT manual. Barbara Kautz concluded the presentation by stating that the City followed established policies and practices in calculating Ms. Sandstrom’s income and that her income was determined to be over the limit. The appellant, Kimberly Sandstrom, addressed the Commissioners with a presentation. She provided a brief summary of dates of her appeal starting in February and continuing through to the meeting today and it is still not finished. She expressed dismay in how long the process has taken to come to the same, original conclusion. She wanted to go over what she thought should be counted as her income, she wanted answers to the questions she posed to the Commissioners at the last meeting and about the conflict of interest as that was now included as part of her appeal – it wasn’t at first because she didn’t know it existed, but once she did, she feels that it is also part of her appeal. She doesn’t feel that the inclusion of the stock she sold in 2015 be added to her estimated 2016 income. If she were to sell stock today she would have a net loss due to the reduction in the stock’s value. She has documentation showing that her expected amounts of bonus income in 2016 will be well below what she received in 2015. She stated that it is not reasonable to include onetime earnings from 2015 as anticipated income for 2016. She cannot count on bonuses as wages as she has no control about how much, if any, she will receive. By making the adjustments based on the documentation she provided, she would be under the income limit. She wanted to know if the Housing Commission had received answers to her questions posed last time regarding current and present staff members of the City and of West Valley Community Services in BMR units. Barbara Kautz said that these questions were passed along to the persons conducting the investigation into the conflict of interest ant that those answers would be forthcoming once the investigation concluded. She quoted a passage from Prohibition on Self Dealing (Section 10.90). Which outlines conflict of interest policy by/for public officials. Barbara Kautz stated that this Section is 413 3 Housing Commission August 11, 2016 normally applied to City Council members and other Governing Officers such that they may not enter into a contract that financially benefits them. As an example, if a City Council member is an architect, he cannot be awarded a contract for architectural services even if he recuses himself from voting on the project. She said that the investigation was actively looking into the conflict of interest question which includes potential violations to Section 10.90. The Commissioners reiterated that they would like to review the results of the investigation once it is completed and before it is presented to the City Council so that they can be prepared and participate at the Council meeting. Commissioner Bose asked if Barbara knew how long it took to find the next applicant and get them approved. She seemed to feel that it all happened very fast. Barbara Kautz did agree that it happened fast, but she had not been involved in any of those discussions. She stated that the Council did agree to amend the appeal process to make it more streamlined. An appeal would be heard by the Manager of WVCS and then by the City Council. Not as a way to bypass the Housing Commission, but to try to get an appeal heard and resolved within 60 days. Ms. Sandstrom continued with her presentation, but was asked by Chair Barnett to discontinue her discussion about the purchaser of the unit of which she had been deemed ineligible for. The purchaser was a former WVCS employee so Ms. Sandstrom wanted to demonstrate her argument that a conflict of interest did exist. Chair Barnett asked her to confine her presentation to the matter before them today – the income eligibility. Commissioner Raman said that there are two factors in the appeal, the income calculation and the conflict of interest. The Housing Commission could make a recommendation regarding the income calculations but could not make a recommendation about whether or not a conflict of interest occurred. Ms. Sandstrom was encouraged to give her research information to Goldfarb & Lipman, LLP, so it could be reviewed as part of their investigation into those claims. Barbara Kautz clarified that the City Attorney’s office would be making the determination regarding the conflict of interest and that the City Council would be making the determination regarding the income eligibility. Ms. Sandstrom then read from the City’s Commissioner’s Handbook as it relates to the obligations of the Housing Commissioners. She asked Housing Commissioners to reject Staff’s finding that her income was over the limit threshold for a two bedroom unit, she wanted them to ask the City Council to reverse what she felt was an illegal sale of the unit and she asked that the Commissioners work to make the process better for herself and everyone in the program. Commissioner Daruwalla asked again to have a chance to review the investigative report. Commissioner Bose stated that she didn’t think that the Housing Commission had the authority to un-do a sale. Chair Barnett opened the item for Public Comments. A resident, James Elgrin, pointed out that the HUD guidelines call for exceptions when documents have been presented to show that current income status/circumstances has changed. He felt that WVCS should have made allowances and further that the person making the initial determination, was in conflict. Chair Barnett closed the item for Public Comments. Barbara Kautz said that as part of reviewing Ms Sandstrom’s appeal, her application and documentation were reviewed and allowances were made for the change in her income status. She explained to the Commissioners that her firm received this information in February and they had to make assumptions based on the flexible economy and variable nature of bonuses, especially ones tied to stock performance. 414 4 Housing Commission August 11, 2016 MOTION: Commissioner Raman moved to recommend that the City Council deny the appeal and affirm the determination that Ms. Sandstrom did not meet the income eligibility requirements to purchase a BMR unit SECOND: Commissioner Bose ABSENT: none ABSTAIN: none VOTE: 3-1-0 (Daruwalla, no) PUBLIC MEETING: None STAFF AND COMMISSION REPORTS: None OLD BUSINESS: 3. Subject: Proposed Amendments to Policy and Procedures Manual for Administering Deed- Restricted Affordable Housing Units Recommended Action: review the proposed amendments and adopt resolution No. 16-04, recommending that that the City Council adopt the proposed amendments to the Policy and Procedures Manual. Tentative City Council hearing date September 6, 2016. Barbara Kautz addressed the Commission regarding the third area for suggested changes - income calculations, Section 2.4.1. On August 2nd, the City Council approved recommendations to the BMR Manual for section 2.2, Conflict of Interest and Section 5, the Appeal Process. Staff’s recommendation is to revise the way applicant income is calculated and other changes to the eligibility list. Currently new applications are received every year in October, reviewed in December and wait lists created in January. Persons already on the wait list must also reapply every year to ensure that they still meet all the requirements. Staff proposes that new persons on the wait list be placed at the bottom, so that people already there, won’t lose their place. Staff is also recommending that persons who work in any public agency receive one additional preference point. And Staff is recommending that the City or WVCS make changes to the way the program is marketed to the public. Other changes have not been suggested because they may violate various other Fair Housing Laws such as preferences based on age, head of household or longevity in the Community. Staff is proposing that the income calculation methodology be clarified and be calculated using the Home Technical Guide. The Technical Guide is very clear and has examples. This clarification also calls for consistency with the documentation to be used for determining income. Everyone will need to submit the same types of income verification documentation, which is not currently the practice. Commissioner Raman suggested that in instances where there is a projected decrease in income and the applicant is seeking an exception, the applicant must show that this decrease is for the whole year. Chair Barnett suggest that the preference points be changed to give 2 points to City and public school employees since it has become very hard to recruit and retain these workers due to the high cost of housing in the area. Chair Barnett opened the item for Public Comments. 415 5 Housing Commission August 11, 2016 No comments were received. Chair Barnett closed the item for Public Comments. MOTION: Chair Barnett moved to approve Resolution No. 16-04 with the addition of requiring proof of a projected decrease in income be year long SECOND: Commissioner Raman ABSENT: none ABSTAIN: none VOTE: 3-0-1 (Bose Daruwalla absent) NEW BUSINESS: None ADJOURNMENT: • The meeting was adjourned to next regular Housing Commission meeting on September 8, 2016, 9:00 a.m. Respectfully submitted: /s/Beth Ebben Beth Ebben Administrative Assistant 416 417 418 419 COMMUNITY DEVELOPMENT DEPARTMENT CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3308 • FAX: (408) 777-3333 CITY COUNCIL STAFF REPORT Meeting: November 1, 2016 Subject Appeal of Ms. Kimberly Sandstrom Regarding Eligibility to Purchase a Below Market Rate (BMR) Unit Recommended Action Approve the draft resolution regarding the appeal of Ms. Kimberly Sandstrom and affirming the recommendation of the Housing Commission regarding the eligibility of Ms. Sandstrom to purchase a BMR unit. Introduction Under Chapter 19.172 of the Cupertino Municipal Code, the City administers a Below Market Rate Housing Program (the "BMR Program") to provide housing affordable to a broad range of households with varying income levels within the City. The City administers the BMR Program using the guidelines included in the Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units (the "BMR Manual"), which was approved by the City Council. The City contracts with West Valley Community Services ("WVCS") to manage the BMR Program, including the determination of eligibility of potential homebuyers. Kimberly Sandstrom has appealed the finding by WVCS that she did not qualify to purchase a moderate income level BMR unit in the City because her annual gross income exceeded the maximum allowable income for a two-person household at a moderate income level in Santa Clara County. On August 11, 2016 the Housing Commission recommended to the City Council that it find that Ms. Sandstrom was ineligible to purchase a BMR home because, based on her application, her income exceeded the established income limit. (See Exhibit C.) 420 2 Background In January 2016 a BMR unit became available for sale. Ms. Sandstrom was highest on the waiting list established by WVCS for purchase of the unit, with the appropriate household size and income. However, when her income documentation was reviewed by WVCS, her income was found to exceed the established income limit. She completed three levels of WVCS' internal grievance process, each of which affirmed the initial finding that her income exceeded the established income limit. In addition, while the WVCS grievance process was under way, she attended a City Council meeting and three City Housing Commission meetings under open time, during which she objected to the finding of her ineligibility to purchase the BMR Unit, and she submitted a packet to the City Council on March 15 containing materials regarding the determination of her income. Following that appearance, the City requested outside counsel to review the income determination. They concluded that her income exceeded the established income limit to qualify for a BMR unit. The WVCS grievance procedures at the time normally would have a fourth level of review, to the WVCS Board of Directors. Ms. Sandstrom provided the City with a copy of that appeal, which revealed that the BMR unit at issue had been sold to a WVCS employee. In light of the potential conflict of interest, the City requested that WVCS recuse itself such that the next level of appeal would be before the Housing Commission, which was intended to be the next stage of the appeal process in any case. WVCS agreed to recuse itself, and Ms. Sandstrom was informed that her appeal would move forward in front of the Housing Commission, which would make a recommendation to the City Council for a final decision. On June 23, 2016, the Housing Commission heard Ms. Sandstrom's appeal. The Housing Commission continued its decision on the appeal until the August 11th meeting to allow for more time to properly respond to her questions and to research how other local jurisdictions calculate income. On August 11, 2016, the Housing Commission heard the continuation of Ms. Sandstrom's appeal. After considering all evidence presented, the Housing Commission approved Resolution 16-06 by a 3-1 vote to recommend to the City Council that the City Council affirm the determination that Kimberly Sandstrom was ineligible to purchase the BMR home because her income exceeded the established income limit. The Commission also recommended that she be allowed to retain her current position on the BMR waiting list administered by WVCS. PowerPoints and other documentation provided by Ms. Sandstrom are attached as Exhibit G. 421 3 The City Council’s decision is the final level of review, subject to reconsideration. Calculation of Maximum Income The procedures governing the City's administration of the BMR Program are contained in Section 2.4 of the BMR Manual, based on the United States Department of Housing and Urban Development ("HUD") regulations contained in 24 CFR 5.609(b), delineates the process used to determine an applicant's annual gross income. In addition to "salary and other wages", annual gross income includes "bonuses and other compensation", in accordance with 24 CFR 5.609(b). Section 2.4 of the BMR Manual is attached as Exhibit D. The BMR Program uses income limits published by the California Department of Housing and Community Development. For a two-person household at a moderate income level in Santa Clara County, the income limit was $102,050 at the time she applied. (Income limits were updated by the California Department of Housing and Community Development in May 2016. The current limit is $102,800.) Ms. Sandstrom applied for the BMR unit as a two- person household. Therefore, for Ms. Sandstrom to have been eligible to purchase the BMR unit, her income could not exceed $102,050. Section 2.4.1 of the BMR Manual states that, to verify the applicant's sources of income, the City may request signed copies of federal tax returns for the most recent three years, W2 forms for most recent two years, and/or copies of the last three consecutive payroll stubs or other verification of employment. In Ms. Sandstrom's case, WVCS used her last three consecutive payroll stubs, which listed regular and bonus income, to determine her income eligibility. However, the bonus income at issue and discussed below would also have been shown on her W2 form and 2015 tax return, which may not have been available when she applied in January 2016. Calculation of Income The three payroll stubs provided by Ms. Sandstrom display gross wages in the amount of $3,692.80 paid biweekly. Therefore, to determine her gross annual wages, $3,692.80 is multiplied by 26 pay periods for a total of $96,012.80 per year. Since bonuses are also included in the calculation, as provided in the BMR Manual and the regulations adopted by HUD and contained in 24 CFR 5.609(b), the 2015 bonus pay would be added in the total amount of $7,635.34, which consisted of various types of bonuses. The total of Ms. Sandstrom's annual gross wages plus the total bonuses received was $103,648.14, which exceeded the January 2016 income limit of $102,050 for a two-person household at a 422 4 moderate income level in Santa Clara County. Therefore, Ms. Sandstrom's annual gross income was over the maximum permitted to be entitled to purchase the BMR Unit. To summarize: Gross income: $3,692.80 x 26 (pay periods) = $ 96,012.80 Bonus (per 24 CFR 5.609(b): 7,635.34 Total: $103,648.14 INCOME LIMIT: $102,050.00 The crux of Ms. Sandstrom's argument regarding her income eligibility is that the determination should be forward-looking under 24 CFR 5.609(a)(2), which states that annual income includes all amounts which "[a]re anticipated to be received from a source outside the family during the 12-month period following admission or annual reexamination effective date." The City’s BMR Manual at the time of her application excluded subsection (a) from its definition of annual income; it only referenced subsections (b) and (c). The Manual explicitly states that income is determined through past evidence of income (i.e. tax returns, W2 forms, and paystubs) and, as provided by 24 CFR 5.609(b), bonuses received during the years covered by those documents are part of the income calculation. However, using subsection (a) of this statute does not change the calculation. The income calculation is forward-looking, whether using subsection (a) or only subsections (b) and (c), in that the calculation uses past income data to project future income. This form of forward-looking projection using documentation of past income is uniformly used in both federal and local housing programs, as discussed below. In general, this use of past income is not adjusted unless there is firm documentation available to reflect changes in future income, such as a major life change since the last year (e.g., job loss, demotion, or promotion, retirement, or disability). The issue in this appeal is solely the extent to which past bonuses should be used to calculate current income. Ms. Sandstrom has provided evidence of a lower mid-year bonus in 2016 than she received in 2015 and evidence of her company's declining stock prices to show that her total bonuses will substantially decline this year. However, stock prices can fluctuate greatly in any given year, and performance during the preceding few months is not an indication of future stock performance. In addition, the stock price for her company was higher at the beginning of 2016 than it was at the beginning of 2013 when she received $8,000 in performance bonuses. As shown in her 423 5 presentations given at the June 23rd and August 11th Housing Commission meetings, Ms. Sandstrom's total bonuses have fluctuated over the past three years, but actually increased in 2015. Her bonuses in 2013 totaled $8,100; in 2014 totaled $6,150; and in 2015 totaled $7,635.34. The average of the past three years' bonuses is $7,295. Given bonus fluctuations in past years, it would be speculative to estimate the totality of potential yearly bonuses based on one mid-year bonus and her company's limited financial information available for the year at the time she made her application in January. Using the average bonus from the last 3 years, her income would still exceed the BMR limit. $7,295 (the average bonus) plus $96,012.80 (her base salary) equals $103,307.80, which exceeds the then income limit of $102,050 for a two-person household at a moderate income level in Santa Clara County. Income Calculations Used in Other Jurisdictions The income calculations used by the City are consistent with those used in other local jurisdictions. To research income calculations used in other jurisdictions, the City reviewed the BMR programs in other jurisdictions and those administered by BMR program consultants, including the City of Sunnyvale, Alameda County, the City of Emeryville, Palo Alto Housing Corporation, and Housing Trust Silicon Valley. Ms. Sandstrom had asked the City to consider using the City of Sunnyvale’s policies. Sunnyvale's standards for calculating income are essentially the same as Cupertino's. Sunnyvale follows the Technical Guide for Determining Income and Allowances for the HOME Program (a guide published by HUD) (the "HOME Guide") and 24 CFR 5.609 (referred to as the "Part 5" method), the same statute used by the City for its income calculations, to determine gross household income of their applicants. Under Part 5 and the HOME Guide, bonuses are explicitly included as income. The HOME Guide explains in its section entitled "Anticipating Income" that to calculate an applicant's income, the public agency "must project a household's income in the future. To do so, a 'snapshot' of the household's current circumstances is used to project future income. In general, a [public agency] should assume that today's circumstances will continue for the next 12 months, unless there is verifiable evidence to the contrary." This is entirely consistent with the City's method of calculating income. The City uses an applicant household's current earnings from the past year to project the household's future income. Further, the HOME Guide goes on to specify that "[t]his method should be used even when it is not clear that the type of income received currently will continue in the coming year." For Section 24 CFR 5.609 and the entire excerpt from the HOME Guide, please see Exhibits E and F to this staff report. 424 6 Other jurisdictions, including those that use Neighborhood Stabilization Program homebuyer funds, also use the HOME Guide to calculate applicant incomes for their programs. The Housing Commission made a recommendation at the August 11th meeting that the City adopt the use of the HOME Guide for its BMR Manual and, for further clarity and conformity with other jurisdictions, incorporate the entire 24 CFR 5.609 provisions in the Manual, including subpart(a). Though it does not change the method of income calculation, adoption of the HOME Guide would provide further clarity for applicants and WVCS and provides helpful examples of income calculations. It is important that WVCS and the City have clear guidance as to how to calculate income. Given the critical housing shortage in Cupertino, and varying incomes in the "gig economy", it can be expected that the issue of projecting income forward will arise repeatedly. The HOME Guide provides the best guidance available. The Council agenda item regarding BMR Manual revisions incorporates these changes. Conflict of Interest Issues and Investigation As described earlier in this report, after Ms. Sandstrom was found to be over income, the BMR unit was sold to a WVCS employee. Ms. Sandstrom alleged that this sale violated State conflict of interest laws (Section 1090 and the Political Reform Act) and has asked that the sale be reversed. Regardless of Ms. Sandstrom’s income calculation, it is important that the City’s BMR program be fairly administered. As a result, the City contracted with outside counsel to conduct a formal conflict of interest investigation. A summary of that investigation is attached as Exhibit A. The investigation has concluded that there is no evidence that a preference was given to the WVCS employee, who was the next qualified applicant on the waiting list with the appropriate household size and income and whose income was calculated consistent with the BMR Manual. The investigation also concluded that there was no violation of State conflict of interest laws. Nonetheless, the City was concerned about the appearance of a conflict when WVCS reviews the application of its own employee. Consequently, on August 2, 2016 the City Council approved changes to the BMR Manual that require that if any employee of any consultant involved with City housing programs is on the waiting list, all review and evaluation of the employee’s application must be performed by the City. Additionally, the City was concerned that the former lengthy appeal process could not be completed before the BMR unit needed to be sold. In the future, any appeal will be heard first by the 425 7 Executive Director of WVCS, or by the Director of Community Development if a WVCS employee is involved, with a final second level appeal decided by the City Council. The BMR unit will not be sold before the appeal is completed. Conclusions and Recommendation Staff recognizes how close Ms. Sandstrom was to income qualifying for a BMR unit and that she might well qualify at a future time. In addition, her appeal could not be completed prior to the sale of the BMR unit. In recognition of these factors, the Housing Commission recommended that Ms. Sandstrom maintain her current priority for a two-bedroom unit on the BMR Program waiting list when new and continuing waiting list applications are accepted in October. Sustainability Impact None. Fiscal Impact None. Prepared by: Benjamin Fu, Assistant Director of Community Development Aarti Shrivastava, Assistant City Manager/Director of Community Development Approved for Submission by: David Brandt, City Manager Attachments: A. Summary of Conflict of Interest Investigation B. City Council Resolution No. 16-07 C. Housing Commission Resolution No. 16-06, a Resolution of the Housing Commission of the City of Cupertino Regarding the Appeal of Ms. Kimberly Sandstrom D. BMR Administrative Manual (excerpts regarding income calculation) E. Referenced Regulations (24 CFR 5.609) F. Technical Guide for Determining Income and Allowances for the HOME Program (excerpts regarding income calculations) G. Letters of Appeal and Decisions and Other Documentation Provided by Kimberly Sandstrom H. Sandstrom presentation 426 1 394\17\1957448.3 Exhibit A Summary of Investigation Regarding Conflict of Interest Allegations Prepared by Celia W. Lee, Goldfarb & Lipman LLP Background of Investigation The City of Cupertino engaged the law firm of Goldfarb & Lipman LLP to investigate whether there were any violations of conflict-of-interest laws in the sale of the two-person household, moderate-income Below Market Rate unit at 20500 Town Center Lane, Unit 262 ("BMR Unit") to Michelle Ma (referred to at times as "Purchaser Ma"), who was an employee of West Valley Community Services ("WVCS") at the time of the sale. WVCS, a non-profit organization of approximately 18 employees, administers the BMR Program for the City of Cupertino in addition to providing other social services in the community. This summary provides an overview of Goldfarb & Lipman LLP's findings and conclusions from the investigation. The investigation involved interviews of witnesses, observation of the office surroundings at WVCS, and review of a substantial number of documents obtained from various sources, including WVCS, the City, and applicant Kimberly Sandstrom ("Sandstrom"). Documents reviewed include WVCS files pertaining to the formation of the 2015-2016 BMR waiting list via random lottery pursuant to the BMR Manual, records of contacts with potential applicants, and application files for Purchaser Ma and Sandstrom, including income eligibility documentation. The investigation also involved review and analysis of the law pertaining to Government Code section 1090, which prohibits public officials and employees from being financially interested in "any contract made by them in their official capacity or by any body or board of which they are members," and the Political Reform Act, which disqualifies public officials from participating in government decisions in which they have a financial interest. Findings The investigation revealed that the methodology employed by WVCS and its Housing Program Manager, Christine Nguyen, to create the annual waiting list for BMR ownership units comported with the procedures set forth in the BMR Manual. As part of our investigation, we reviewed the step-by-step process employed by WVCS, as set forth in Sections 2.3 and 2.3.1 of the BMR Manual. The 2015-2016 waiting list of 49 people, comprised of applicants of varying household sizes and income levels, was created by a random lottery. Sandstrom, Purchaser Ma, and other persons who had submitted an Eligibility Form in October 2015 and were deemed eligible to be on the waiting list based 427 2 394\17\1957448.3 on stated income were assigned priority points according to whether they lived or worked in Cupertino. Within each priority grouping, eligible applicants received a place on the waiting list by random drawing. Sandstrom, who had three priority points, was number 12 on the waiting list. Purchaser Ma had two priority points and was number 23 on the waiting list. While Ma was eleven places down from Sandstrom on the waiting list, Ma was the next person in line after Sandstrom who applied as a household of two persons at a moderate income level. Everyone else between Sandstrom and Ma on the waiting list either was not a household of two persons and/or was not at a moderate income level. The BMR Unit's owner/seller notified the City and WVCS on January 20, 2016 that she wished to sell the unit, and that she needed to close by March 4, 2016 as a new home purchase out of state was contingent on the sale of the BMR Unit. However, due to her obligation to remedy some building code violations for work she had illegally performed on the unit, it was not available for sale until February 9. Starting on January 20, Nguyen contacted potential applicants for the BMR Unit. As of the time that the unit became available, Sandstrom was the primary applicant, as she was the person highest on the waiting list with a household of two persons at a moderate income level. Purchaser Ma was the first backup applicant, and another individual was the second backup. Sandstrom (with a family member as the second household member) completed an application for the unit, but upon review and evaluation of her income documentation, WVCS determined that her income exceeded the maximum for that BMR Unit. Thus, she was deemed ineligible to purchase the BMR Unit. Purchaser Ma, as the first backup from the waiting list, also completed an application for the unit, with her adult family member as the second household member. WVCS reviewed Ma and her adult family member's income documentation and concluded their household income fell within the appropriate limit. WVCS approved their purchase of the BMR Unit, and the sale closed on March 29, 2016. After the City received documentation during Sandstrom's appeal process alleging conflict of interest violations, Goldfarb & Lipman LLP independently reviewed all income eligibility documentation and calculations for both Sandstrom and Purchaser Ma, and concluded that (1) Sandstrom's income exceeded the limits and (2) Ma and her adult family member's income was within the income limits, and they qualified for the unit. Purchaser Ma first started working for WVCS in 2008 as a Family Support Specialist, a professional social work position. As she progressed in seniority, she came to supervise other, more junior individuals who performed various social work duties at WVCS. From July 2015-onward, Ma's position at WVCS was Director of Client Services. She did not 428 3 394\17\1957448.3 head any departments within WVCS. All WVCS witnesses confirmed Ma did not have any involvement in the BMR Program as part of her job duties, and there is no evidence that she had any involvement, knowledge, or influence regarding the BMR Program. Ma left WVCS for other social work employment at the end of April 2016. WVCS had its own conflict of interest policy regarding the BMR Program in effect since July 2011. The policy prohibited upper management (Executive Director and Department Directors) and any staff who participated in administering the BMR Program (i.e., Christine Nguyen and any staff she supervised) from applying. The policy also dictated that there would be no special consideration for any staff member who applied, and a staff member applicant would be subject to the same BMR requirements set forth by the City and WVCS as any other applicant. A violation of Government Code section 1090 exists if the pertinent individual participated in the making of a contract in their official capacity and also had a financial interest in the contract. Independent contractors or consultants to public entities (such as WVCS) are subject to its restrictions. In terms of the Political Reform Act, one is prohibited from making, participating in, influencing or attempting to use their official position to influence any government decisions in which one has a financial interest. Government Code section 87100 et seq. Our investigation found that there were no violations in this instance. As an initial matter, while her employer was an independent contractor to the City, it is questionable whether Purchaser Ma can be considered as such, as her social work duties at WVCS were not specifically designated to be in service for the City. Assuming for the sake of argument that Ma herself can be considered as an independent contractor to the City by virtue of her employment with WVCS, Ma's purchase of the BMR Unit was not the "making" of a contract in her official capacity. She did not participate in any actions or determinations that led to her place on the waiting list or the successful qualified applicant; she had no control over the selection or qualification process; and she never had any involvement or input in the BMR Program or its administration by WVCS. Everything leading to her purchase of the BMR Unit, other than her initial decision to apply, came about by circumstances outside her control. Nguyen and Purchaser Ma were friendly co-workers, but there is no evidence Nguyen gave Ma any preference or advantage in the sales or qualification process for the BMR Unit. Rather, the investigation found otherwise. The process of creating the waiting list, which determined Ma's position on the list as the person next in line after Sandstrom for a two-person household and moderate income unit, was random and followed the BMR 429 4 394\17\1957448.3 Manual procedures. As mentioned previously, this office reviewed WVCS's income calculations for both Sandstrom and Purchaser Ma and determined them to be correct. Conclusions In sum, our investigation found no conflict of interest violations. We acknowledge that on August 2, 2016, the City Council approved changes to the BMR Manual that (1) require that if any employee of any consultant involved with City housing programs is on the BMR waiting list, all review and evaluation of the employee’s application must be performed by the City; and (2) in the future, any appeal will be heard first by the Executive Director of WVCS, or by the Community Development Director if a WVCS employee is involved, with a final second level appeal decided by the City Council. The BMR unit will not be sold before the appeal is completed. We believe these actions by the Council are well-advised to avoid any appearance of a conflict in the future. 430 1 CITY OF CUPERTINO 10300 Torre Avenue Cupertino, California 95014 RESOLUTION NO. 16-101 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO REGARDING THE APPEAL OF MS. KIMBERLY SANDSTROM AND AFFIRMING THE RECOMMENDATION OF THE HOUSING COMMISSION REGARDING THE ELIGIBILITY OF MS. SANDSTROM TO PURCHASE A BMR UNIT WHEREAS, the City of Cupertino (the "City") has since 1993 implemented an Office and Industrial Housing Mitigation Program and a Residential Housing Mitigation Program, described in the Housing Element of the General Plan, requiring the payment of housing mitigation fees by non-residential development and residential projects with six units or less, and requiring the provision of moderate-income and median-income housing in developments with seven units or more (the "Housing Mitigation Program"); and WHEREAS, the Policy and Procedures Manual for Administering Deed-Restricted Affordable Housing Units (the “BMR Manual”) serves as the day-to-day operational manual for both City staff and its Below Market-Rate (BMR) program administrator for BMR units generated by the City's Housing Mitigation Program; and WHEREAS, the City contracts with West Valley Community Services ("WVCS") to manage the BMR program, including the determination of eligibility of potential applicants; WHEREAS, applicants who desire to rent or purchase a BMR unit in the City must complete an application demonstrating that the applicant's annual gross income does not exceed the maximum published limit for the BMR unit; and WHEREAS, WVCS maintains a waiting list of qualified applicants who wish to rent or purchase a BMR unit; and WHEREAS, Kimberly Sandstrom applied to purchase a BMR unit that became available in January 2016; and WHEREAS, based on the requirements of the BMR Manual, WVCS determined that Ms. Sandstrom's annual gross income exceeded the established income limit to purchase the BMR unit; and 431 2 WHEREAS, Ms. Sandstrom has completed three levels of appeal at WVCS; and WHEREAS, Ms. Sandstrom has completed a fourth level of appeal to the Housing Commission, which made a recommendation to the City Council that the City Council affirm the determination that Kimberly Sandstrom was ineligible to purchase a BMR unit because her income exceeded the established income limit, but permit Ms. Sandstrom to retain her current position on the BMR waiting list; and WHEREAS, Cupertino Municipal Code Section 2.08.096 regarding a petition for reconsideration applies to this Council adjudicatory action. Further, the City of Cupertino has adopted the time limits contained in the California Code of Civil Procedure Section 1094.6 and the time within which to seek judicial review of a final decision is governed by that section. THEREFORE, BE IT RESOLVED: Section 1. After careful consideration of the facts, exhibits, staff report, testimony, and other evidence submitted in this matter, the City Council finds as follows: 1. The foregoing recitals are true and correct and incorporated into this resolution by this reference. 2. Kimberly Sandstrom's income was correctly determined to exceed the established maximum allowable income for a two-person household at a moderate income level in Santa Clara County. Her income was correctly determined to be $103,648.14, consisting of biweekly income of $96,012.80 and bonus income of $7.635.34, for a total income of $103,648.14, based on the provisions of the BMR Manual and as described in the staff report. Section 2. The City Council hereby further provides that Kimberly Sandstrom retain her current priority for a two-bedroom unit on the BMR waiting list maintained by WVCS when new and continuing waiting list applications are accepted in October. 432 3 PASSED AND ADOPTED this 6th day of December, 2016, at a meeting of the City Council of the City of Cupertino by the following roll call vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: APPROVED: Grace Schmidt Barry Chang City Clerk Mayor, City of Cupertino 433 Attachment C RESOLUTION NO. 16-06 A RESOLUTION OF THE HOUSING COMMISSION OF THE CITY OF CUPERTINO REGARDING THE APPEAL OF MS. KIMBERLY SANDSTROM WHEREAS, the City of Cupertino (the "City") administers a Below Market- Rate (BMR) housing program; and WHEREAS, the City contracts with West Valley Community Services ("WVCS") to manage the BMR program, including the determination of eligibility of potential applicants; WHEREAS, the Policy and Procedures Manual for Administering Deed-Restricted Affordable Housing Units (the “BMR Manual”), adopted by the City Council, serves as the day-to-day operational manual for both City staff and WVCS in administering the BMR program; and WHEREAS, applicants who desire to rent or purchase a BMR unit in the City must complete an application demonstrating that the applicant's annual gross income does not exceed the maximum published limit for the BMR unit; and WHEREAS, WVCS maintains a waiting list of qualified applicants who wish to rent or purchase a BMR unit; and WHEREAS, Kimberly Sandstrom applied to purchase a BMR unit that became available; and WHEREAS, based on the BMR Manual, WVCS determined that Ms. Sandstrom's annual gross income exceeded the established income limit to purchase the BMR unit; and WHEREAS, Ms. Sandstrom has completed three levels of appeal at WVCS; and WHEREAS, Ms. Sandstrom has further appealed to the Housing Commission, which will make a recommendation to the City Council for the final decision. NOW, THEREFORE, BE IT RESOLVED, after careful consideration of the facts, exhibits, staff report, testimony and other evidence submitted in this matter, that the Housing Commission recommends that the City Council affirm the determination that Kimberly Sandstrom was ineligible to purchase a BMR unit because her income exceeds 434 Attachment C the established income limit, as calculated consistent with the BMR Manual in effect at the time of the determination of her income; and BE IT FURTHER RESOLVED that, because the appeal procedures then in place did not allow Ms. Sandstrom to complete her appeal before the affected BMR unit was sold, the Housing Commission further recommends that the City Council permit Ms. Sandstrom to retain her current position on the BMR waiting list. PASSED AND ADOPTED this 11th day of August 2016 at a regular meeting of the Housing Commission of the City of Cupertino by the following roll call vote: Vote: AYES: Harvey Barnett, Rajeev Raman, Sue Bose NOES: Nina Daruwalla ABSENT: Shirley Chu ABSTAIN: ATTEST: APPROVED: /s/ Aarti Shrivastava /s/ Harvey Barnett Aarti Shrivastava, Assistant City ManagerHarvey Barnett, Chair, Housing Commission 435 Exhibit D D-1 Excerpts Regarding Income Calculation - Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units 436 Exhibit E E-1 Referenced Regulations (24 CFR 5.609(b) and (c)) 437 Exhibit E E-2 438 Exhibit E E-3 439 Exhibit E E-4 440 Exhibit F F-1 Technical Guide for Determining Income and Allowances for the HOME Program Anticipating Income The HOME regulations at 24 CFR 92.203(d)(1) require that, for the purpose of determining eligibility for HOME assistance, a PJ must project a household’s income in the future. To do so, a “snapshot” of the household’s current circumstances is used to project future income. In general, a PJ should assume that today’s circumstances will continue for the next 12 months, unless there is verifiable evidence to the contrary. For example, if a head of household is currently working for $7.00 per hour, 40 hours per week, the PJ should assume that this family member will continue to do so for the next year. Thus, estimated earnings will be $7.00 per hour multiplied by 2,080 hours, or $14,560 per year. This method should be used even when it is not clear that the type of income received currently will continue in the coming year. For example, assume a family member has been receiving unemployment benefits of $100 per month for 16 weeks at the time of income certification. It is unlikely that the family member will continue on unemployment for another 52 weeks. However, because it is not known whether or when the family member will find employment, the PJ should use the current circumstances to anticipate annual (gross) income. Income would therefore be calculated as follows: $100 per week x 52 weeks, or $5,200. The exception to this rule is when documentation is provided that current circumstances are about to change. For example, an employer might report that an employee currently makes $7.50 an hour, but a negotiated union contract will increase this amount to $8.25 an hour eight weeks from the date of assistance. In such cases, income can be calculated based on the information provided. In this example, the calculation would be as follows: • $7.50/hour x 40 hours/week x 8 weeks = $2,400 • $8.25/hour x 40 hours/week x 44 weeks = $14,520 • $2,400 + $14,520 = $16,920. Sources of Earned Income In addition to hourly earnings, PJs must account for all earned income. In addition to the base salary, this will include annual cost of living adjustments (COLAs), bonuses, raises, and overtime pay. In the case of overtime, it is important to clarify whether overtime is sporadic or a predictable component of an employee’s income. If it is determined that an applicant has earned and will continue to earn overtime pay on a regular basis, PJs should calculate the average amount of overtime pay earned by the applicant over the pay period the PJ is using to calculate income eligibility (3 months or 12 months). This average amount is then to be added to the total amount of projected earned income over the following 12-month period. Exhibit 2.1 provides a step-by-step explanation of the standard methodology for projecting annual income. 441 Exhibit F F-2 442 443 444 445 446 447 448 449 450 451 452 453 454 455 456 457 458 459 460 461 462 463 464 465 466 467 468 469 470 471 472 473 474 475 476 477 478 479 480 481 482 483 484 485 486 487 488 489 490 491 492 493 494 495 496 497 498 499 500 501 502 503 504 505 506 507 508 509 510 511 512 513 514 515 516 City Council SEPTEMBER 20, 2016 517 Overview •Milestones •My eligibility •BMR unit eligibility •Rules / rule changes •Relevant documents •Conflict of interest •Denial of due process •Investigation questions Role of Commissioners and Councilmembers 518 January, 2016 20:Notified that I was selected candidate (with 2 backups) and application must be completed by 27-Jan 21:I asked about income over limit in 2015 –answer was that over limit in the past does not disqualify, as eligibility depends on current income 25:I completed my application 26:I met with Christine at 4pm. She said I was over limit. I showed her that current wages plus last year’s performance bonus was under limit, she said she would consult with city staff 28:Christine emailed, saying after staff consultation, I am over limit 519 February, 2016 2:C.J. emailed, saying my eligibility is not yet determined; he asked for latest paystub; later he said unit failed inspection and instructed Christine to remove it from list of units eligible for sale 9:Christine cancelled meeting with C.J. and I. The unit passed inspection, but I was not informed of this 11:I attended Housing Commission meeting at 9am. C.J. explained that if I applied 12-Feb, I would be eligible. I attended meeting at WVCS (with Christine, C.J.) at 2pm where I provided mid-year bonus statement. Christine emailed attachment on letterhead stating my ineligibility at 6:50pm 520 February, 2016, continued 12:I delivered my first grievance to WVCS, but Ms Venkatraman was not in the office 16:Ms Venkatraman called me, in response to voicemails I left on April 12th regarding bringing / leaving grievance. She said I was ineligible; no unit was available and sale to alternate was 80% done 22:I received Ms Venkatraman’s response to my grievance by certified mail Capital Gains 521 Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units, as amended 2-Aug by City Council Resolution No. 16-084 (although no changes to Exhibit 3, per the Resolution) From Agenda Packet: E- Referenced Regluations (24 CFR 5.pdf (near bottom of page E-2 on left) (and near top of page E-2, below) 522 March, 2016 1:I handed my second grievance to Mr Selo 8:I received Mr Selo’s response to my grievance by certified mail 10:I attended Housing Commission meeting at 9am 15:I attended City Council meeting at 6:45pm and during Oral Communications, I asked the City Council to investigate my case. I provided detailed and pertinent records 29:BMR unit was sold on or about this date to Director of Client Services at WVCS and her adult sister, but this fact was not discovered by me for about four weeks 523 Excerpt from CC Resolution No. 16-084 Adopting Amendments to the Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units.pdf Although this regulation was not part of the BMR Manual in March, 2016, a Conflict Of Interest event clearly occurred with WVCS’s approval of the eligibility of their own employee, after denying my eligibility 524 Excerpt from California Law Governing Conflict of Interest, by Orange County Department of Education, June, 2014 525 April, 2016 5:I attended City Council meeting at 6:45pm 14:I attended Housing Commission meeting at 9am, where I was allowed to speak for 3 minutes. I recalled 11- Feb meeting and asked commissioners to take action against capricious decision. C.J. said that grievances to WVCS must continue 19:I attended meeting of the Board Administration Committee of the Board of Directors of WVCS at 4pm where I was allowed to speak for 3 minutes. I asked committee to take action against capricious decision and I handed my third grievance to the Board Chair 19, continued: I attended City Council meeting at 6:45pm, where C.J. presented CDBG Annual Plan and funding details (item 15 on Agenda). Afterwards, he was asked by Councilmember Paul for an update on my appeal. C.J. stated that I had two more levels of grievance to complete at WVCS. He said that, in the future, the Assistant City Manager could be asked to place my appeal on the agenda of the Housing Commission 27:I received, by certified mail, Mr Barkey and Ms Harper’s response to grievance three, which told me to forward any following grievance to Mr Selo. I discovered the identity of the buyer of the BMR unit in public records search 526 May, 2016 3:I sent my fourth grievance to MrSelo as an email attachment (copying C.J., Assistant City Manager, Mayor and Councilmembers) expressing my outrage at the Conflict of Interest that arose when WVCS qualified their own staff after disqualifying me. I asked for a full investigation; acknowledgment and rectification of the error that resulted in my disqualification; a complete reconsideration of the unlawful sale and a lawful sale to take its place. MrSelo responded with attachment BMR Policy for WVCS Staff. I attended City Council meeting at 6:45pm 6:C.J. emailed MrSelo suggesting that WVCS recuse itself and that the appeal would move to the Housing Commission. I responded to C.J. and Ms Shrivastava asking that my appeal appear on the Agenda of the 12-May Housing Commission meeting. There was no response to my email 12: I attended Housing Commission meeting at 9am, where my appeal was not on the agenda and I was allowed to speak for 3 minutes. C.J. said my appeal would be heard at the 9-Jun meeting because there had not been time to get it on today’s agenda. He said that Ms Shrivastava would follow up, as he was leaving the City of Cupertino for other employment and this was his last Housing Commission meeting 527 BMR Policy for WVCS Staff Below Market Rate Policy for WVCS Staff adopted 7/19/11 Below Market Rate West Valley Community Services staff who does not have decision making authority or influence of the BMR program may apply as a potential candidate for the BMR program. Staff excluded from application include but not limited to: Executive Director, Department Directors, WVCS BMR staff. There will be no special consideration or accommodations for the staff's application. The staff member must qualify based on BMR requirements set forth by the City of Cupertino and WVCS, and will be given priority points based on the same criteria as all qualified applicants. The staff member will not participate in any BMR program decision making processes for application, qualification or placement. The staff member will not have any access to BMR files or other BMR client information. 528 June, 2016 6:I emailed MsShrivastava because no agenda was posted for 9-Jun Housing Commission meeting. Mr Fu replied that my appeal was continued to 23-Jun 9:Housing Commission meeting is cancelled “due to lack of business” 23:Special meeting of the Housing Commission had my appeal on the Agenda as item 3. External Counsel, acting as staff, made a presentation. I made a presentation. There were comments from the public. From the minutes: “Chair Barnett said that the Commission would take all the information received today into consideration, review with Staff and bring this item back for a recommendation at the meeting of July 14, 2016” 529 July and August, 2016 July 6:Mr Fu called and told me that the 14-Jul Housing Commission meeting would be cancelled because external counsel needed more time to investigate the determination of my income. When I asked about the criminality of the transfer, he said they were investigating that too. He said my appeal would be continued to 11-Aug. He also sent an email with essentially the same information 14:Housing Commission meeting is cancelled “due to lack of business” August 2:City Council adopted Resolution No. 16-084 amending the Policy and Procedures Manual for Administering Deed-Restricted Affordable Housing Units (Below Market Rate (BMR) Manual), with modification, after 4-1 vote 11:At Housing Commission meeting External Counsel presented, including incorrect income calculation. I presented, but was prevented from showing my investigative findings related to COI. There were comments from the public. There was a motion to deny my appeal, which passed after a 3-1 vote 530 Handout presented by Ms Klueck at 11-Aug Housing Commission meeting has math error and bonus error 531 Excerpt from F- Technical Guide for Determining Income.pdf My application included verifiable evidence that: •S Recogn Bonus was one time (2015 only) •Wellness Bonus would not be earned in 2016 •Performance Bonus was sharply decreased in 2016 •Stock value declined precipitously 532 My Company, our main competitor and Nasdaq Composite 2013 –2016 http://www.nasdaq.com/symbol/stx/interactive-chart Demonstrates that larger economic forces are driving the loss in value 533 My latest paystub 534 August, 2016, continued 23:External counsel, Ms Lee, emailed me, inviting me to share my presentations with her, while stating she would not share her findings with me 24:Mr Fu emailed, asking me to forward my presentation 25:Mr Fu emailed saying that my appeal before the City Council would be continued from 6 to 20-Sep 26:I received a letter from Ms Squarcia informing me that my appeal would be heard by the City Council 6-Sep and that any issues not raised before the Council on that date may be inadmissible, if I later bring an action in court 27: I received a second letter from Ms Squarcia informing me that my appeal would be continued to an unknown date 29:I uploaded presentations, audio recordings, letters from City to a Google Drive folder that I shared with Ms Lee and the Mayor and Councilmembers. Ms Lee asked me to invite her via a gmail account, and I complied 31: I emailed the City Clerk expressing utter confusion and asking for guidance on my hearing before the City Council. Ms Schmidt clarified that my appeal would be heard 20- Sep 535 September, 2016 6:I attended City Council meeting at 6:45, where the Council approved postponement of my appeal to 20-Sep 8:I attended Housing Commission meeting at 9am. During the approval of minutes, I attempted to make errors in the draft minutes known. However I was silenced and told I could speak during Oral Communications. This is a violation of my Brown Act rights 54954.3.(a) Every agenda for regular meetings shall provide an opportunity for members of the public to directly address the legislative body on any item of interest to the public, before or during the legislative body's consideration of the item, that is within the subject matter jurisdiction of the legislative body, provided that no action shall be taken on any item not appearing on the agenda unless the action is otherwise authorized by subdivision (b) of Section 54954.2.However, the agenda need not provide an opportunity for members of the public to address the legislative body on any item that has already been considered by a committee, composed exclusively of members of the legislative body, at a public meeting wherein all interested members of the public were afforded the opportunity to address the committee on the item, before or during the committee's consideration of the item, unless the item has been substantially changed since the committee heard the item, as determined by the legislative body. Every notice for a special meeting shall provide an opportunity for members of the public to directly address the legislative body concerning any item that has been described in the notice for the meeting before or during consideration of that item. (b) The legislative body of a local agency may adopt reasonable regulations to ensure that the intent of subdivision (a) is carried out, including, but not limited to, regulations limiting the total amount of time allocated for public testimony on particular issues and for each individual speaker. (c) The legislative body of a local agency shall not prohibit public criticism of the policies, procedures, programs, or services of the agency, or of the acts or omissions of the legislative body. Nothing in this subdivision shall confer any privilege or protection for expression beyond that otherwise provided by law. http://www.leginfo.ca.gov/cgi- bin/displaycode?section=gov&group=54001- 55000&file=54950-54963 536 http://www.hcd.ca.gov/housing-policy-development/housing-resource- center/reports/state/incnote.html 537 Conflict of interest / Due process Although Christine Nguyen told me that a conflict of interest would arise if I were both a volunteer and a client at WVCS… …she nonetheless denied me and then sold the 2- bedroom, moderate unit –while the appeal process was still underway –to her coworker, Michelle Ma, the Director of Client Services at WVCS;a single woman with no dependents This is clearly unacceptable and I am asking YOU, City Council, to take action and reverse this illegal sale 538 Investigative Questions Is Michelle Ma the Director of Client Services at West Valley Community Services? Date of hire –2008, per Ms Lee Date of termination –April 2016, per Ms Lee How many City of Cupertino Below Market Rate units are owned by current West Valley Community Services staff former West Valley Community Services staff current City of Cupertino staff former City of Cupertino staff How many City of Cupertino Below Market Rate units are rented by current West Valley Community Services staff former West Valley Community Services staff current City of Cupertino staff former City of Cupertino staff 539 Questions about sale of APN 369- 55-036 on or around 21-Mar-2016 How many applicants were contacted and invited to complete their applications, including Ms Ma and I? –3, per Ms Lee: Sandstrom, Ma and additional backup? How many applicants submitted complete applications? Did all of the applicants have the same number of priority points? –No, per Ms Lee How many priority points did Ms Ma have? –2, per Ms Lee At the time of application, where was Michelle Ma’s residency? Longevity at that address? At the time of application, where was Marissa Ma’s residency? Longevity at that address? What was Marissa Ma’s income? What was the waitlist priority number of Ms Ma? –23, per Ms Lee 540 City Council has the power to find a transaction fraudulent and overturn it Excerpt from CC Resolution No. 16-084 Adopting Amendments to the Policy and Procedures Manual for Administering Deed Restricted Affordable Housing Units 541 Responsibilities of Commissioners (excerpted from COMMISSIONER’S HANDBOOK, 2016, City of Cupertino) D. DISCRIMINATION AND EQUAL PROTECTION All rules, regulations, laws, services and facilities must apply equally to all persons, and not give favor to any segment of the community. Similarly, all laws and ordinances of the city must afford equal protection to all facets of the community, unless the purpose of a city action requires special classification of the community. E. DUE PROCESS All governmental procedures and process must allow an affected party a right to be heard, and to present controverting fact or testimony on the question of right in the matter involved. Unfair determinations, such as bias, predetermination, refusal to hear, etc., may invalidate actions. F. REASONABLENESS Every action of municipal government must be reasonable, or otherwise stated, not capricious, extreme, arbitrary, or abusive. 542 In closing Affordable housing is one of the most valuable things in existence in Cupertino… A valuable BMR unit has been sold in a frankly illegal manner Please restore justice and undo the sale Please reject the recommendation of staff, denying my appeal Please recognize that no speculation is needed to find that I met the income eligibility limit, even assuming performance bonus at same level in 2016 as in 2015 Please do not play a part in continuing the unethical action that has occurred and instead, work to undue this action 543 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-1940 Name: Status:Type:Ordinances and Action Items Agenda Ready File created:In control:9/1/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Order the abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136 Sponsors: Indexes: Code sections: Attachments:Staff Report A - Draft Resolution B - 2017 Weed Abatement Program Commencement Report C - Notice to Destroy Weeds and Program Schedule D - Letter to Property Owners E - Approved Resolution No. 16-136 Action ByDate Action ResultVer. City Council2/7/20171 Subject: Order the abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136 Note objections and adopt Resolution No. 17-017 ordering abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136 CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™544 OFFICE OF THE CITY CLERK CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3223 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2016 Subject Order the abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136. Recommended Action Note objections and adopt the draft resolution ordering abatement of a public nuisance (weeds) pursuant to provisions of Ordinance No. 724 and Resolution No. 16-136. Discussion Chapter 9.08 of the Cupertino Municipal Code requires property owners to remove or destroy weeds on their property for fire protection. The weed abatement process is in place to notify the property owners of this responsibility, authorize the County to remove the weeds if the property owner doesn’t, and allow the County to recover the costs of abatement. The process consists of eight steps that begin in November and go through August of each year. At this time, the process is at Step 4. 1. County prepares a list of all properties that have been non-compliant in removing weeds in the last three years and provides that list to the City (Nov). 2. City Council adopts a resolution declaring weeds a nuisance and setting a hearing date to hear objections by property owners to having their name on the list (Nov-Dec). 3. County sends notice to the property owners on the list notifying them of the hearing date and explaining that they must remove weeds by the abatement deadline of April 30 or it will be done for them, and the cost of the abatement plus administrative costs assessed to their property (Dec). 4. City Council holds the hearing to consider objections by property owners and adopts a resolution ordering abatement (Jan). 545 5. County sends a courtesy letter to property owners on the list notifying them again of the abatement deadline and noting that they will work with the property owner to be sure the weeds are removed (Jan). 6. After April 30, the properties are inspected by the County to verify that weeds were removed and proceeds with abatement if the inspection fails. County makes a list of all costs associated with the abatement and provides that list to the City (June-July). 7. City notifies the property owners on the assessment list notifying them of the hearing date. (July-Aug). 8. City Council holds a hearing, notes any disputes, and adopts a resolution putting a lien assessment on the properties to allow the County to recover the cost of weed abatement (July-Aug). Fiscal Impact Any fees waived by the Council will be billed to the City by the County to cover their cost of servicing the property. _____________________________________ Prepared by: Grace Schmidt, City Clerk Approved for Submission by: David Brandt, City Manager Attachments: A - Draft Resolution B - 2017 Weed Abatement Program Commencement Report C - Notice to Destroy Weeds and Program Schedule D - Letter to Property Owners E - Approved Resolution No. 16-136 546 RESOLUTION NO. 17- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ORDERING ABATEMENT OF PUBLIC NUISANCE PURSUANT TO PROVISIONS OF CUPERTINO MUNICIPAL CODE CHAPTER 9.08 AND RESOLUTION NO. 16-136 WHEREAS, the City Council has declared that the growth of weeds, the accumulation of garden refuse, cuttings and other combustible trash upon the private properties as described in Resolution No. 16-136 adopted December 20, 2016, to be a public nuisance; and WHEREAS, after due notice, a hearing thereon was held at the regular meeting of the City Council on February 7, 2017; and WHEREAS, from the evidence presented, both oral and written, it appears to be in the best interests of the City to acquire jurisdiction over and abate said nuisance. NOW, THEREFORE, BE IT RESOLVED: 1. That the Agricultural Commissioner is hereby ordered to abate such nuisance or cause the same to be abated by having the weeds referred to destroyed or removed by cutting, discing, chemical spraying or any other method determined by him; that all debris, whether in piles or scattered, be hauled away; 2. That the Agricultural Commissioner and his deputies, assistants, employees, contracting agents or other representatives shall have express authorization to enter upon said private properties for the purpose of causing said public nuisance to be abated; and 3. That any affected property owners shall have the right to destroy or remove such weeds or debris himself or herself or have the same destroyed or removed at his/her own expense provided that such destruction or removal shall have been completed prior to the arrival of the Agricultural Commissioner or his authorized representative to destroy or remove them by the Parcel Abatement Deadline of April 30, 2017. BE IT FURTHER RESOLVED: 547 Resolution No. 17- Page 2 1. That the Agricultural Commissioner shall keep account of abating said nuisance and embody such account in a report and assessment list to the City Council, which shall be filed with the City Clerk. 2. Said reports of costs, hearing and collection procedures involved shall be provided as stated in Chapter 9.08. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino on the 7th day of February 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: _________________________ ___________________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor City of Cupertino 548 20 1 7 WE E D A B A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y OF C U P E R T I N O Si t u s AP N IO 5 3 I PO R T A L AV CI T Y / S T A T E 21 1 r 5 21 1 2 7 21 1 3 9 21 1 5 1 21 1 6 3 21 1 7 7 10 0 4 7 20 8 0 4 1 03 5 5 10 3 3 7 t0 4 6 7 20 9 4 4 20 1 3 1 20 7 3 1 2t t 8 9 21 2 0 1 21 2 3 9 21 2 6 1 10 7 1 2 10 7 2 3 10 7 1 5 DR DR DR DR DR DR RD DR DR DR DR DR DR DR DR DR DR DR PL PL PL CA R D E N A GA R D E N A GA R D E N A GA R D E N A GA R D E N A GA R D E N A CR E S C E N T GA R D E N GA T E BE A R D O N GL E N C O E GL E N C O E FA R G O GA R D E N GA T E HA N F O R D GA R D E N A GA R D E N A GA R D E N A GA R D E N A PE B B L E PE B B L E GR A P N E L 31 6- 3 0 - 1 0 2 32 6 - 0 7 - 0 3 5 32 6 - 0 8 - 0 5 8 32 6 - 0 8 - 0 s 9 32 6 - 0 8 - 0 6 0 32 6 - 0 8 - 0 6 1 32 6 - 0 8 - 0 6 2 32 6 - 0 8 - 0 6 3 32 6 4 6 - A 2 7 32 6 - 3 0 - 0 3 8 32 6 - 3 0 - 0 6 8 32 6 - 3 0 - 0 8 3 32 6 - 3 0 - 1 06 32 6 , 3 0 - 1 1 2 32 6 - 3 3 - 0 1 I 32 6 - 3 3 - 0 2 6 32 6 - 4 0 - 0 0 2 32 6 4 0 - 0 0 3 32 6 - 4 0 - 0 0 5 32 6 - 4 3 - 0 3 6 32 6 - 4 3 - 0 4 4 32 6 - 4 3 - 4 4 5 32 6 4 3 - 0 5 4 CU P E R T I N O SA N JO S E CA M P B E L L CA M P B E L L FO S T E R C I T Y CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O LI N I O N CI T Y PA L O AL T O LO S AL T O S LO S AL T O S CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O 95014-2447 95113-2002 95008-64 l 8 95008-6418 94404-3506 95014-1617 950 l4- 130 I 95014-1617 950 l4-1 050 95014 95014-1927 95014-2909 95015 95015 95014-1905 94587 94303-3543 94024-7440 94024-5235 95014-1619 950t4-1333 950 I 4-l 333 95014-13t9 TA N G GE O R G E AN D TS A O JI . I N G V/ E I PA C I F I C GA S AN D EL E C T z u C CO BR O W N MA U R I C E F AN D MO N A T BR O W N MA U R I C E F AN D M O N A T YU YU K Y ET AL PA D T E YO G E S H V AN D PA T K A R CH A N W A L L A C E C AN D H E L E N E W CH E N AL E X T E T AL GU T H z u E GE R A L D D T R U S T E E ME H T A A P U R V A B E T AL LE E SH I H A N N AN D L I N CH I A H S T I N AN D R E W S JO Y C E H T R U S T E E DA M A S K RO B E R T T LO A N G E L I N E WA H - Y I N AN D HE N R Y KL I N G H S I O U - L I A N TR U S T E E ZH A N G Z H E N G LI N SH E N - A N CH U NH A N AN D D O A N H CH U A H T T R U S T E E NG U Y E N TR L T N G V A N D T H A N H T WI N G E T CH A R L E S M AN D HO C T . O R KE R R Y D AN D J A N I C E G SH E P P A R D PA T R I C K J AN D MA R I N A IO 5 3 I N PO R T A L AV E II I A L M A D E N B L V D I5 0 6 OB U R N CT I5 0 6 OB U R N CT 44 0 BO D E G A S T 2I I5 I GA R D E N A DR 21 3 2 6 AM U L E T DR 2I I7 7 G A R D E N A D R IO O 4 7 CR E S C E N T R D I9 I 1 1 BA R N H A R T AV E 10 3 5 5 BE A R D O N DR 20 6 4 3 CH E R Y L DR PO B O X 2 4 2 | PO BO X 29 3 5 20 7 3 1 GA R D E N G A T E D R 31 3 1 9 SA N T A EL E N A WA Y 24 4 1 CH A B O T TE R 22 3 5 1 ST A R L I N G D R 12 4 1 0 BA R L E Y HI L L RD 21 2 6 I GA R D E N A DR I0 7 I 2 PE B B L E PL I0 7 2 3 P E B B L E P L I0 7 1 5 G R A P N E L P L CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA 23 re c o r d s of 14 2 Sa n t a Cl a r a Co u n t y We e d Ab a t e m e n t Pr o g r a m Page I 54 9 20 1 7 WE E D AB A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y OF C U P E R T I N O Si t u s AP N CI T Y / S T A T E 10 7 5 l 10 7 4 4 10 7 0 1 22 6 8 1 10 5 5 1 22 6 6 1 1 08 7 5 11 0 4 r 22 7 6 5 t0 6 2 5 22 7 4 4 22 7 7 2 23 0 2 6 10 7 5 0 21 8 8 5 21 s 4 2 ST E V E N S ST E V E N S SA N T A LU C I A SA N T A LU C I A SA N JU A N SA N T A LU C I A SA N JU A N ST E V E N S ST E V E N S ST E V E N S SA N JU A N CO R D O V A AL C A L D E AL C A L D E VO S S MC CL E L L A N RA E RA E HY A N N I S P O R T RE G N A R T 34 2 - 1 2 - 0 3 A BL V 3 4 2 - 1 3 - 4 1 2 RD 34 2 - ' 1 6 - 0 6 4 RD 34 2 - 1 6 - 0 7 3 RD 34 2 - 1 7 - 0 5 6 RD 34 2 - 1 7 - A 7 9 RD 34 2 - 1 7 - 1 0 6 RD 34 2 - 1 7 - ' 1 1 0 RD 34 2 - 1 8 - 0 4 6 RD 34 2 - 1 9 - 0 0 2 RD 34 2 - 1 9 - 0 0 3 RD 34 2 - 2 2 - 4 3 1 RD 34 2 - 2 2 - 1 0 3 RD 34 2 - 4 4 - 4 2 6 RD 34 2 4 4 - A 4 7 AV 34 2 - 5 0 - 0 1 6 34 2 - 5 0 - 0 1 I 34 2 - 6 2 - 0 4 3 RD 35 6 - 0 5 - 0 0 5 LN 35 6 - 0 7 - 0 7 6 LN 35 6 - 0 7 - 0 7 7 DR 35 6 - 1 3 - 0 5 0 RD 35 6 - 2 3 - 0 4 0 PA C I F I C GA S AN D EL E C T z u C CO DE A N E AN D DE A N E IN C CH A N D R A P P A N A G A R A J U K AN D BA N G A L O R E MA N J L T N A T H S AN D BA U M PE T E R PA N D Y A DU S H Y A N T AN D HE T A L K JI A N G JO S E P H AN D EV E L Y N CO D D I N G NA T H A N I E L J AN D NA M V A R PA R V I Z I TR U S T E E VI R A Y PR O P E R T I E S LL C VI R A Y PR O P E R T I E S LL C HA S H E M I SI A M A K A N D BR E I N B E R G ST E V E N A AN D D A N N A LE T T I R E JA M E S M A N D A L I S O N M DH A M D H E R E N E E L A N D K L I N I Y O TS A I VI C K Y TS A Y - H S A I TR U S T E E & CH A M B E R L A I N J A C K T TR U S T E E LI N I O N PA C I F I C CO R P O R A T I O N PO O L FR O G IN V E S T M E N T S L L C CH A N G CH z u S E T AL CH A N G CH z u S E T AL BE R G M A N J A C Q U E L I N E LI XU E S O N G AN D TU Y I T S E N II I AL M A D E N B L V D 4O 4 O MO O R P A R K LI N I T I I6 10 7 5 1 ST E V E N S CA N Y O N RD 10 7 4 4 SA N T A LU C I A RD IO T O I SA N T A LU C I A RD 22 6 8 I SA N JU A N RD IO 5 5 I S A N T A LU C I A RD 22 6 6 I SA N JU A N RD 10 9 0 5 MI R A M O N T E RD l IO O ZA M O R A CT I IO O ZA M O R A CT 22 7 6 5 S A N JU A N RD 10 6 2 5 CO R D O V A RD 22 7 4 4 AL C A L D E RD 22 7 7 2 AL C A L D E RD 23 0 2 6 V O S S AV E 65 5 SK Y W A Y LT N I T 23 0 IO O 3 1 FO O T H I L L S BL V D 19 3 5 7 ZI N F A N D E L C T 58 0 AL B E R T A AV E 58 0 AL B E R T A AV E 21 8 8 5 HY A N N I S P O R T DR 21 5 4 2 R E G N A R T R D SA N JO S E SA N JO S E CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O MI L P I T A S MI L P I T A S CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O SA N C A R L O S RO S E V I L L E SA R A T O G A SL I N N Y V A L E SU N N Y V A L E CU P E R T I N O CU P E R T I N O CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA95113-2002 951 l7-1851 95014-3941 95014-3940 95014-3939 9s014-3932 9s014-3970 950 l4-0000 95014-3971 9s035-3421 95035-3427 95014-3934 95014-391 I 95014-3905 950 l4-0000 95014-2663 94010 95030-0000 9s070-6116 94087-0000 94087-0000 95014-4015 95014-48t9 46 re c o r d s of 14 2 Sa n t a Cl a r a Co u n t y We e d Ab a t e m e n t P r o g r a m Page 2 55 0 20 1 7 W E E D AB A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y O F C U P E R T I N O Si t u s 21 7 t0 21 9 2 5 21 9 8 7 21 9 8 9 22 0 9 0 11 4 7 5 22 0 3 2 22 4 9 0 22 3 t 0 10 4 9 0 10 5 5 0 21 7 9 s zt t J ) 20 9 s 0 10 0 4 0 20 9 4 0 20 5 9 2 20 6 1 6 20 8 4 0 20 8 5 2 tt 0 2 AP N RD 35 6 - 2 3 - 0 5 7 LN 35 6 - 2 5 - 0 1 4 LN 35 6 - 2 5 - 0 3 1 LN 35 6 - 2 5 - 0 3 2 LN 35 6 - 2 7 - 0 2 1 cr R 35 6 - 2 7 - 0 2 4 LN 35 6 - 2 7 - 0 2 5 AV 35 7 - 0 4 - 0 1 ' 1 AV 35 7 - 4 4 - 4 2 3 BL V 3 5 7 - 0 4 - 0 4 8 AV 35 7 - 0 4 - 0 7 7 AV 35 7 - 1 8 - 0 3 8 AV 35 7 - 1 9 - 0 1 9 BL V 3 5 9 - 0 7 - 0 0 6 wA 35 9 - 0 7 - 0 2 1 BL V 3 5 9 - 0 7 - 0 2 2 RD 35 9 - 1 8 - 0 1 0 RD 35 9 - 1 8 - 0 4 8 DR 35 9 - 2 0 - 0 4 2 DR 35 9 - 2 0 - 0 4 4 LN 35 9 - 3 ' 1 - 0 3 8 DR 36 2 - 0 2 - 0 4 8 DR 36 2 - 0 4 - 0 5 8 CI T Y / S T A T R RE G N A R T LI N D Y LI N D Y LI N D Y LI N D Y CA N Y O N VI E W LI N D Y PA L M PA L M FO O T H I L L MI R A V I S T A OL I V E AL C A Z A R ST E V E N S BI A N C H I ST E V E N S MC CL E L L A N MC C L E L L A N CH E R R Y L A N D CH E R R Y L A N D ST E E P L E C H A S CR A N B E R R Y CR A N B E R R Y 22 7 6 0 SA N JU A N RD 2I 9 2 5 LI N D Y LN 24 0 8 CL E M E N T ST 2I 9 8 9 LI N D Y LN 22 0 9 0 LT N D Y LN I I4 7 5 CA N Y O N V I E V / C I R 22 0 3 2 LI N D Y LN 22 4 9 0 PA L M AV E 11 4 4 BR A C E AV E 10 3 8 2 WE S T A C R E S D R 10 5 5 0 MI R A VI S T A AV E 2t 1 9 s OL T V E AV E 21 7 3 3 AL C A Z A R A V E 86 5 CO T T O N ST 20 9 4 0 ST E V E N S CR E E K BL V D 20 9 4 0 ST E V E N S C R E E K BL V D 2O 5 9 2 M C CL E L L A N RD 20 6 I 6 M C C L E L L A N RD 20 8 4 6 DL T N B A R DR 20 8 4 6 DL I N B A R D R 1 10 2 ST E E P L E C H A S E LN 1O O 3 I FO O T H I L L S BL V D 1O O 3 I FO O T H I L L S BL V D CU P E R T I N O CU P E R T I N O SA N FR A N C I S C O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O SA N JO S E CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O ME N L O P A R K CU P E R T i N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O RO S E V I L L E RO S E V I L L E AN D E R S O N CA R O L I N E E TR U S T E E & KA N T H A P P A N M O H A N AN D KA N G PI N G QI AN D L I A N G YU J U A N SL I N XI HU A A N D ZH U SH A N KA L K O CH A R L E S Z AN D ML T N O Z HO SH Y H . M E I F AN D FA H F U DE KA L P A J I T AN D MA J U M D E R CH E R U K U T H O T A CH A N D R A S E K H A R VA N BL O M M E S T E I N RO B E R T AN D GE O R G E GE O R G I E AN D GE O R G I E TU R N E R P A U L J KO D U R U S z u K A N T H K WO N G DA V I D J BA R T E L S PR O P E R T I E S E T AL LI N JA S O N C LI N JA S O N C CH A N G L A N C E C AN D ME L O D Y F HA R D E M A N M E L O D Y F ET AL CH E R R Y L A N D L L C CH E R R Y L A N D L L C RA J U KA R T H I K AN D KA R T H I K LT N I O N PA C I F I C CO R P O R A T I O N LT N I O N PA C I F I C CO R P O R A T I O N CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA9s0 I 4-3935 950 14-48 10 94t21 95014-0000 95014-4835 95014-0000 950 14-48 I I 9s014-2731 9st2s-3200 95014-2939 95014-0000 9s0r4-s914 9s014-5929 94025-5610 95014-2170 950t4-2170 95014-2955 950t4-2955 95014-1802 950 14-1 802 9s014-s817 95030-0000 95030-0000 69 re c o r d s of 14 2 Sa n t a Cl a r a C o u n t y We e d Ab a t e m e n t P r o g r a m Page 3 55 1 20 1 7 WE E D AB A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y OF CU P E R T I N O Si t u s 20 6 5 2 AP N 36 2 - 0 9 - 0 2 6 36 2 - 1 6 - 0 3 7 36 2 - 1 9- 0 3 3 AV 36 2 - 3 1 - 0 0 2 36 2 - 3 1 - 0 3 0 wA 36 6 - 0 3 - 0 5 5 wA 36 6 - 0 3 - 0 5 6 wA 36 6 - 0 3 - 0 6 2 wA 36 6 - 0 3 - 0 6 7 LN 36 6 - 0 9 - 0 5 3 DR 36 6 - 3 7 - 0 0 7 RD 36 6 - 4 6 - 0 0 4 AV 36 9 - 0 4 - 0 1 2 AV 36 9 - 1 2 - 0 1 2 DR 36 9 - 2 4 - 0 3 8 RD 36 9 - 3 7 - 0 2 2 BL V 3 7 5 - 0 7 - 0 0 1 AV 37 5 - 0 8 - 0 1 4 AV 37 5 - 0 8 - 0 5 1 AV 37 5 - 0 9 - 0 0 8 AV 37 5 - 0 9 - 0 2 0 AV 37 5 - 0 9 - 0 3 4 AV 37 5 - 0 9 - 0 3 8 CT T Y / S T A T F : , 2t ' 7 3 0 22 0 4 5 r9 9 8 2 10 3 7 5 85 5 I 18 3 0 I 18 3 s 11 8 4 1 l 18 4 5 19 1 6 0 10 3 1 1 10 3 7 7 19 0 1 4 r8 9 2 1 19 0 3 I 19 0 7 1 CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CA CL E O NO SI T U S UP L A N D UP L A N D UP L A N D UP L A N D ST A U F F E R RA I N B O W RE G N A R T Pz u C E LI N D S A Y BR E N T BO L L I N G E R ST E V E N S TA N T A U JU D Y TI L S O N BA R N H A R T BA R N H A R T BA R N H A R T RO S E V I L L E RO S E V I L L E RO S E V I L L E CU P E R T I N O PA L O AL T O CU P E R T I N O CU P E R T I N O MI L P I T A S PA L O AL T O RO S E V I L L E SA N JO S E CU P E R T I N O CU P E R T I N O CU P E R T I N O CU P E R T I N O SA N JO S E SA N JO S E SA N JO S E CU P E R T I N O CU P E R T I N O CU P E R T I N O SA N T A C L A R A CU P E R T i N O 95030-0000 95030-0000 95030-0000 950 l4-5033 94304-t323 950r4-s106 9s0 t4-5 106 95035-3427 94303-4914 95030-0000 95129-3157 95014-4979 950t4-3339 95014-4517 950144552 95120-5535 95 126-0000 95170 9s0t4-1756 95014-5408 95014-3603 95051-4259 95014-3501 TI N I O N P A C I F I C CO R P O R A T I O N LN I O N PA C I F I C CO R P O R A T I O N LI N I O N PA C IF I C CO R P O R A T I O N BU R R O W BR A D L E Y J AN D JU A N I T A S AL M A S I , AZ I T A TR U S T E E & ET AL KH O D I K A T H Y TR U S T E E VE N K A T E S H BH I M A C H A R VI R A Y PR O P E R T I E S LL C CZ I S C H JO S E P H E JR TR U S T E E & ET LT N I O N PA C I F I C CO R P O R A T I O N YA O J O N A T H O N YI A N D L I HO N G YU BI G L E R RO B E R T A AN D PL I N I T A P SH E N HS I A O M I N G TR U S T E E TL I ' I . { G CH A R L E S C DO N A H U E P A U L P ES T A T E OF & ET LA M O N I C O CH z u S T I N A B T R U S T E E ST E V E N S C R E E K L P WI J O N O MA z u K A TR U S T E E PE N G JA M E S P AN D AN N A K GA U GE O R G E AN D WU MA - L I CH A N G VI N C E N T HO N P I N G HU A N G H O N G M I N AN D KO N G ME I SH E N HS I A O - M I N A N D JO A N - S H U IO O 3 I FO O T H I L L S BL V D IO O 3 I FO O T H I L L S BL V D IO O 3 I FO O T H I L L S BL V D 20 6 5 2 C L E O AV E 96 5 LA U R E L G L E N D R I I 8 3 O UP L A N D WA Y I1 8 3 5 UP L A N D WA Y 11 O O ZA M O R A CT 40 4 7 TR A N S P O R T ST lO O 3 I FO O T H I L L S BL V D 10 2 9 WH I T E O A K DR I1 2 3 0 BU B B RD 19 9 8 2 P z u C E AV E I0 3 7 5 I- I N D S A Y AV E 85 5 BR E N T DR 66 7 2 H A M P T O N D R 14 O O PA R K M O O R AV E ST E PO BO X 70 0 6 6 5 20 6 7 4 AC A D I A CT 13 2 3 1 MO N T E B E L L O RD I8 9 2 I BA R N H A R T A V E IO 7 8 WO O D DU C K AV E I9 O 7 I B A R N H A R T AV E 92 re c o r d s ol 14 2 Sa n t a Cl a r a C o u n t y We e d Ab a t e m e n t P r o g r a m Page 4 55 2 20 1 7 W E E D AB A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y O F C U P E R T I N O Si t u s AP N AV 37 5 - 1 2 - 0 A 2 wA 37 5 - 1 2 - 0 3 0 wA 37 5 - 1 3 - 0 0 4 AV 37 5 - 1 3 - A 2 2 AV 37 5 - 1 5 - 0 2 0 LN 37 5 - 1 5 - 0 3 9 DR 37 5 - 1 6 - 0 3 1 AV 37 5 - 1 7 - 0 3 9 DR 37 5 - 1 8 - 0 1 9 DR 37 5 - 1 8 - 0 2 2 DR 37 5 - 1 8 - 0 2 3 AV 37 5 - 1 8 - 0 2 5 AV 37 5 - 1 8 - 0 3 2 AV 37 5 - 1 8 - 0 3 9 AV 37 5 - 1 8 - 0 4 2 AV 37 5 - 1 9 - 0 1 0 DR 37 5 - 1 9 - 0 2 1 DR 37 5 - 1 9 - 0 2 2 DR 37 5 - 2 2 - 4 2 6 DR 37 5 - 2 3 - 0 0 6 AV 37 5 - 2 3 - A M BL V 3 7 5 - 2 3 - 0 2 5 BL V 3 7 5 - 2 3 - 0 3 1 CI T Y / S T A T E 10 2 0 0 r8 8 1 r 18 8 9 2 18 8 2 1 I 88 2 4 10 3 3 7 10 4 1 5 r8 7 7 0 10 2 7 0 10 2 4 0 I 02 3 0 18 7 3 4 10 2 9 1 10 3 6 1 10 3 9 1 18 6 7 s l0 16 0 10 1 5 0 10 6 0 6 10 5 5 8 18 6 0 0 10 5 9 8 10 5 5 0 ST E R N AR A T A AR A T A LO R E E LO R E E ME N H A R T WT I N D E R L I C H TI L S O N CA L V E R T CA L V E R T CA L V E R T LO R E E JO H N S O N JO H N S O N JO H N S O N LO R E E CA L V E R T CA L V E R T GA S C O I G N E GA S C O I G N E BA R N H A R T ST E R L I N G ST E R L I N G MC GR A T H P A T z u C K W XU HO N G F E I CH O P R A AN E E T AN D SH I K H A WO N G PE T E R A N D WA N G E L L I E RA N G A S W A M Y GO P I KR I S H N A A N D HO z u O LE L A N D S ET AL GU P T A A N U R A G A N D RA D H I K A MA R T I N E Z z u C H A R D D AN D LE L I N G HO I SA N XI N G PE I AN D WA N G NA D I A J KO C H AL F R E D L A N D DO W N S - XI N G YU ET AL FA N H A I C H O U A N D K O N G HA I Y A N MC G R A T H P A T R I C K W LU Y I N G - W U ET AL NG JE N N Y YU Z H E N JA I N AL O K K AN D SH V E T A LI CH E S T E R LI N JO N RA N D RE N C HS I A N G C H I N G YL T N AN D LI U GO L D S I L V E z u S L A N D H O M E L L C YE FE I AN D ZH A N G Z I S H A N BI S W A S AM I T A V A AN D MO U S U M I M PO B O X 2 4 2 2 I8 8 I I AR A T A W A Y 43 8 4 4 CA M E R O N H I L L S DR 74 0 LO N D O N D E R R Y DR I0 5 8 5 FL O R A V I S T A A V E 58 7 8 MA C A D A M CT I0 4 I 5 WL T N D E R L I C H DR 18 8 3 I BA R N H A R T AV E IO 2 7 O CA L Y E R T DR 10 2 4 0 CA L V E R T DR 10 2 3 0 CA L V E R T DR 18 7 3 4 LO R E E AV E 10 2 9 I J O H N S O N AV E PO B O X 2 4 2 2 I0 6 6 SA R A T O G A AV E LI N I T 18 6 7 5 LO R E E AV E 10 1 6 0 CA L V E R T DR 61 4 6 BO L L I N G E R RD I. 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I N N Y V A L E CU P E R T i N O CU P E R T I N O CU P E R T I N O CU P E R T I N O SL I N N Y V A L E 95014-3832 94085-3449 95014-3823 95128-4442 950r4-3821 950 l4-3 105 95014-3659 9505 I 9s014-3846 95014-0000 95014 950 l4-38 I 8 l 1788 95014-2908 94309-2422 950r4-3626 95014-3626 94086-0000 95014-3610 95014-3562 95014-3515 95014-3505 94089-2032 CH E N I- I E AN D SH U I - C H A N ET AL AT T I A MA G E D A AN D BE D A I R CH E N J I N G BI A N C H I JA N E W TR U S T E E & ET AL DE S H P A N D E MA N O J A N D N E H A LA N HS U E H BA N MA N V I RA J E N D R A AN D S U M A ZE N G G A N G ET AL FA U L K N E R B A R B A R A JE A N N E E T AL SI N G A M R E D D Y K A R L I N A K A R R WA N G YI N A N YU H E N R Y WO N G YU K - C H L T N TR U S T E E WE S O L O W S K I ST E V E N M TR U S T E E MC GR A T H P A T z u C K W DE L A CR U Z SH E R W I N P L ZH I L I ET AL TT I N G DA V I D T T R U S T E E CH O DO N G CH U L A N D O K BL T N AZ A R ST E V E N N AN D M A R Y L G ZH A N G JI A N Y O N G A N D XI A O Y A N AM C H I S L A V S K Y MI K H A I L MC G R A T H P A T z u C K W 10 4 4 2 ST E R L I N G BL V D 84 2 SA N PE T R O N I O AV E 18 6 1 5 RA L Y A CT 14 5 8 DE T R A C E Y ST 18 6 4 0 ME D I C U S CT 10 3 6 0 FA R A L L O N E DR 10 5 6 0 WL I N D E R L I C H DR 52 5 5 S T E V E N S CK BL V D L| N I T IO 7 4 O GA S C O I G N E D R 22 2 2 8 HA M M O N D WA Y IO 2 7 O TU L A LN 10 7 6 0 JO H N S O N AV E 68 4 WH E E L E R RD 10 3 3 8 BO N N Y D R PO B O X 2 4 2 2 I8 8 7 0 TU G G L E AV E I8 8 3 2 TU G G L E AV E 29 0 F L O R E N C E ST 18 8 7 1 HL I N T E R WA Y I9 I 2 0 ME I G G S LN 10 7 3 2 MO R E N G O D R 10 5 6 I CU L B E R T S O N DR I I8 4 VA L E L A K E CT CA CA CA CA CA CA CA CA CA CA CA CA NY CA CA CA CA CA CA CA CA CA CA 13 8 re c o r d s of '1 4 2 Sa n t a Cl a r a Co u n t y We e d Ab a t e m e n t P r o g r a m Page 6 55 4 20 1 7 WE E D AB A T E M E N T PR O G R A M CO M M E N C E M E N T RE P O R T CI T Y OF CU P E R T I N O Si t u s 10 5 6 1 10 5 9 3 10 6 2 3 19 2 0 0 JO H A N S E N JO H A N S E N JO H A N S E N TI L S O N AP N DR 37 5 - 3 7 - 0 4 9 DR 37 5 - 3 7 - 0 5 3 DR 37 5 - 3 7 - 0 5 8 AV 37 5 - 4 0 - 0 6 1 10 5 6 I JO H A N S E N DR PO BO X 46 4 68 0 8 LE Y L A N D PA R K DR I9 2 O O TI L S O N AV E CI T Y / S T A T F : , CU P E R T I N O CU P E R T I N O SA N JO S E CU P E R T I N O DE S H P A N D E SU D H I N D R A V AN D BU R T Z L A F F JA M E S L WA N G L I E H C AN D VI R G I N I A S LE E JO H N C AN D N G U Y E N NG O C CA CA CA CA95014-3s27 95015-0464 9st20-56t6 95014-3529 14 2 re c o r d s of 14 2 Sa n t a Cl a r a C o u n t y We e d Ab a t e m e n t Pr o g r a m Page 7 55 5 (over) TRA 13 Notice to Destroy Weeds NOTICE IS HEREBY GIVEN that on November 15, 2016 pursuant to the provisions of Section 9.08 of the Cupertino Municipal Code, the City Council passed a resolution declaring that all weeds growing upon any private property or in any public street or alley, as defined in Section 9.08.010 of the Cupertino Municipal Code constitute a public nuisance, which nuisance must be abated by the destruction or removal thereof. NOTICE IS FURTHER GIVEN that property owners shall without delay, remove all such weeds from their property and the abutting half of the street in front and alleys, if any, behind such property and between the lot lines thereof as extended, or such weeds will be destroyed or removed and such nuisance abated by the County Agricultural Commissioner, in which case the cost of such destruction or removal will, including but not limited to administration costs, be assessed upon the lots and lands from which, or from the front or rear of which, such weeds shall have been destroyed or removed and such cost will constitute a lien upon such lots or lands until paid and will be collected upon the next tax roll upon which general municipal taxes are collected. All property owners having any objections to the proposed destruction or removal of such weeds are hereby notified to attend a meeting of said City to be held in the Council Chambers of City Hall, located at 10300 Torre Ave., Cupertino, California, on Tuesday, February 7, 2017 at 6:45 p.m., or as soon thereafter as the matter can be heard, when their objections will be heard and given due consideration. The language and format for this notice is required by California Health and Safety Code Sections 14891 Et. Seq. 556 (over) CITY OF CUPERTINO WEED ABATEMENT PROGRAM SCHEDULE February 7, 2017 Public hearing to consider objections to Abatement List. April 30, 2017 PARCEL ABATEMENT DEADLINE Parcel must be free from hazardous vegetation by this date or Inspector will order abatement. July/August 2017 Assessment Hearing date to be scheduled by City Council. 2017 COUNTY WEED ABATEMENT FEES Properties in the Weed Abatement Program, you will be responsible for an annual inspection fee of $60.00 per parcel. Please be advised that the property owner of any parcel found to be non-compliant on or after the March 1st deadline will be charged an inspection fee of $485.00 and the property will be scheduled for abatement by the County contractor. If you complete the abatement work before the County contractor performs the abatement, you will not incur further charges. Should the abatement work be performed by a County contractor, you will be assessed the contractor’s charges plus a County administrative fee of $434.00 per parcel. 2017 COUNTY CONTRACTOR’S WEED ABATEMENT PRICE LIST A) Disc Work** PARCEL SIZE: 1st Disc + 2nd Disc = Total Discs 0-12,500 sq.ft. $202.86 $136.00 $338.86 12,501sq.ft.- 43,560sq.ft. $235.72 $170.00 $405.72 Larger than 1 Acre $100.87 $89.53 $190.40 (PER ACRE) ** It is required that parcels be disced twice a year. The cost for the first discing is higher due to additional work normally required during the first discing. B) HANDWORK $3.38 PER 100 sqft C) FLAIL 6 Foot Mower $4.50 PER 1000 sqft MOWING 12 Foot Mower $3.50 PER 1000 sqft D) LOADER WORK $110.50 PER HOUR E) DUMP TRUCK $102.00 PER HOUR F) BRUSH WORK $3.38 PER 100 sqft G) Debris removal $38.86 PER 1000sqft G) DUMP FEE 100% Added to orders with debris removal at 100% of the dump site charge. *Please note this program does not offer herbicide application as a method of abatement. 557 County of Santa Clara Depa1iment of Agriculture and Environmental Management Weed Abatement Division 1553 Berger Drive Building 1 San Jose, CA 95112 (408) 282-3145 Fax ( 408) 286-2460 November 21, 2016 IMPORTANT NOTICE TO ABATE WEEDS Dear Property Owner: To protect your property and the surrounding area from possible fire, your jurisdiction contracts with the County of Santa Clara to operate a Weed Abatement Program. The County is providing this notice and information packet to you as part of the Program. Please read the information carefully and call us for clarification or additional information. Your jurisdiction has or will adopt a resolution declaring your property as one that may contain potential fire hazards from weeds or other debris. ln addition, your jurisdiction will be conducting a public hearing to consider an abatement order requiring you to remove any hazardous vegetation or combustible debris. The public hearing will be held on the date and at the place stated in the attached notice to destroy weeds. The public hearing provides an oppo1iunity for you to raise any objections and/or concerns to the requirement that you remove fire-hazardous vegetation and/or debris from your propetiy prior to the deadline provided in the attached abatement schedule. The Weed Abatement Program works in coordination with parcel owners if their property is habitat to protected species of plants and/or animals. If you believe your parcel includes an environmentally sensitive habitat, please check the box and explain this on the reply form to assist us in determining the best approach to weed abatement at your property. If: after the public hearing, the Weed Abatement Program is approved for your prope1iy, the County is authorized by its contract with the cities and by State law to perform an inspection of your property to determine whether the property has been cleared of hazards according to Minimum Fire Safety Standards (see enclosed brochure). Inspections will begin after the abatement deadline for your jurisdiction. This notice does not relieve you of your responsibility to complete the necessary work prior to the deadline for your jurisdiction. As a result of the parcel being included in the Weed Abatement Monitoring program you will be responsible for an annual fee of $60.00 to cover the cost of the compliance inspection. If you fail to complete the abatement work prior to the County inspection of your property, you will be responsible for an inspection fee of $485 per parcel, and your property will be scheduled for abatement by the County contractor. If you complete the abatement work before the County contractor, you will not incur further charges. Should the abatement work be completed by a County contractor, you will be assessed the contractor's charges plus a County administrative fee of $434 per parcel. The County will use the least costly method of abatement considering the physical characteristics of your property and environmental concerns. Fees are detailed in the attached price list. The total amount will be included as a special assessment on your property tax bill following confirmation of the charges by your Board of Supervisors: Mike Wasserman, Cindy Chavez, Dave Cortese, Ken Yeager, S. Joseph Simitian County Executive: Jeffrey V. Smith 558 jurisdiction. Notice of the date of that meeting will be posted at a location prescribed by your jurisdiction (typically at the Civic Center) at least three days prior to the meeting. You can avoid all costs, other than the annual fee, by completing the abatement work yourself according to Minimum Fire Safety Standards (see enclosed brochure) prior to the abatement deadline for your jurisdiction and maintaining the Minimum Fire Safety Standards for the duration of fire season, which typically runs through October. Parcels will be removed from the program after three (3) consecutive years of voluntary compliance (work completed prior to the deadline). In preparation for this program, please complete and return the enclosed Reply Form so that we are aware of your intentions regarding the maintenance of your property. If you designate in your reply that you intend to abate the weeds yourself, you are expected to complete the abatement before the deadline listed on the abatement schedule and maintain fire safe co11ditio11s for the duration of the fire season. Responding that you intend to provide maintenance yourself does not release you from this responsibility to have the maintenance completed before your deadline and repeated as necessary to maintain Minimum Fire Safe Standards. County contractors will proceed to abate hazardous vegetation as necessary after the deadline for your jurisdiction. Enclosed you will find the following information: 'Y A Reply Form specific to your property. Please complete and return promptly. 'Y A Notice to Destroy Weeds informing you of an upcoming public meeting that you must attend if you have any objections to the proposed removal of hazardous vegetation or debris from your property. 'Y A Weed Abatement Program Schedule for your city and a current County price list. 'Y A Brochure about the Santa Clara County Weed Abatement Program. Please be aware that any abatement performed by the County contractor must be in compliance with all applicable environmental protection regulations. If your property falls within an area designated as possible habitat for burrowing owls or any other protected species of bird or animal, the methods used to remove vegetation may be regulated by specific laws or local ordinances. If you are no longer the owner of the property identified by this mailing, please notify the County immediately. If you sell your property after the date of this letter, it is your responsibility to notify the new owner and to include the obligation to pay any abatement costs in your agreement of sale. Without taking this action, you will be responsible for all hazard abatement charges assessed to the property. Our goal is voluntary compliance with the Minimum Fire Safety Standards, and it is our objective to ensure that all properties remain safe from fire. If you have any questions about your property or need on-site advice to help you achieve compliance with the Minimum Fire Standards, please call the Santa Clara County Weed Abatement Program at (408) 282-3145. SQ:p~ Amy Brown, Director Consumer and Environmental Protection Agency 559 2017 Return Reply Form IMPORTANT: Please complete this form and mail back to the Weed Abatement Program no later than February 15, 2017. Thank you. WYATT DOUGLAS AND HIND 128 LOS TRANCOS CIR PORTOLA VALLEY CA 94028 Parcel Number Site Address 503-13-117 22551 MT EDEN SARATOGA WYATT DOUGLAS AND HIND TRA: Please check the box that applies for each parcel (see explanations below): A B C DOD 15-033 A I am no longer the owner of this property, and the new owner information is listed below. Please return Re.ply Form immediately. 81 intend to maintain this parcel in a mann·er consistent with the Minimum Fire Safety Standards from April 15, 2017 through the end of the fire season (typically runs through October). All parcels on the abatement list remain subject to inspection to ascertain compliance. Non- compliance by the deadline will result in an Inspection fee or the abatement of weeds by the County contractor and the resulting charges added to the property tax. C I request that the County Contractor perform weed abatement work on this parcel. Charges for this work will be added to my property tax bill. Work may commence on or about March 12th, 2017. Please provide any additional information such as new owners, presence of piping, irrigation, crops or other improvement. If your property is fenced/locked, please provide instructions on how to enter the property. If you are no longer the owner of the property identified by this mailing, please notify the County immediately. If you sell your property after December 1st ,2016, it is your responsibility to notify the new owner and to include the obligation to pay any abatement costs in your agreement of sale. Without taking this action, you will be liable for all hazard abatement charges assessed to the property. CJ Please check if you feel this parcel is environmentaly sensitive ( ) Signature Name (please print) Date Day time phone 560 Fold Here First Return Address Fold Here Second Use Staples To Secure Santa Clara County Weed Abatement Program Department of Agricultural and Environmental Management 1553 Berger Drive; Bldg. #1 San Jose, California, 95112 561 MINIMUM FIRE SAFETY STANDARDS 1. Vegetation must not exceed 6 inches in height any time after the compliance deadline. 2. Maintain grasses and weeds below 6 inches for 10 feet horizontally on both sides of all roadways, including driveways and access routes. Roads and Driveways must maintain a clearance of 10' W by 13'6" H for all vegetation 3. Clear flammable vegetation a minimum of 30 feet around any structure, occupied or not. Ornamental vegetation should be kept clear of dead material. Some conditions, such as slopes, may require up to a 100-foot clearance. 4. Parcels one acre or less shall be completely abated. Parcels over one acre up to five acres require 30-foot clearance around structures and perimeter property lines. Additional 30-foot cross fuel breaks may also be required. 5. Parcels larger than five acres require 30-foot clearance around structures and perimeter property lines in addition to 30-foot cross fuel breaks as needed to separate the remaining vegetation into sections no larger than five acres. 6. Keep property clear of accumulation of combustible debris, such as trash, wood, and dead vegetation. Stacked firewood and neatly piled yard waste is not considered to be combustible debris. 7. Keep vegetation cleared from under the eaves of houses. 8. Trim tree branches to at least 10 feet away from chimney. 9. Clear leaves, pine needles and debris from roof and gutters. Mai ..... tain minimum 30' clearance of brush and combustible vegetation around all structures . .[} ~ ",_,.; {J Dispose ""Irim overhanging trees 10' from chimney. Limb large trees around structures. .[} Trim overhanging trees 10' from chimney. Limb large trees around structures. M:aintain ~ Clear leaves, twigs and other combustible debris off r-oof. Clear -4........,,. __ combustible vegetation and debris from beneath decks. ~ {} Clear house number, in an emergency. the address should be easily seen andreadable from the street. of trash, refuse. rubbish~ td1nmings and other combustible debris bv havi:nq it hauled lo local LandFill. the grasses and weeds on your property below 6". Areas of 1 acre Fire Resistant Landscaping or more may be completely disced, fire broken or grazed with perimeters maintained. Please can for requirements for your particufar parcel. The following is a partial list of fire resistant plants that you may choose to use around your home to reduce the risk of fire. Contact your local nursery for selections appropriate to your area. All grasses, including those purportedly fire resistant, must be maintained below 6" in height. Trees: African Sumac California Pepper Shrubs: Bearberry Carmel Creeper Carolina Cherry Catalina Cherry Escallonia Hopseed Bush lemonade Berry Groundcover: Aaron's Beard Australian Daisy Candytuft Sterile Capeweed Freeway Daisy Rock rose (except Gum Variety) Fire Satetv Through Vegetation Management Santa Clara Countv Consumer and Environmental Protection Agency Weed Abatement Program 1553 Berger Drive #1 San Jose, Ca 95112 Phone ( 408) 282-3145 Fax: ( 408) 286-2460 SCC. WeedAbatement@cep.sccgov.org 562 The Santa Clara County Weed Abatement Program The Santa Clara County Department of Agriculture and Environmental Management and your city are working together to protect your community from fire. We need your help. Please read and follow the directions provided in this brochure regarding fire prevention on your property. The purpose of the Weed Abatement Program is to prevent fire hazards posed by vegetative growth and the accumulation of combustible materials. The Weed Abatement program is entirely funded from fees charged to residents. Fees will be assessed for any property in the program. This is to cover the cost of the compliance inspection for the property. Properties that fail the compliance inspection will be charged a failed inspection fee, even if the resident completes the weed abatement. If the property requires abatement by the County contractor, the property owner will be responsible for the actual cost of abatement plus an administrative fee. Properties that meet and maintain the minimum fire safety standards will not be charged other than the annual fee. Program staff annually inspect parcels at the beginning of the fire season, which is typically in March or April depending on your jurisdiction. If the parcel is not in compliance at the time of inspection, the property owner will be charged a failed inspection fee, and the owner will be sent a courtesy notice as a reminder to abate the weeds. If the weeds are not abated by the property owner, the work will be completed by the County contractor. The property owner will pay the contractor's fees plus a County administrative fee. All fees will be included in your property tax bill. our Goal Is Voluntarv compliance Property Owner's Responsibli/ities • Do not allow a fire hazard to exist on your property. The Minimum Fire Safety Standards (MFSS) in this brochure give you guidelines to follow in order to maintain your property and protect against a fire hazard. Please contact our office if you need guidance or have any questions regarding the requirements! • Make arrangements to have your property maintained throughout the year. Contractors can be found in the yellow pages. You may choose to have the County contractor maintain your property. A current price list is included in your packet • Please complete and return the Reply Form provided in your mailing packet by the date on the form. Indicate your preference regarding performance of weed abatement services. Program Staff Responsibilities • Weed Abatement Inspectors will perform periodic inspections on all parcels included in the Santa Clara County Weed Abatement Program. Properties that fail the compliance inspection will be charged a failed inspection fee, even if the resident completes the weed abatement. • Inspectors will order the County contractor to perform all necessary abatement work on any parcel where the MFSS are not met. An attempt will be made to give the owner a courtesy notice prior to releasing the work order. • The County contractor uses several methods of abatement including discing and handwork. The property owner is free to select whatever method they choose, provided the MFSS of all federal, state and local laws are met. • The Weed Abatement Program will place inspection costs and the charges for County contractor services plus a County administrative fee on the property owner's tax bill during the next fiscal year. Burrowing Owls These small owls nest in abandoned ground squirrel burrows. Discing collapses the burrows and kills the young. These owls are listed as a state Species of Special Concern and are protected by the federal Migratory Bird Treaty Act. If you suspect burrowing owls on your property you must use another form of weed abatement such as mowing or weed- eating. If you request the County perform abatement services, please notify program staff or your City if burrowing owls are known to exist on vour orooertv. Frequently Asked Questions Q. Why have I received an Abatement Notice? A. Typically, a property is placed on the program if a Weed Abatement Inspector identified a potential fire hazard on the property. Fire Departments and other agencies also submit complaints to the Weed Abatement Program. Q. What is required of me now that I am in the Program? A. All property owners are required to maintain their property free of fire hazards throughout the year. Q. The grasses planted on my property are fire resistant. Are they exempt from the Weed Abatement program? A. No. Even grasses that possess some fire resistant qualities are not fire proof, and they can add fuel to any site that is subject to a fire. Additionally, fire resistant grasses are rarely found in a pure, homogenous stand but rather are usually found to occur mixed with other common introduced annual grasses that are highly flammable and hazardous in a fire event. Finally, many grasses occur in Santa Clara County and species identification is difficult in the field, especially after the spring when the reproductive portions required for identification have dried and dispersed. Weed Abatement Inspectors can only focus on the presence of grasses and weeds on your property and the Minimum Fire Safety Standards, and not on grass species identification. Therefore, all grasses are required to be below 6 inches in height. Q. What is the SC County Weed Abatement Program? A. This is a monitoring program and our primary objective is voluntary compliance. See the first two paragraphs of this brochure for further soecifics. More FAQ: Q. How Jong will I be on the Program? A. Your property will remain on the Program for three years. If no hazards are found during that time, your property may be removed from the program. Q. How much will this cost me? A. There will be an annual fee to cover the cost of the compliance inspection. If the parcel does not meet the MFSS when it is first inspected in the spring, or if work is required by· the County contractor, you will be charged additional fees. Our goal is to ensure that the MFSS are met at the lowest possible cost to the property owner. Q. How will I be billed? A. Any charges for the inspection and any abatement work performed will appear as a special assessment on your next property tax bill. Q. Why have you performed work on my property while the vegetation is still green? A. Grass, weeds or piles of combustible debris have been declared a public nuisance by your jurisdiction. Abating fire hazards in the spring minimizes the volume of combustible material before the hazards increase and dries out completely during the peak fire season. Q. Will you notify me prior to beginning abatement work? A. Property owners are responsible for preventing fire hazards on their property. If the MFSS have been met, but further work is necessary, you will receive notice prior to the County contractor performing the work. If the MFSS have not been met, an attempt will be made to give the owner a courtesy notice prior to initial abatement. Q. Where can I find someone to provide abatement services? A. Weed Abatement contractors can be found in the Yellow Pages under "Weed Control Services" or "Discing Services". You may have the County contractor perform the necessary work; see your mailing packet for a current price list as administrative costs are charged. Q. How can I get additional information or assistance regarding the specific requirements for my property? A. Weed Abatement Inspectors are available to assist you and answer your questions. Please call our Customer Service line at (408) 282-3145 to schedule a consultation with program staff or to obtain additional information. Q. I have Grazing Animals do I need to perform abatement? A. Grazing animals do not absolve you of your responsibilities to provide a fire safe condition on your property. You will need to check with our office to determine if grazing is adequate or if additional work is reauired. 563 RESOLUTION NO. 16-136 A RESOLUTION OF THE CUPERTINO CITY COUNCIL RESCINDING RESOLUTION NO. 16-125 AND ADOPTING AN AMENDED RESOLUTION DECLARING WEEDS ON CERTAIN DESCRIBED PROPERTY TO BE A PUBLIC NUISANCE TO MOVE THE HEARING FOR OBJECTIONS TO PROPOSED REMOVAL TO FEBRUARY 7 WHEREAS, weeds are growing in the City of Cupertino upon certain streets, sidewalks, highways, roads and private property; and WHEREAS, said weeds may attain such growth as to become a fire menace or which are otherwise noxious or dangerous; and WHEREAS, said weeds constitute a public nuisance; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Cupertino as follows: 1. That said weeds do now constitute a public nuisance; 2. That said nuisance exists upon all of the streets, sidewalks, highways, roads and private property more particularly described by common names or by reference to the tract, block, lot, code area, and parcel number on the report prepared by the Agricultural Commissioner and attached hereto; 3. That the 7th day of February, 2017, at the hour of 6:45 p.m., or as soon thereafter as the matter can be heard, in the Council Chamber in the Community Hall, City of Cupertino, is hereby set as the time and place where all property owners having any objections to the proposed removal of such weeds may be heard; 4. That the Agricultural Commissioner is hereby designated and ordered as the person to cause notice of the adoption of this resolution to be given in the manner and form provided in Sections 9.08.040 of the Cupertino Municipal Code. 564 Resolution No. 16-136 Page 2 PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 20th day of December, 2016, by the following vote: Vote Members of the City Council AYES: Vaidhyanathan, Chang, Scharf, Sinks NOES: None ABSENT: Paul ABSTAIN: None ATTEST: APPROVED: /s/ Grace Schmidt /s/ Savita Vaidhyanathan _________________________ ___________________________ Grace Schmidt, City Clerk Savita Vaidhyanathan, Mayor, City of Cupertino 565 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-2176 Name: Status:Type:Ordinances and Action Items Agenda Ready File created:In control:11/15/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: An Ordinance of the City Council of the City of Cupertino Amending Title 11 Chapter 11.08 Sections 11.08.160 and 11.08.180 of the Cupertino Municipal Code Regarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths Sponsors: Indexes: Code sections: Attachments:Staff Report A - Redlined Ch 11.08.160_180-Rev B - Draft Ordinance Action ByDate Action ResultVer. City Council2/7/20171 Subject:AnOrdinanceoftheCityCounciloftheCityofCupertinoAmendingTitle11 Chapter11.08Sections11.08.160and11.08.180oftheCupertinoMunicipalCodeRegarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths ConductfirstreadingofOrdinanceNo.17-2161,AnOrdinanceoftheCityCounciloftheCity ofCupertinoAmendingTitle11Chapter11.08Sections11.08.160and11.08.180ofthe CupertinoMunicipalCodeRegardingRestrictionsonRidingBicyclesonSidewalksand Pedestrian Paths CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™566 PUBLIC WORKS DEPARTMENT CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3354 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject An Ordinance of the City Council of the City of Cupertino Amending Title 11 Chapter 11.08 Sections 11.08.160 and 11.08.180 of the Cupertino Municipal Code Regarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths Recommended Action Conduct first reading of Ordinance No. 17-XXXX, An Ordinance of the City Council of the City of Cupertino Amending Title 11 Chapter 11.08 Sections 11.08.160 and 11.08.180 of the Cupertino Municipal Code Regarding Restrictions on Riding Bicycles on Sidewalks and Pedestrian Paths Discussion Section 11.08 of the Cupertino Municipal Code currently restricts bicycling on sidewalks to children under the age of ten. The Bicycle Pedestrian Commission, along with members of the community, have recently expressed safety concerns about children ages ten through 12 being legally required to ride in the roadway, especially along busy school routes that cannot accommodate bike lanes such as Rainbow Drive, Garden Gate Avenue, and others. In order to enhance safety, encourage bicycling and provide options for pre-teen children, staff is recommending that the maximum age for bicycling on sidewalks be raised to the age of 12, and additionally that adults who are accompanying these children be allowed to ride on the sidewalk as well. Staff also recommends removing obsolete language that allowed riding on the sidewalk along Pacifica Drive between Whitney Way and Torre Avenue, and clarifying language to allow bicycling on any (off- street) pedestrian path within the City unless specifically posted as prohibited. The Bicycle Pedestrian Commission recommended that City Council adopt the attached Ordinance at their November 16, 2016 meeting. Sustainability Impact There is no sustainability impact. 567 Fiscal Impact There is no fiscal impact. _____________________________________ Prepared by: David Stillman, Senior Civil Engineer Reviewed by: Timm Borden, Director of Public Works Approved for Submission by: David Brandt, City Manager Attachments: Exhibit A – Redlined Municipal Code Sections 11.08.160 and 11.08.180 Exhibit B – Draft Ordinance 17-XXXX 568 Cupertino, CA Municipal Code 11.08.160 Riding–On Pedestrian Facilities. No person shall ride, use or operate a bicycle in any pedestrian crosswalk within the City. No person shall ride, use or operate a bicycle on any sidewalk or pedestrian path within the City except on Pacifica Drive between Whitney Way and Torre Avenue, and as specifically permitted in this chapter. (Ord. 1649, 1994; Ord. 1560, 1991; Ord. 1420, (part), 1987) No person shall ride, use or operate a bicycle on any sidewalk within the City except as specifically permitted in this chapter. 11.08.180 Exemptions. Children under the age of ten years shall be exempt from the provisions of Section 11.08.160; provided, that the exemption shall not apply to any child under the age of ten years who fails to exercise, or is incapable of exercising, due care for the rights and safety of all others using any sidewalk or pedestrian path; and provided further, that in any event the exemption shall not apply to the operation of bicycles on any sidewalk or pedestrian path in front of any business or commercial establishment. (Ord. 1420, (part), 1987) The prohibition in Section 11.08.160 against riding, using, or operating a bicycle on a sidewalk shall not apply to: A. A child age twelve years and under; and B. An adult accompanying a child age twelve years and under who is also riding, using, or operating a bicycle. C.Any person riding, using or operating a bicycle on a pedestrian path, unless specifically posted as prohibited. 569 Draft Ordinance No. 17-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AMENDING TITLE 11 CHAPTER 11.08 SECTIONS 11.08.160 AND 11.08.180 REGARDING RESTRICTIONS ON RIDING BICYCLES ON SIDEWALKS AND PEDESTRIAN PATHS WHEREAS, this Ordinance is determined to be not a project under the requirements of the California Quality Act of 1970, together with related State CEQA Guidelines (collectively, “CEQA”) in that proposed Ordinance is not a project within the meaning of section 15378 of the California Environmental Quality Act (“CEQA”) Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that this Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment. WHEREAS, the City Council is the decision-making body for this Ordinance; and WHEREAS, the City Council before taking action on this Ordinance has reviewed the not a project determination and exemption, and, using its independent judgment, determines the Ordinance to be not a project or exempt from CEQA as stated above; NOW, THEREFORE, THE CITY COUNCIL OF THE OF CITY OF CUPERTINO DOES ORDAIN AS FOLLOWS: SECTION 1. Section 11.08.160 of Chapter 11.08 of Title 11 of the Cupertino Municipal Code is hereby amended to read as follows: 11.08.160 Riding On Pedestrian Facilities. No person shall ride, use or operate a bicycle on any sidewalk within the City except as specifically permitted in this chapter. 570 SECTION 2: Section 11.08.180 of Chapter 11.08 of Title 11 of the Cupertino Municipal Code is hereby amended to read as follows: 11.08.180 Exemptions. The prohibition in Section 11.08.160 against riding, using, or operating a bicycle on a sidewalk shall not apply to: A. A child age twelve years and under; and B. An adult accompanying a child age twelve years and under who is also riding, using, or operating a bicycle. C. Any person riding, using or operating a bicycle on a pedestrian path, unless specifically posted as prohibited. SECTION 3: Severability. Should any provision of this Ordinance, or its application to any person or circumstance, be determined by a court of competent jurisdiction to be unlawful, unenforceable or otherwise void, that determination shall have no effect on any other provision of this Ordinance or the application of this Ordinance to any other person or circumstance and, to that end, the provisions hereof are severable. SECTION 4: Effective Date. This Ordinance shall take effect thirty days after adoption as provided by Government Code Section 36937. SECTION 5: Certification. The City Clerk shall certify to the passage and adoption of this Ordinance and shall give notice of its adoption as required by law. Pursuant to Government Code Section 36933, a summary of this Ordinance may be published and posted in lieu of publication and posting of the entire text. SECTION 6: Continuity. To the extent the provisions of this Ordinance are substantially the same as previous provisions of the Cupertino Municipal Code, these provisions shall be 571 construed as continuations of those provisions and not as amendments of the earlier provisions. INTRODUCED at a regular meeting of the Cupertino City Council the ____ day of ___________ 2017 and ENACTED at a regular meeting of the Cupertino City Council on this ____ of __________ 2017 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: APPROVED: City Clerk Mayor of the City of Cupertino 572 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:117-2278 Name: Status:Type:Ordinances and Action Items Agenda Ready File created:In control:1/17/2017 City Council On agenda:Final action:2/7/2017 Title:Subject: Fee waiver request by Pacific Coast Farmers Market Association (PCFMA) for costs incurred related to a Special Event Permit for a farmer’s market at the Creekside Park north parking lot on Friday mornings for the 2017 calendar year Sponsors: Indexes: Code sections: Attachments:Staff Report A - Draft Resolution B - Letter from Pacific Coast Farmers Market Association Action ByDate Action ResultVer. City Council2/7/20171 Subject:FeewaiverrequestbyPacificCoastFarmersMarketAssociation(PCFMA)forcosts incurredrelatedtoaSpecialEventPermitforafarmer’smarketattheCreeksideParknorth parking lot on Friday mornings for the 2017 calendar year StaffrecommendsadoptionofResolutionNo.17-018“AresolutionoftheCityCouncilofthe CityofCupertinowaivingcostsincurredrelatedtotheuseoftheCreeksideParknorthparking lotbythePacificCoastFarmer’sMarketAssociationeveryFridaymorningforthe2017 calendar year" CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™573 OFFICE OF THE CITY MANAGER CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3212 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject Fee waiver request by Pacific Coast Farmers Market Association (PCFMA) for costs incurred related to a Special Event Permit for a farmer’s market at the Creekside Park north parking lot on Friday mornings for the 2017 calendar year. Recommended Action Staff recommends adoption of the Draft Resolution “A resolution of the City Council of the City of Cupertino waiving costs incurred related to the use of the Creekside Park north parking lot by the Pacific Coast Farmer’s Market Association every Friday morning for the 2017 calendar year.” Description The PCFMA is requesting use of Creekside Park parking lot to hold a farmer ’s market open to the Cupertino community. Discussion The City has hosted two popular farmer’s markets serving the community. These include the farmer’s market at the Oaks Shopping Center, organized by the West Coast Farmer’s Market Association, and the Vallco farmer’s market at the Vallco Shopping Mall, organized by the Pacific Coast Farmer’s Market Association (PCFMA). The PCFMA is proposing to relocate the Friday farmer’s market to the Creekside Park parking lot location as a convenient and alternative location for the Vallco farmer’s market since that site is no longer available as a venue. The PCFMA is a tax-exempt 501(c)5 non-profit organization. Pursuant to the City of Cupertino’s facility use policy, a non-profit organization providing a service to the community may receive a waiver of fees with Council approval. The Department of Recreation and Community Services will review the proposed operations of the event prior to issuance of a Special Events Permit for use of the site. 574 The event is proposed to be held every Friday from 7 a.m. to 2 p.m. in the north parking lot at the Park, with the market open to the public generally between 9 a.m. and 1 p.m. The event organizers plan to enter into a parking arrangement with the adjacent church (First Baptist Church) to ensure adequate parking is available for this event. The permit will include performance measures and conditions such as set-up/clean-up and outdoor cooking requirements, so that there are no operational issues related to the event. It is anticipated that the permit will be issued for one year at a time for the event. This will allow the City an opportunity to review PCFMA’s activities annually and make any necessary adjustments to the permit, if PFCMA shows interest in continuing the event at this location. Sustainability Impact Continuing the Friday farmer’s market will greatly benefit the community by providing access to fresh and locally sourced produce and food items. This would also potentially help reduce the City’s greenhouse gas emissions and carbon footprint. Fiscal Impact Staff estimates an approximate $5,200 negative impact to the City’s General Fund, which includes the cost of an on-site City staff member during the events for the 2017 calendar year. Currently, there are enough funds in the Department of Recreation and Community Services budget for the current fiscal year to absorb this cost. Prepared by: Angela Tsui, Economic Development Manager Approved for Submission by: David Brandt, City Manager Attachments: A – Draft Resolution B – Letter from Pacific Coast Farmers Market Association 575 RESOLUTION NO. 17- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO ADOPTING THE FEE WAIVER REQUEST BY THE PACIFIC COAST FARMERS MARKET ASSOCIATION TO HOLD A FRIDAY FARMER’S MARKET AT CREEKSIDE PARK PARKING LOT WHEREAS, the PCFMA had been operating its Friday’s Farmer’s Market at Vallco Shopping Mall for many years; and WHEREAS, the Vallco Shopping Mall was no longer an available venue as of December 31, 2016; and WHEREAS, continuing the Friday Farmer’s Market provides access to fresh and locally sourced produce and food items, which encourages a healthy lifestyle; and WHEREAS, the Farmer’s Market would also potentially help reduce the City’s greenhouse gas emissions and carbon footprint; and WHEREAS, relocating the Friday Farmer’s Market from Vallco Shopping Mall to a convenient location in close proximity does not significantly alter travel for vendors and shoppers; WHEREAS, adoption of this Resolution is exempt from the California Environmental Quality Act because adoption of a fee waiver is a fiscal activity which is not a project that will result in physical changes in the environment, either directly or indirectly. (CEQA Guidelines Section 15378(b)(4), (5)). NOW, THEREFORE, BE IT RESOLVED: Section 1. That after careful consideration of the facts, exhibits, staff report, and other evidence submitted in this matter, the City Council does find as follows: 1. The foregoing recitals are true and correct and incorporated into this resolution by this reference. 2. The PCFMA Friday Farmer’s Market provides access to fresh and locally sourced produce and food, which encourages a healthy lifestyle. 576 Draft Resolution No. 17-XXX Pacific Coast Farmers Market Association Fee Waiver February 7, 2017 Section 2. The City Council does hereby waive the fees and costs for the PCFMA to hold a Friday Farmer’s Market at Creekside Park parking lot located on Miller Avenue for the calendar year 2017. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 7th day of February 2017, by the following vote: Vote Members of the City Council AYES: NOES: ABSTAIN: ABSENT: ATTEST: APPROVED: Grace Schmidt Savita Vaidhyanathan, Mayor City Clerk City of Cupertino 577 Esteemed Mayor and City Council members. For over 14 years, the Pacific Coast Farmers’ Market Association, a 501(c)5 non-profit organization, has been serving the Cupertino community by organizing the farmers’ market at the Vallco Shopping Center. After two years of incessant searching for a potential new home for the market, we have identified a site that we feel will be beneficial to both the farmers and the Cupertino community. Creekside Park would be most conducive to providing Cupertino residents with access to fresh fruits and vegetables while helping PCFMA continue to fulfill our mission of empowering California farmers to be enormously successful in Bay Area communities. The parking lot of Creekside Park on Miller Avenue would be just far enough away from the surrounding houses so any noise generated from the market would not disturb local residents. Additionally, our new partnership with the First Baptist Church of Cupertino would allow for us to provide extra parking for our customers and minimize the impact of farmers’ market customers parking in the neighborhood. We at Pacific Coast Farmers’ Market Association ask for the Council to consider waiving the facility use fee of the Creekside Park parking lot on Miller Avenue on Friday mornings from 7am to 3pm for the set-up and operation of the farmers’ market so we can continue to serve the Cupertino community moving forward in 2017. We are excited to continue to provide a gathering space for the Cupertino community to purchase their fresh fruits, vegetables, dairy products, directly from the growers and look forward to expanding our level of service to the community. Thank you for your consideration. Jorge Vega Regional Manager 578 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-2177 Name: Status:Type:Reports by Council and Staff Agenda Ready File created:In control:11/15/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Update on Status of I-280/Wolfe Road Interchange Improvements Project Sponsors: Indexes: Code sections: Attachments:Staff Report A - Partial Cloverleaf - Widen or Replace B - Compact Diamond Interchange C - Diverging Diamond Interchange D - Double Roundabout Interchange Action ByDate Action ResultVer. City Council2/7/20171 Subject: Update on Status of I-280/Wolfe Road Interchange Improvements Project Receive update on status of I-280/Wolfe Road Interchange Improvements Project CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™579 PUBLIC WORKS DEPARTMENT CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3354 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject Update on Status of I-280/Wolfe Road Interchange Improvements Project Recommended Action Receive update on status of I-280/Wolfe Road Interchange Improvements Project Background HMH was retained by Santa Clara Valley Transportation Authority (VTA), in partnership with the City of Cupertino (City), to complete a Project Alternative Analysis and preliminary engineering work, through a Project Initiation Document (PID), of possible concepts to relieve projected traffic congestion and improve bicycle and pedestrian connectivity at the I-280 / Wolfe Road Interchange. The I-280 / Wolfe Road Interchange serves as a major access point to the City. Immediately adjacent to several large developments, most notably Apple Campus 2, vehicular, transit, bicycle and pedestrian volumes are expected to increase significantly before the project design horizon of 2040. The goals of VTA and the City, as partners on the I-280 / Wolfe Road Interchange Improvements Project (Project), are to investigate alternatives and initiate project development for a cost effective solution to improve traffic efficiency and safely accommodate bicycles and pedestrians while efficiently using existing right-of-way. The existing interchange is outdated for the highly intensified land uses in the vicinity of the Project. The Wolfe Road Interchange Project offers an opportunity to develop a landmark facility that complements the land uses on either side of the I-280 freeway, improves access and circulation for the intense mix of residents and workers expected in the area, and will create a model multimodal facility, accommodating autos, transit, bikes and pedestrians with landscape and architectural design features that enhance the experience for all users. The Final Project Study Report/PID (PSR/PID) is scheduled to be completed and submitted to Caltrans in March, 2017. VTA and the City are currently in discussions to extend their Cooperative Agreement and contract with HMH to continue the Project into the environmental phase through completion of a Project Approval/Environmental 580 Document (PA/ED), followed by completion of Plans, Specifications and Estimates (PS&E). Assuming that there is no break in funding availability and no local challenges, the estimated project timeline would be:  PA/ED: Begin May 2017, complete early 2019  PS&E: Begin late 2018, complete early 2020  Construction: Begin Spring 2020, complete Spring 2022 Discussion The team identified the following alternative configurations to be evaluated in the PID , in addition to the no-build alternative:  Partial Cloverleaf – Widen or Replace  Compact Diamond Interchange  Diverging Diamond Interchange  Double Roundabout Interchange Only the Partial Cloverleaf was evaluated for potential widening or replacement in order to conserve Project budget; however, the pros and cons of widening versus replacement would apply equally to all considered alternatives. Key aspects of the purpose of the Project include:  Provide improved efficiency for traffic operations  Provide improved bicycle and pedestrian accommodations  Implement the latest “Complete Streets” guidance  Promote the use of transit  Optimize use of existing right-of-way  Complement the land use of the surrounding area  Deliver a cost-effective project The following evaluation criteria was identified to assess an alternative ’s ability to meet the above goals and objectives of the project:  Promotion of Multiple Transportation Modes  Traffic Operations  Complements the Surrounding Land Use  Environmental Considerations  Use of Existing Right of Way  Estimated Project Cost 581 Based on an evaluation of all configurations against the above criteria, the PID will identify three primary design alternatives to be carried forward into the PA/ED phase for further evaluation. These alternatives are:  Partial Cloverleaf – Widen or Replace  Compact Diamond Interchange  Diverging Diamond Interchange Sustainability Impact There is no sustainability impact. Fiscal Impact Funding for the PSR phase of the project ($1.2 million) was provided by the City wholly through contributions from Apple ($1.0 million) and the Irvine Company ($200,000). It is anticipated that funding for the next (PA/ED) phase of the project will come primarily from Measure B sales tax funding, with some funding coming potentially from private development contributions including $500,000 already committed by the Hyatt House Hotel. Staff will return to Council with an update once specific funding amounts and sources for the next phase are identified. _____________________________________ Prepared by: David Stillman, Senior Civil Engineer Reviewed by: Timm Borden, Director of Public Works Approved for Submission by: David Brandt, City Manager Attachments: A - Partial Cloverleaf – Widen or Replace B - Compact Diamond Interchange C - Diverging Diamond Interchange D - Double Roundabout Interchange 582 583 584 585 586 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-2196 Name: Status:Type:Reports by Council and Staff Agenda Ready File created:In control:11/21/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Update on Status of 2016 Cupertino Bicycle Transportation Plan Implementation Sponsors: Indexes: Code sections: Attachments:Staff Report A - Map of Area and Bikeway Locations B - Stevens Creek Blvd Bikeway Concept and Buffer Treatment Options C - Intersection and Signalization D - Bus Stop and Driveway Treatments E - McClellan Road Concepts and Buffer Treatment Options Action ByDate Action ResultVer. City Council2/7/20171 Subject: Update on Status of 2016 Cupertino Bicycle Transportation Plan Implementation Receive update on status of 2016 Cupertino Bicycle Transportation Plan Implementation CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™587 PUBLIC WORKS DEPARTMENT CITY HALL 10 10300 TORRE AVENUE • CUPERTINO, CA 95014-3255 TELEPHONE: (408) 777-3354 www.cupertino.org CITY COUNCIL STAFF REPORT Meeting: February 7, 2017 Subject Update on Status of 2016 Cupertino Bicycle Transportation Plan Implementation Recommended Action Receive update on status of 2016 Cupertino Bicycle Transportation Plan Implementation Background The 2016 Cupertino Bicycle Transportation Plan was adopted by the City Council in May, 2016. Included in the Plan is a list of proposed bikeway projects, ranked in priority order and separated into three Tiers, with Tier 1 being the highest priority projects. Council has approved $2 million for implementation of these projects for the 2016/17 fiscal year. Ranked #1 on the priority project list was the installation of Class IV bike lanes along the entire length of Stevens Creek Blvd. Bike lanes are classified as Class IV when there is a physical buffer, as opposed to just a striped buffer, separating the bike lane from the vehicle lanes. Installation of Class IV bike lanes along McClellan Road, between Byrne Ave and De Anza Blvd, was ranked #2. When City Council adopted the Bike Plan, staff was directed to evaluate and complete both the Stevens Creek Blvd and McClellan Road Class IV bike lane projects in parallel, i.e., ensure that an east-west route across Cupertino along McClellan Road for less-experienced bicyclists was available, who may not be comfortable riding along Stevens Creek Blvd even with the Class IV improvements. Because McClellan Road does not continue east of De Anza Blvd, a neighborhood network of streets would be chosen to continue a bike route or bicycle boulevard between De Anza Blvd and the eastern city limit, more or less parallel to Stevens Creek Blvd. This network would be consistent with proposed bike routes or bicycle boulevards identified in the Bike Plan within Tier 1. These alignments are shown in Exhibit A. In response to direction provided by City Council, staff hired Toole Design Group to develop alternatives and conceptual designs for Class IV bike lanes along Stevens Creek Blvd and McClellan Road, and for a network of east-west bike routes and bike 588 boulevards south of Stevens Creek Blvd connecting McClellan Road to the eastern city limit. Discussion Stevens Creek Blvd The proposed Class IV bike lane along Stevens Creek Blvd (Exhibit B) would consist of a raised concrete buffer approximately two-feet wide separating the bike lane from the adjacent vehicle lanes. This buffer could be cast-in-place or pre-cast concrete, and would likely include appropriately-spaced vertical elements to highlight the buffer. Breaks in the buffer would be provided at all driveways, and additional striping provided within the bike lane at all driveway crossings to highlight the potential conflicts for both bicyclists and vehicles (Exhibit D). A notable feature of the Class IV proposal relates to the bike lane treatment at signalized intersections (Exhibit C). In order to minimize conflicts between right- turning vehicles and bicyclists, at locations where there is a heavy volume of right- turning vehicles a separate bicycle signal phase and dedicated vehicle right-turn lane is recommended, that would require right-turning vehicles to stop while bicyclists are given a green light to proceed. The number of through lanes would be reduced to two. Because this special traffic signal phasing would be implemented only at intersections where right-turning volumes are heavy, there would be minimal impacts to vehicle level of service resulting from the reduction in through lanes, while bicyclist safety would be greatly enhanced. The physical buffer between the bike lane and vehicle lanes would also require special treatment at bus stops (Exhibit D) to accommodate bus movements and passenger boarding. Staff is currently in discussions with VTA regarding these treatments and will develop designs that take into account the needs of VTA as well as providing the necessary level or protection for bicyclists. McClellan Road Due to the high density of residential driveways, constrained right-of-way and school- related traffic, implementation of Class IV bike lanes along McClellan is more challenging than along Stevens Creek Blvd, especially between Bubb Road and Byrne Ave (Exhibit E). Two concepts have been provided for protected lanes along this segment: one-way protected bike lanes on each side of the street (Concept 1, Exhibit E), and a separated two-way bike facility on the north side of the street (Concept 2, Exhibit E). A separated two-way facility on the south side of the street is also equally feasible. 589 All of these options will require acquiring right-of-way or easements from some property owners on the north side of the street, an effort which is currently underway by staff. Pros and cons of these proposals are as follows: Pros Cons Two one-way facilities (Concept 1) Maintains existing bike lane placement Less room for bicyclists to pass Two-way north side facility (Concept 2) Potential conflicts at residential driveways are relatively infrequent Multiple residential driveways Challenging access to and from schools on south side Two-way south side facility Direct access to schools Driveway conflicts only during school times School driveways very busy at certain times Between Stelling Road and De Anza Blvd, two one-way protected bike lanes are recommended, with the necessary removal of on-street parking. East of De Anza Blvd, where protected bike lanes aren’t feasible due to the residential n ature of the streets, traffic calming features will be developed and presented to the neighborhoods which would encourage bicycling and calm vehicle speeds. These “bike boulevard” treatments would complete the east-west cross-city connection of the McClellan bikeway. A public workshop was held on January 25 in order to introduce the concepts and solicit feedback from the public. Overall support for all concepts was received from the public, with most comments restricted to design details that have yet to be completely worked out due to the preliminary nature of the concepts provided to date. Sustainability Impact There is no sustainability impact. Fiscal Impact City Council approved $2 million in funding for the implementation of the 2016 Bicycle Transportation Plan for FY 2016-17. Approximately $170,000 of this has been encumbered for the current Agreement with Toole Design Group for development of the Stevens Creek Blvd and McClellan Road conceptual designs. Once the conceptual 590 designs have been accepted by staff, staff will proceed with development of engineering design, cost estimating and construction of the improvements. This work will be funded using the $2 million allocated by Council. _____________________________________ Prepared by: David Stillman, Senior Civil Engineer Reviewed by: Timm Borden, Director of Public Works Approved for Submission by: David Brandt, City Manager Attachments: A – Map of Area and Bikeway Locations B – Stevens Creek Blvd Bikeway Concept and Buffer Treatment Options C – Intersection and Signalization D – Bus Stop and Driveway Treatments E – McClellan Road Concepts and Buffer Treatment Options 591 MCCLELLAN ST EVENS ST EVENS CANYON CANYON BL A N E Y BU B B ST E L L I N G TA N T A U MI L L E R FOOTHILL I 2 8 0 W E S T V A L L E Y L A W R E N C E DE A N Z A STEVENS CREEK WO L F E Civic Center Plaza Creekside Park Blackberry Farm Park Memorial Park McClellan Ranch Preserve Stevens Creek Blvd & McClellan Rd Class IV Bikeway Design Map of Area and Bikeway Locations CLASS IV BIKEWAY AREA FOR FURTHER STUDY HOW DID WE CHOOSE THESE CORRIDORS? The Class IV Protected Bikeway corridors were prioritized through the 2016 Bicycle Transportation Plan (BTP). Stevens Creek Boulevard and McClellan Road were both ranked Tier 1 projects and had the highest overall score. WHAT IS A CLASS IV BIKEWAY? A Class IV bikeway is an exclusive facilty for bicyclists that is located within or directly adjacent to the roadway and is physically separated from motor vehicle traffic with a vertical element. WHAT ARE THE NEXT STEPS? After receiving feedback from the public and regional stakeholders, we will move forward with a conceptual design, taking into account the comments and questions we gather from stakeholders. 592 St e v e n s C r e e k B l v d & M c C l e l l a n R d C l a s s I V B i k e w a y D e s i g n St e v e n s C r e e k B l v d / / E x i s t i n g C o n d i t i o n s St e v e n s C r e e k B l v d / / Concept 1 St e v e n s C r e e k B l v d / / Bu f f e r T r e a t m e n t O p t i o n s 4. R a i s e d M e d i a n 6. Concrete Barrier 1. P r e c a s t S u r f a c e M o u n t e d C u r b 5. Raised Bikeway 2. F l e x i b l e D e l i n e a t o r P o s t s 3. P l a n t e r B o x e s 59 3 St e v e n s C r e e k B l v d & M c C l e l l a n R d C l a s s I V B i k e w a y D e s i g n In t e r s e c t i o n a n d S i g n a l i z a t i o n Cl a s s I V B i k e w a y s i n c l u d e s e p a r a t i o n o f b i c y l i s t s a n d m o t o r i s t s u p t o t h e i n t e r s e c t i o n . I n l o c a t i o n s wh e r e t h e r e a r e m a n y r i g h t t u r n s , d i f f e r e n t s i g n a l p h a s e s a r e u s e d t o r e m o v e t h e c o n f l i c t b e t w e e n th e t w o m o d e s . 59 4 Stevens Creek Blvd & McClellan Rd Class IV Bikeway Design Bus Stop Treatments Driveway Treatments Floating Bus Stop // The Class IV Bikeway routes around the back of the bus stop platform. Minimizes conflicts between buses and bicyclists. Conflict Marking // The Class IV Bikeway buffer is interrupted to allow access to the driveway. Conflict pavement marking identifies the crossing area to both motorists and cyclists. Raised Bikeway // Bicyclists are more visible with a raised crossing, and motor vehicles must enter and exit the driveway more slowly. Bus Pullout // The bus crosses the Class IV Bikeway to enter and exit the platform area. Sufficient width for through bicyclists is maintained, reducing bicycle delay. Shared Bus/Bicycle Space // The bus pulls into the Class IV Bikeway to serve the sidewalk platform. This is used where buses are infrequent. FPO 595 Stevens Creek Blvd & McClellan Rd Class IV Bikeway Design McClellan Road // Existing Conditions McClellan Road // Buffer Treatment Options 1. Raised Median 4. Concrete Barrier 2. Precast Surface Mounted Curb 5. Raised Bikeway 3. Flexible Delineator Posts 6. Planter Boxes McClellan Road // Concept 1 McClellan Road // Concept 2 596 CITY OF CUPERTINO Legislation Details (With Text) File #: Version:116-1951 Name: Status:Type:Reports by Council and Staff Agenda Ready File created:In control:9/1/2016 City Council On agenda:Final action:2/7/2017 Title:Subject: Report on Committee assignments and general comments Sponsors: Indexes: Code sections: Attachments: Action ByDate Action ResultVer. City Council2/7/20171 Subject:Report on Committee assignments and general comments Report on Committee assignments and general comments CITY OF CUPERTINO Printed on 2/1/2017Page 1 of 1 powered by Legistar™597