Loading...
HomeMy WebLinkAbout2023/03/28 Post Agenda Packet SPECIAL MEETING OF THE HOUSING AUTHORITY MEETING JOINTLY WITH THE CITY COUNCIL OF THE CITY OF CHULA VISTA **POST-MEETING AGENDA** Date:Tuesday, March 28, 2023, 5:00 p.m. Location:Council Chambers, 276 Fourth Avenue, Chula Vista, CA Notice is hereby given that the Mayor of the City of Chula Vista has called and will convene a Special Meeting of the Housing Authority meeting jointly with the City Council at the time and location stated on this agenda. View the Meeting Live in English & Spanish: chulavistaca.gov/councilmeetings Cox channel 24 in English only Welcome to your City Council/Housing Authority Meeting PUBLIC COMMENTS: Public comments may be submitted to the Council/Authority in the following ways: In-Person. The Community is welcome to make public comments at this City Council/Housing Authority meeting. • Submit an eComment: Visit www.chulavistaca.gov/councilmeetings, locate the meeting and click the comment bubble icon. Select the item and click "Leave Comment." eComments can be submitted until the conclusion of public comments for the item and are viewable online upon submittal. If you have difficulty submitting eComments, email comments to: cityclerk@chulavistaca.gov • HOW TO WATCH: Live stream is available at www.chulavistaca.gov/councilmeetings. To switch the video to Spanish, please click on "ES" in the bottom right-hand corner. Meetings are available anytime on the City's website (English and Spanish). ACCESSIBILITY: Individuals with disabilities or special needs are invited to request modifications or accommodations to access and/or participate in a City meeting by contacting the City Clerk’s Office at cityclerk@chulavistaca.gov or (619) 691-5041 (California Relay Service is available for the hearing impaired by dialing 711) at least forty-eight hours in advance of the meeting. SPEAKER TIME LIMITS: The time allotted for speakers may be adjusted by the Mayor. - Five minutes* for specific items listed on the agenda - Three minutes* for items NOT on the agenda (called to speak during Public Comments) - A group of individuals may select a spokesperson to speak on their behalf on an agenda item, waiving their option to speak individually on the same item. Generally, five minutes are allotted per person, up to a limit of 30 minutes, although the limits may be adjusted. Members of the group must be present. *Individuals who use a translator will be allotted twice the amount of time. GETTING TO KNOW YOUR AGENDA Agenda Sections: CONSENT CALENDAR items are routine items that are not expected to prompt discussion. All items are considered for approval at the same time with one vote. Councilmembers and staff may request items be removed and members of the public may submit a speaker slip if they wish to comment on an item. Items removed from the Consent Calendar are discussed after the vote on the remaining Consent Calendar items. PUBLIC COMMENT provides the public with an opportunity to address the Council on any matter not listed on the agenda that is within the jurisdiction of the Council. In compliance with the Brown Act, the Council cannot take action on matters not listed on the agenda. PUBLIC HEARINGS are held on matters specifically required by law. The Mayor asks for presentations from staff and from the proponent or applicant involved (if applicable) in the matter under discussion. Following questions from the Councilmembers, the Mayor opens the public hearing and asks for public comments. The hearing is closed, and the City Council may discuss and take action. ACTION ITEMS are items that are expected to cause discussion and/or action by the Council but do not legally require a Public Hearing. Staff may make a presentation and Councilmembers may ask questions of staff and the involved parties before the Mayor invites the public to provide input. CLOSED SESSION may only be attended by members of the Council, support staff, and/or legal counsel. The most common purpose of a Closed Session is to avoid revealing confidential information that may prejudice the legal or negotiating position of the City or compromise the privacy interests of employees. Closed sessions may be held only as specifically authorized by law. Council Actions: RESOLUTIONS are formal expressions of opinion or intention of the Council and are usually effective immediately. ORDINANCES are laws adopted by the Council. Ordinances usually amend, repeal or supplement the Municipal Code; provide zoning specifications; or appropriate money for specific purposes. Most ordinances require two hearings: an introductory hearing, generally followed by a second hearing at the next regular meeting. Most ordinances go into effect 30 days after the final approval. PROCLAMATIONS are issued by the City to honor significant achievements by community members, highlight an event, promote awareness of community issues, and recognize City employees. Pages City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 707 1.CALL TO ORDER 2.ROLL CALL 3.PLEDGE OF ALLEGIANCE TO THE FLAG AND MOMENT OF SILENCE 4.SPECIAL ORDERS OF THE DAY 4.1 Oaths of Office - Board of Library Trustees James Clark - Health, Wellness, and Aging Commission Mary Johnson - Housing and Homelessness Advisory Commission Peter Carlseen Juliette Montoya-Cesena Karla Pacheco - Sustainability Commission Raymundo Alatorre Crystal Fairley John Knox Hayley Salazar - Traffic Safety Commission Monica Becerra Firsht Rodney Caudillo Tim DeMarco - Veterans Advisory Commission Nimpa Akana Duaine Hooker 4.2 Presentation by San Diego Community Power Chief Executive Officer Karin Burns on Community-Based Clean Energy Services in the City of Chula Vista 11 4.3 Presentation of a Proclamation to Sandy Scheller in Recognition of Yom HaShoah, Days of Remembrance of the Victims of the Holocaust, in the City of Chula Vista 5.CONSENT CALENDAR (Items 5.1 through 5.9) All items listed under the Consent Calendar are considered and acted upon by one motion. Anyone may request an item be removed for separate consideration. RECOMMENDED ACTION: To approve the recommended actions appearing below consent calendar Items 5.1 through 5.6, 5.8 and 5.9. The headings were read, text waived. The motion carried by the following vote: City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 3 of 707 5.1 Approval of Meeting Minutes 33 RECOMMENDED ACTION: Approve the minutes dated: March 7, 2023 5.2 Waive Reading of Text of Resolutions and Ordinances RECOMMENDED ACTION: Approve a motion to read only the title and waive the reading of the text of all resolutions and ordinances at this meeting. 5.3 Consideration of Requests for Excused Absences RECOMMENDED ACTION: Consider requests for excused absences as appropriate. 5.4 Employee Positions: Adopt an Ordinance Amending the Chula Vista Municipal Code to Add the Unclassified Position Titles of Building Official and Economic Development Manager (Second Reading and Adoption) 45 Report Number: 23-0048 Location: No specific geographic location Department: Human Resources Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: Adopt an ordinance amending Chula Vista Municipal Code Section 2.05.010 to add the unclassified position titles of Building Official and Economic Development Manager. (Second Reading and Adoption) (4/5 Vote Required) 5.5 Municipal Code Update: Adopt an Ordinance Amending Chula Vista Municipal Code Section 2.04.050 Relating to Workshops (Second Reading and Adoption) 130 Report Number: 23-0063 Location: No specific geographic location Department: City Manager Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: Adopt an ordinance amending Chula Vista Municipal Code Section 2.04.050 relating to workshops. (Second Reading and Adoption) City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 4 of 707 5.6 Development Agreement Amendment: Adopt an Ordinance Amending the Development Agreement for Otay Ranch Village Two (Second Reading and Adoption) 135 Report Number: 23-0054 Location: South of Olympic Parkway, north and east of the Otay Landfill, north of Otay Ranch Village 3, and east of La Media Road. Department: Development Services Environmental Notice: The Project was adequately covered by a previously certified Final Supplemental Environmental Impact Report (FSEIR 12-01) – SCH No. 20040912 for the Otay Ranch Village Two Sectional Planning Area (SPA). RECOMMENDED ACTION: Adopt an ordinance amending the Otay Ranch Village Two Development Agreement. (Second Reading and Adoption) ITEM REMOVED FROM THE CONSENT CALENDAR 5.7 Agreement and Appropriation: Approve a First Amendment to the Legal Services Agreement with Gatzke Dillon & Ballance LLP to Provide On-Call Legal Services for the Development Services Department and Appropriate Funds 211 Report Number: 23-0076 Location: No specific geographic location Department: Development Services Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: To adopt Resolution No. 2023-034, heading read, text waived. The motion carried by the following roll call vote: 5.8 Agreement: Third Amendment to Legal Services Agreement with Colantuono, Highsmith & Whatley, PC to Provide Legal Services Related to Local Gaming Authority Issues 226 Report Number: 23-0081 Location: No specific geographic location Department: City Attorney Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 5 of 707 RECOMMENDED ACTION: Adopt a resolution approving the third amendment to the Legal Services Agreement with Colantuono Highsmith & Whatley, PC to provide legal services related to local gaming authority issues for a not to exceed amount of $65,000. 5.9 State Legislation: Support Assembly Bill 91 “Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association.” 243 Report Number: 23-0096 Location: No specific geographic location Department: City Manager Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: Adopt a resolution supporting Assembly Bill 91 “Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association.” 6.PUBLIC COMMENTS The public may address the Council on any matter within the jurisdiction of the Council but not on the agenda. 7.PUBLIC HEARINGS The following item(s) have been advertised as public hearing(s) as required by law. 7.1 Housing Authority Bond Issuance: Approve the Issuance, Sale, and Delivery of a Tax-Exempt Multifamily Housing Revenue Note and a Taxable Multifamily Housing Revenue Note for the Otay Ranch Apartments, Also Known as Encelia 247 Report Number: 23-0069 Location: 1910 Encelia Circle Department: Housing and Homeless Services Environmental Notice: The Project was adequately covered in previously certified Final Environmental Impact Report (FEIR 10-03) – SCH No. 2010062093 for Otay Ranch Village 8 West Sectional Planning Area (SPA) and Tentative Map. RECOMMENDED ACTION: To adopt Resolution No. 2023-037, heading read, text waived. The motion carried by the following roll call vote: RECOMMENDED ACTION: To adopt Resolution No. 2023-001 of the Chula Vista Housing Authority, heading read, text waived. The motion carried by the following vote: City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 6 of 707 7.2 Accessory Dwelling Units: Amend the Chula Vista Municipal Code on Accessory Dwelling Units and Junior Accessory Dwelling Units to Align with State Law and Clarify Development Regulations 499 Report Number: 23-0073 Location: No specific geographic location Department: Development Services Environmental Notice: The Project qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. RECOMMENDED ACTION: Place an ordinance on first reading amending Chula Vista Municipal Code Sections 19.58.022 (Accessory Dwelling Units) and 19.58.023 (Junior Accessory Dwelling Units) to align with State law and clarify development standards. (First Reading) 8.ACTION ITEMS The following item(s) will be considered individually and are expected to elicit discussion and deliberation. 8.1 American Rescue Plan Act (ARPA): Approve an ARPA Spending Plan Amendment and Subrecipient Agreements for SBCS Domestic Violence Program, SBCS Casa Nueva Vida Shelter Operations, and Jacobs & Cushman San Diego Food Bank, and Reallocate Funds 538 Report Number: 23-0074 Location: 31 4th Avenue Department: Housing and Homeless Services Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Notwithstanding the foregoing, the activity qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. RECOMMENDED ACTION: Adopt a resolution (1) approving a fourth amendment to the American Rescue Plan Act Spending Plan, (2) approving sub-recipient agreements with the SBCS Corporation for the Domestic Violence Program and Casa Nueva Vida Shelter Operations, (3) approving a sub-recipient agreement with Jacobs and Cushman San Diego Food Bank and (4) reallocating funds and amending the CIP budget for those purposes. (4/5 Vote Required) City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 7 of 707 8.2 Housing Report: Accept the Housing Element 2022 Annual Progress Report and Housing Successor Annual Report for Fiscal Year 2021/22 600 Report Number: 23-0040 Location: No specific geographic location Department: Housing and Homeless Services Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required RECOMMENDED ACTION: Accept the Housing Element 2022 Annual Progress Report and the Housing Successor Annual Report for Fiscal Year 2021/22. 8.3 State Ballot Measure: Oppose Statewide Initiative No. 21-0042A1, “Limits the Ability of Voters and State and Local Governments to Raise Revenues for Government Services. Initiative Constitutional Amendment” 679 Report Number: 23-0080 Location: No specific geographic location Department: City Manager Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: Adopt a resolution opposing Initiative 21-0042A1, “Limits Ability of Voters and State and Local Governments to Raise Revenues for Government Services. Initiative Constitutional Amendment.” 9.CITY MANAGER’S REPORTS 10.MAYOR’S REPORTS 11.COUNCILMEMBERS’ COMMENTS 11.1 Deputy Mayor Preciado Consideration of formation of an ad-hoc subcommittee to consider matters related to labor agreements and labor relations. Environmental Notice: The activity is not a "Project" as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 8 of 707 RECOMMENDED ACTION: To approve formation of an ad-hoc subcommittee, convening for 90-days, consisting of Deputy Mayor Preciado and Councilmember Cardenas to consider matters related labor agreements and labor relation. 11.2 Councilmember Chavez Consideration of formation of an ad-hoc subcommittee to consider matters related to economic development and binational affairs. Environmental Notice: The activity is not a "Project" as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. RECOMMENDED ACTION: Approve formation of an ad-hoc subcommittee, convening for 90 days, consisting of Councilmember Chavez and Mayor McCann to consider matters related economic development and binational affairs. 12.CITY ATTORNEY'S REPORTS 13.CLOSED SESSION Announcements of actions taken in Closed Sessions shall be made available by noon on the next business day following the Council meeting at the City Attorney's office in accordance with the Ralph M. Brown Act (Government Code 54957.7) 13.1 Conference with Legal Counsel Regarding Existing Litigation Pursuant to Government Code Section 54956.9(d)(1) A) Name of Case: Arturo Castanares v. City of Chula Vista, San Diego Superior Court, Case No. 37-2021-17713-CU-MC-CTL. B) Name of Case: Tlaloc Fait v City of Chula Vista, San Diego Superior Court, Case No. 37-2022-13673-CU-PO-CTL. C) Name of Case: Aimee Alexander v Prescott Company, et al., San Diego Superior Court, Case No. 37-2020-11388-CU-PO-CTL. D) Name of Case: San Diego County Office of Education, et al. v. County of San Diego, et al., Sacramento Superior Court, Case No. 37-2017-80002701-CU- WM-GDS. 13.2 Conference with Legal Counsel Regarding Liability Claims Pursuant to Government Code Section 54956.95 Claimant: Margarita Brandon-Tait AdJ14888486 Agency Claimed Against: City of Chula Vista 13.3 Conference with Legal Counsel Regarding Initiation of Litigation Pursuant to Government Code Section 54956.9(d)(4): One (1) case City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 9 of 707 14.ADJOURNMENT to the regular City Council meeting on April 18, 2023 in the Council Chambers. Materials provided to the City Council related to an open session item on this agenda are available for public review. Please contact the City Clerk at cityclerk@chulavistaca.gov or (619) 691-5041. Sign up at www.chulavistaca.gov to receive email notifications when City Council agendas are published online. City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 10 of 707 San Diego Community Power Updates Chula Vista City Council March 28, 2023 Page 11 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 Who is San Diego Community Power? Page 12 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 SDCP Mission Statement SDCP Mission Statement San Diego Community Power is a community-owned organization that provides affordable clean energy and invests in the community to create an equitable and sustainable future for the San Diego region. SDCP Mission Statement Page 13 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SDCP Vision Statement A global leader inspiring innovative solutions to climate change by powering our communities with 100%clean affordable energy while prioritizing equity,sustainability, and high-quality jobs. Page 14 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 Community Choice in California •Enabled through legislation in 2002 •25 operating programs, 200 cities and counties •Community Choice in: •32 out of 40 State Senate Districts •57 out of 80 Assembly Districts Page 15 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda How It Works Page 16 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 How it Works Page 17 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 Enrollment Status Phase 1 – March 2021: 600+ Municipal accounts Phase 2 –June 2021: 72,000+ Commercial & Industrial accounts* Phase 3 (Res & NEM)– February 2022: Imperial Beach Phase 3 – March 2022: La Mesa Phase 3 –April 2022: Encinitas Phase 3 – May 2022: San Diego & Chula Vista Phase 4 –April 2023: County of San Diego, National City Page 18 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 Current Enrollment SDCP has increased its focus on community engagement as it prepares for April enrollment of customers in National City and the unincorporated areas of San Diego County.Customers on Net Energy Metering (NEM) will enroll as of their true up month starting in April of 2023 through March 2024. Page 19 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 Compare Renewable Energy (2021 PCL) 44.5 100% 54.9% 0%10%20%30%40%50%60%70%80%90%100% Power 100 Power On* SDG& E 2021 PCL2 2021 *SDCP’s PowerOn product is at least50% Renewable + 5% carbon-free Page 20 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 SDCP Customer Participation •SDCP currently serves over 754,000 total active accounts, acting as the second largest CCA in terms of accounts •~683,000 Residential •~71,000 Non-Residential •Roughly 27,000 total opt outs since launch •Participation rate remains above 95% in terms of both accounts and load •Mass enrollment for our customers in National City and Unincorporated County of San Diego is slated to commence in April 2023 Page 21 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 Power100 Participation •Over 33,000 accounts are currently enrolled in SDCP’s Power100 service, receiving 100% renewable and carbon-free electricity •~25,500 Residential •~7,500 Non-Residential •The energy used by these Power100 customers since their opt up (633,142,194 kWh) is the equivalent of avoiding nearly 274,000 metric tons of Carbon Dioxide •This is comparable to removing over 59,000 gasoline-powered passenger vehicles from the road for one year! Page 22 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Billing & Rates Page 23 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 Current Rates Page 24 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 Understanding Your Bill Online Bill Estimator Bill Explainer Video Page 25 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 Net Energy Metering Similar to SDG&E’s existing NEM program . . . but better! •Same rate schedules •Monthly billing instead of annual, with annual billing option available •Premium Net Surplus Compensation rate is SDG&E’s current NSC plus $0.0075/kWh adder •Automatic checks if Net Surplus Compensation is $100 or more, up to $2,500. Page 26 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Making a difference Page 27 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 18 Community Power Plan •Address community needs; •Address climate change; •Produce economic benefits to the region; •Pursue purposeful and focused investment in Communities of Concern; •Center economic, environmental, and social equity Lays out SDCP's 5-year vision and program strategy to: Page 28 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 19 Public Engagement Come say hello @ South Bay Earth Day! We are honored to be Title Sponsors, April 15! Page 29 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 20 Building Trusted Partnerships Page 30 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 21 Community Partners Page 31 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Thank You! Info@sdcommunitypower.org 888-382-0169 sdcommunitypower.org Page 32 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Regular Meeting of the City Council Meeting Minutes March 7, 2023, 5:00 p.m. Council Chambers, 276 Fourth Avenue, Chula Vista, CA Present: Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, Mayor McCann Also Present: City Manager Kachadoorian, Jill Maland representing Lounsbery Ferguson Altona & Peak LLP, Interim Acting City Attorney, City Clerk Bigelow, Assistant City Clerk Turner The City Council minutes are prepared and ordered to correspond to the City Council Agenda. Agenda items may be taken out of order during the meeting. The agenda items were considered in the order presented except for Item 9.1, which was heard after Public Comments. _____________________________________________________________________ 1. CALL TO ORDER A regular meeting of the City Council of the City of Chula Vista was called to order at 5:05 p.m. in the Council Chambers, located in City Hall, 276 Fourth Avenue, Chula Vista, California. 2. ROLL CALL City Clerk Bigelow called the roll. 3. PLEDGE OF ALLEGIANCE TO THE FLAG AND MOMENT OF SILENCE Councilmember Gonzalez led the Pledge of Allegiance. 4. SPECIAL ORDERS OF THE DAY 4.1 Oaths of Office:  Cultural Arts Commission - Ken Muraoka  Health Wellness and Aging Commission - Marisol Edwan  Housing and Homelessness Advisory Commission - Paula Whitsell  Veterans Advisory Commission - Tanya Williams Page 33 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 2 City Clerk Bigelow administered the oaths of office and Councilmember Gonzalez presented certificates to the Commissioners. 5. CONSENT CALENDAR (Items 5.1 through 5.10) Items 5.4, 5.6, and 5.8 were removed from the Consent Calendar at the request of a member of the public Moved by Deputy Mayor Preciado Seconded by Councilmember Cardenas To approve the recommended actions appearing below consent calendar Items 5.1 through 5.3, 5.5, 5.7, and 5.9 through 5.12. The headings were read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) 5.1 Approval of Meeting Minutes Approve the minutes dated: February 16 and 21, 2023 5.2 Waive Reading of Text of Resolutions and Ordinances Approve a motion to read only the title and waive the reading of the text of all resolutions and ordinances at this meeting. 5.3 Consideration of Request for Excused Absences Approve an excused absence request from Councilmember Cardenas for the March 2, 2023 City Council workshop. 5.5 Policy and Investment Report: Acknowledge Receipt of City Council Policy No. 220-01, Delegate Investment Activity Authority to the Director of Finance/Treasurer, and Accept the Investment Report for the Quarter Ending on December 31, 2022 Adopt a resolution acknowledging receipt of City Council Policy No. 220-01 Investment Policy and Guidelines, delegating investment activity authority to the Director of Finance/Treasurer, and accepting the investment report for the quarter ending December 31, 2022. Item 5.5 heading: RESOLUTION NO. 2023-024 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA ACKNOWLEDGING RECEIPT OF COUNCIL POLICY 220-01, THE CITY OF CHULA VISTA INVESTMENT POLICY AND GUIDELINES, DELEGATING INVESTMENT ACTIVITY AUTHORITY TO THE DIRECTOR OF FINANCE/TREASURER, AND ACCEPTING THE INVESTMENT REPORT FOR THE QUARTER ENDING DECEMBER 31, 2022 Page 34 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 3 5.7 Employee Compensation and Positions: Approve Amended Classification Plan and Compensation Schedule; Position Counts in Departments; Revised Ordinance; Revised Compensation Schedule; and Updated Conflict of Interest Code Adopt resolutions: A) Amending the Compensation Schedule and Classification Plan to reflect (1) the addition and deletion of position titles and (2) salary adjustments for certain positions and amending the authorized position count in departments; B) Approving the revised Fiscal Year 2022-23 Compensation Schedule effective March 10, 2023, as required by the California Code of Regulations, Title 2, Section 570.5; and C) Modifying the appendix to the local Conflict of Interest Code to revise the list of designated employees who are required to file Statements of Economic Interest (Form 700); and place an ordinance on first reading amending Chula Vista Municipal Code Section 2.05.010 to add the unclassified position titles of Building Official and Economic Development Manager. (First Reading) (4/5 Vote Required) Item 5.7 heading: A) RESOLUTION NO. 2023-026 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AMENDING THE COMPENSATION SCHEDULE AND CLASSIFICATION PLAN TO REFLECT (1) THE ADDITION AND DELETION OF POSITION TITLES AND (2) SALARY ADJUSTMENTS FOR CERTAIN POSITIONS AND AMENDING THE AUTHORIZED POSITION COUNT IN DEPARTMENTS B) RESOLUTION NO. 2023-027 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE REVISED FISCAL YEAR 2022/23 COMPENSATION SCHEDULE EFFECTIVE MARCH 10, 2023, AS REQUIRED BY CALIFORNIA CODE OF REGULATIONS, TITLE 2, SECTION 570.5 C) RESOLUTION NO. 2023-028 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA MODIFYING THE APPENDIX TO THE LOCAL CONFLICT OF INTEREST CODE TO AMEND THE LIST OF DESIGNATED FILERS, AND ASSOCIATED DISCLOSURE CATEGORIES ORDINANCE OF THE CITY OF CHULA VISTA AMENDING CHULA VISTA MUNICIPAL CODE SECTION 2.05.010 ADDING THE UNCLASSIFIED POSITION TITLE OF BUILDING OFFICIAL AND ECONOMIC DEVELOPMENT MANAGER (FIRST READING) (4/5 VOTE REQUIRED) 5.9 Grant Approval: Accept Grants from the California State Library Targeted State Grant Program for the Cinematic Arts Academic Center and Library’s Land and Construction Costs, and Authorize the City Manager or Designee to Negotiate and Execute Agreements Adopt a resolution authorizing the acceptance of $30,000,000 in State funds to be allocated towards the Cinematic Arts Academic Center & Library’s Land and Construction Costs and authorizing the City Manager or designee to negotiate and execute the grant agreements once final for the California Targeted State Grant Program. Page 35 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 4 Item 5.9 heading: RESOLUTION NO. 2023-030 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA ACCEPTING GRANTS FROM THE CALIFORNIA STATE LIBRARY TARGETED STATE GRANT PROGRAM FOR THE CINEMATIC ARTS ACADEMIC CENTER AND LIBRARY’S LAND AND CONSTRUCTION COSTS, AND AUTHORIZE THE CITY MANAGER OR DESIGNEE TO NEGOTIATE AND EXECUTE AGREEMENTS 5.10 Municipal Code Update: Ordinance Amending Chula Vista Municipal Code Section 2.04.050 Relating to Workshops Place an ordinance on first reading amending Chula Vista Municipal Code Section 2.04.050 relating to workshops. (First Reading) Item 5.10 heading: ORDINANCE OF THE CITY OF CHULA VISTA AMENDING SECTION 2.04.050 OF THE CHULA VISTA MUNICIPAL CODE RELATING TO WORKSHOPS (FIRST READING) ITEMS REMOVED FROM CONSENT CALENDAR 5.4 Permit Processes and Regulations: Adopt an Ordinance Amending Various Sections of the Chula Vista Municipal Code to Streamline and Clarify Permit Processes and Regulations, Fix Outdated References, and Align with State Law (Second Reading and Adoption) Alan C. spoke in support of delaying a decision for further consideration. Mary David spoke in opposition to staff's recommendation. John Acosta, Chula Vista resident, expressed concern regarding the necessity of town hall meeting prior to approving changes to a neighborhood. Development Services Director Black stated that there were no changes to zoning as a part of the item. Moved by Deputy Mayor Preciado Seconded by Councilmember Gonzalez To adopt Ordinance No. 3544, heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 5.4 heading: ORDINANCE NO. 3544 OF THE CITY OF CHULA VISTA AMENDING CHULA VISTA MUNICIPAL CODE CHAPTER 2.24 (REDEVELOPMENT AGENCY), TITLE 6 (ANIMALS), TITLE 9 (PUBLIC PEACE, MORALS, AND WELFARE), TITLE 10 (VEHICLES AND TRAFFIC), TITLE 12 (STREETS AND SIDEWALKS), TITLE 13 Page 36 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 5 (SEWERS), TITLE 14 (WATERCOURSES), TITLE 15 (BUILDINGS AND CONSTRUCTION), TITLE 17 (ENVIRONMENTAL QUALITY), TITLE 18 (SUBDIVISIONS), TITLE 19 (PLANNING AND ZONING), AND TITLE 21 (HISTORIC PRESERVATION) (SECOND READING AND ADOPTION) 5.6 Grant and Donation Acceptance & Revenue Appropriation: Accept Grants and Donations to be Used for Costs Associated with Parks & Recreation Facilities and Programs and Appropriate Funds John Acosta, Chula Vista resident, spoke in opposition to using City facilities for political purposes. Moved by Councilmember Cardenas Seconded by Councilmember Gonzalez To adopt Resolution No. 2023-025, heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 5.6 heading: RESOLUTION NO. 2023-025 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA ACCEPTING GRANTS AND DONATIONS FOR PARKS & RECREATION FACILITIES AND PROGRAMS AND APPROPRIATING FUNDS THEREFOR (4/5 VOTE REQUIRED) 5.8 Measure A Expenditure Plan and Appropriation: Amend the Measure A Public Safety Expenditure Plan to Fund Vehicles, Drone as First Responder Contractual Costs, and Counseling Services for the Police Department and Appropriate Funds Accordingly The following members of the public spoke in support of staff’s recommendation:  Alan C.  Mary D.  David Stucky, Chula Vista resident Moved by Mayor McCann Seconded by Deputy Mayor Preciado To adopt Resolution No. 2023-029, heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 5.8 heading: RESOLUTION NO 2023-029 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE AMENDED MEASURE A PUBLIC SAFETY Page 37 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 6 EXPENDITURE PLAN TO FUND VEHICLES, DRONE AS FIRST RESPONDER CONTRACTUAL COSTS, AND COUNSELING SERVICES FOR THE POLICE DEPARTMENT AND AMENDING THE FISCAL YEAR 2022/23 EXPENDITURE BUDGET FOR THE MEASURE A SALES TAX FUND (4/5 VOTE REQUIRED) 6. PUBLIC COMMENTS Alan C. spoke in opposition to the City utilizing equity groups and the fentanyl epidemic. Brandon Claypool, Chula Vista resident, spoke in support of additional homeless shelters in the City. Joseph Raso, Chula Vista resident, spoke in opposition to the Citys tenant protection ordinance. Art Arvizu, Chula Vista resident, expressed concern regarding cashless businesses and spoke in support of public safety personnel. John Acosta, Chula Vista resident, spoke in support of town hall meetings. The following members of the public spoke regarding Councilmember Cardenas' disclosure filings:  Cheryl  Bibian Harrison  Anna  Delia Dominguez Cervantes, Chula Vista resident Aurora, Chula Vista resident, expressed concern regarding bullying and misinformation given to residents. At the request of Councilmember Preciado, there was a consensus of the City Council to make a referral to the City Manager to provide information on the process to provide feedback or a complaint regarding interactions with City staff. Mary D. spoke in support of privacy protection and regarding peoples' right to criticize public officials. Charles Lovekin spoke regarding dietary needs. Lois K. Klepin submitted written communications regarding solar installation. 7. PUBLIC HEARINGS 7.1 Zoning Administrator Appeal: US Super Gas, Inc. Conditional Use Permit for the Sale of Alcohol at 1495 Melrose Avenue Notice of the hearing was given in accordance with legal requirements, and the hearing was held on the date and no earlier than the time specified in the notice. Acting City Attorney Maland provided information on the proceedings and recommended the Council disclose all ex parte communications regarding the item. Councilmembers reported the following ex parte communications: Mayor McCann, Councilmember Chavez and Councilmember Gonzalez reported no ex parte communications. Page 38 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 7 Councilmembers Cardenas stated that she received an email from Marco Polo Cortes, who represents the applicant, but did not respond. Deputy Mayor Preciado stated that he made contact with Marco Polo Cortes, who represents the applicant, regarding the permit. Planning Manager Phillips gave a presentation on the item and responded to questions of the City Council. Police Chief Kennedy expressed concerns regarding the issuance of a Type-21 license to the proposed location. Mayor McCann opened the public hearing. Marco Polo Cortes and David Bejarano, representing the applicant, gave a presentation and spoke in support of the U.S. Super Gas being granted the conditional use permit. The following members of the public spoke in support of the permit being granted:  Alan C.  Mary D. The following members of the public spoke in opposition to the permit being granted:  Joseph Garrett, Chula Vista resident  Rachna Grewal, Chula Vista resident  Bic Sidhu, Chula Vista resident  Rachel Haygood, Chula Vista resident  Joanna Navarro, Chula Vista resident  John Acosta, Chula Vista resident  Talia Tudara, Chula Vista resident  Michael Stephan, representing Bobar Liquor  Rafida Younis Marco Polo Cortes submitted written communications in support of approving a Type 21 license. Mayor McCann recessed the meeting at 7:00 p.m. The Council reconvened at 7:06 p.m., all members present except Councilmember Gonzalez who arrived at 7:08 p.m. Planning Manager Phillips provided additional information related to additional licenses in the area. Marco Polo Cortes representing the applicant provided a rebuttal argument. There being no further members of the public who wished to speak, Mayor McCann closed the public hearing. Council discussion ensued. Page 39 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 8 Moved by Councilmember Chavez Seconded by Councilmember Cardenas To adopt Resolution No. 2023-031(Item 7.1C), heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 7.1 heading: C) RESOLUTION NO. 2023-031 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA GRANTING THE APPEAL OF MARCO POLO CORTES AND APPROVING CONDITIONAL USE PERMIT (CUP22-0023) TO PERMIT THE SALE OF BEER AND WINE AT THE US SUPER GAS, INC. GAS STATION AND MINI-MART LOCATED AT 1495 MELROSE AVENUE IN THE CITY OF CHULA VISTA 7.2 Development Agreement Amendment: Adopt an Amended Development Agreement for Otay Ranch Village Two Notice of the hearing was given in accordance with legal requirements, and the hearing was held on the date and no earlier than the time specified in the notice. Planning Manager Phillips gave a presentation on the item. He and Nick Lee, representing Baldwin and Sons, responded to questions of the City Council. Mayor McCann opened the public hearing. There being no members of the public who wished to speak, Mayor McCann closed the public hearing. Council discussion ensued. Moved by Deputy Mayor Preciado Seconded by Mayor McCann To place the below ordinance on first reading, heading read, text waived. The motion was carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 7.2 heading: ORDINANCE OF THE CITY OF CHULA VISTA APPROVING AN AMENDMENT TO THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF CHULA VISTA, BALDWIN AND SONS, LLC AND ITS SUBSIDIARIES FOR PORTIONS OF OTAY RANCH VILLAGE TWO (FIRST READING) Mayor McCann recessed the meeting at 7:58 p.m. The Council reconvened at 8:05 p.m., with all members present. Page 40 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 9 8. ACTION ITEMS 8.1 Annual Report: Acceptance of Audited Annual Comprehensive Financial Report (ACFR) for Fiscal Year Ended June 30, 2022 and Update on General Fund Reserve Funds Finance Director Schoen, Assistant Finance Director Del Rio, and Ryan Domino, representing LSL CPA's, gave a presentation on the item. Finance Director Schoen responded to questions of the City Council. Moved by Councilmember Cardenas Seconded by Councilmember Chavez To adopt Resolution No. 2023-032, heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 8.1 heading: RESOLUTION NO. 2023-032 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA ACCEPTING THE AUDITED ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR) FOR FISCAL YEAR ENDING JUNE 30, 2022 8.2 Improvement District Annual Report: Approving the 2023 Annual Report for the Downtown Chula Vista Property-Based Improvement District Principal Economic Development Specialist Pointer spoke regarding the item. Dominic LiMandri, District Manager for the Downtown Chula Vista Association, provided an update on the organization. Moved by Deputy Mayor Preciado Seconded by Mayor McCann To adopt Resolution No. 2023-033, heading read, text waived. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) Item 8.2 heading: RESOLUTION NO. 2023-033 OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE 2023 ANNUAL REPORT FOR THE DOWNTOWN CHULA VISTA PROPERTY-BASED IMPROVEMENT DISTRICT 9. CITY MANAGER’S REPORTS 9.1 Update on Harborside Park Outreach Efforts Housing and Homeless Services Director Kurz gave a presentation on the item. Page 41 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 10 Council discussion ensued. Alan C. spoke in support of the item. 9.2 Consideration of City Sponsorship of $5,000 for the Day of the Child Event Hosted by the Chula Vista Community Collaborative to be Held on April 22, 2023, at Memorial Park in Chula Vista Moved by Mayor McCann Seconded by Deputy Mayor Preciado To authorize City sponsorship of $5000 for the Day of the Child event. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) 10. MAYOR’S REPORTS Mayor McCann paid tribute to Colonel Paris Davis for recently receiving a Medal of Honor for his actions during the Vietnam War. 10.1 Ratification of Appointments to the FollowingCommissions:  Board of Library Trustees o James Clark  Housing and Homelessness Advisory Commission o Peter Carlseen o Juliette Montoya o Karla Pacheco  Sustainability Commission o Raymundo Alatorre o Crystal Fairley o John Knox o Hayley Salazar  Traffic Safety Commission o Monica Becerra Firsht o Rodney Caudillo o Tim DeMarco  Veterans Advisory Commission o Nimpa Akana Mayor McCann recognized staff for their efforts in filling Board and Commission vacancies. At the request of Deputy Mayor Preciado there was a consensus of the City Council to direct the City Clerk to track district representation on the City's boards and commissions. Page 42 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 11 11. COUNCILMEMBERS’ COMMENTS At the request of Deputy Mayor Preciado, there was a consensus of the City Council to add an item to the next agenda to consider the establishment of an ad hoc committee related to issues with labor agreements and labor relations. He also recognized City staff. At the request of Councilmember Chavez, there was a consensus of the City Council to add an item to the next agenda to consider the establishment of an ad hoc committee related to economic development and binational affairs. Councilmember Cardenas recognized City staff. 11.1 Deputy Mayor Preciado Consideration of Formation of an Ad-Hoc Subcommittee to Consider Matters Related to the Welcoming City Program. The following members of the public spoke in opposition to the Welcoming City program:  Alan C.  Mary D. The following members of the public submitted written communication to speak but were not present when called upon:  John Acosta, Chula Vista resident  Vivian Dunbar Ann Smith submitted written communications regarding the Welcoming City website and City decisions. Moved by Deputy Mayor Preciado Seconded by Councilmember Cardenas To approve formation of an ad-hoc subcommittee, convening for 2-3 months, consisting of Deputy Mayor Preciado and Councilmember Cardenas to consider matters related to the Welcoming City program. The motion carried by the following vote: Yes (5): Councilmember Cardenas, Councilmember Chavez, Councilmember Gonzalez, Deputy Mayor Preciado, and Mayor McCann Result, Carried (5 to 0) 12. CITY ATTORNEY'S REPORTS There were none. 13. CLOSED SESSION Pursuant to Resolution No. 13706 and Council Policy No. 346-03, Official Minutes and records of action taken during Closed Sessions are maintained by the City Attorney. Page 43 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-03-07 City Council Regular Meeting Minutes Page 12 Acting City Attorney Maland announced that the City Council would convene in closed session to discuss the items listed below. Mayor McCann recessed the meeting at 9:41 p.m. The City Council convened in Closed Session at 9:42 p.m. 13.1 Conference with Legal Counsel Regarding Existing Litigation Pursuant to Government Code Section 54956.9(1) Name of case: City of Chula Vista v. Amerisourcebergen Drug Corporation, et al., United States District Court, Case No. 19cv1115 BEN MSB. ACTION: No Reportable Action 14. ADJOURNMENT The meeting was adjourned at 9:50 p.m. Minutes prepared by: Tyshar Turner, Assistant City Clerk _________________________ Kerry K. Bigelow, MMC, City Clerk Page 44 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 7, 2023 ITEM TITLE Employee Compensation and Positions: Approve Amended Classification Plan and Compensation Schedule; Position Counts in Departments; Revised Ordinance; Revised Compensation Schedule; and Updated Conflict of Interest Code Report Number: 23-0048 Location: No specific geographic location Department: Human Resources Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Recommended Action Adopt resolutions: (A) Amending the Compensation Schedule and Classification Plan to reflect (1) the addition and deletion of position titles and (2) salary adjustments for certain positions and amending the authorized position count in departments; (B) Approving the revised Fiscal Year 2022-23 Compensation Schedule effective March 10, 2023, as required by the California Code of Regulations, Title 2, Section 570.5; and (C) Modifying the appendix to the local Conflict of Interest Code to revise the list of designated employees who are required to file Statements of Economic Interest (Form 700); and place an ordinance on first reading amending Chula Vista Municipal Code Section 2.05.010 to add the unclassified position title s of Building Official and Economic Development Manager. (First Reading) (4/5 Vote Required) SUMMARY In an effort to address the needs of various departments and the City's workforce, the Human Resources Department, in conjunction with the affected departments, is proposing (1) the addition and deletion of certain classifications and positions and (2) salary adjustments for certain positions which necessitate amendments to the City’s Compensation Schedule and Classification Plan. The City's compensation policy allows for structures and salary ranges to be reviewed and updated as necessary to ensure that the City has the ability to attract, hire and retain quality employees. Staff is proposing salary adjustments for specific, targeted classifications, (1) that in the current labor market, are Page 45 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 hard to attract, hire and retain employees and/or (2) to allow for competitive position in their respective labor markets. Staff is also recommending approval of the revised Fiscal Year 2022-2023 Compensation Schedule effective March 10, 2023, as required by the California Code of Regulations, Title 2, Section 570.5, an update to the list of designated filers who are required to file periodic Statements of Economic Interests (Form 700), and adoption of an ordinance amending Chula Vista Municipal Code Section 2.05.010 relating to unclassified positions. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable. DISCUSSION Classification Plan and Compensation Schedule In an effort to address the needs of various departments and the City's workforce, the Human Resources Department, in conjunction with the affected departments, is proposing certain position changes, with corresponding updates to the Classification Plan, Compensation Schedule, and authorized departmental position counts. The following identifies the affected positions and proposed changes. Department Position Title FTE General Fund Economic Development Director of Economic Development (Frozen) -1.00 Economic Development Manager 1.00 Finance Management Analyst II -1.00 Collections Supervisor 1.00 Public Works Secretary -1.00 Senior Fiscal Office Specialist 1.00 General Fund Total 0.00 Additionally, the City's compensation policy allows for structures and salary ranges to be reviewed and updated as necessary to ensure that the City has the ability to attract, hire and retain quality employees. Staff is proposing salary adjustments for specific, targeted classifications, (1) that in the current labor market, are hard to attract, hire and retain employees and/or (2) to allow for competitive position in their respective labor markets. Summary of New and Updated Classifications Position Title Employee Group E Step Salary Assistant City Attorney Senior Management $8,083.00 bi-weekly Page 46 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 Building Official Senior Management $6,493.24 bi-weekly Deputy City Attorney I Professional, Unclassified $5,925.00 bi-weekly Deputy City Attorney II Professional, Unclassified $6,517.52 bi-weekly Deputy City Attorney III Professional, Unclassified $7,169.28 bi-weekly Economic Development Manager Senior Management $6,407.08 bi-weekly Summary of New and Updated Classifications (continued) Position Title Employee Group E Step Salary Police Communications Systems Manager Mid-Manager $5,306.43 bi-weekly Police Dispatch Calltaker Unclassified, Hourly $29.03 per hour Police Dispatcher ACE $3,193.89 bi-weekly Police Dispatcher Supervisor ACE $3,758.82 bi-weekly Police Dispatcher Trainee ACE $2,903.54 bi-weekly Senior Assistant City Attorney Senior Management $8,083.00 bi-weekly Adoption of Resolution A will amend the Compensation Schedule and Classification Plan to reflect the above changes. Compensation Schedule Requirement California Code of Regulations, Title 2, Section 570.5 requires that, for purposes of determining a retiring employee's pension allowance, the pay rate be limited to the amount listed on a pay schedule that meets certain requirements, including approval by the City’s governing body in accordance with the requirements of applicable public meeting laws. The revised Fiscal Year 2022-2023 Compensation Schedule ("Compensation Schedule") was last approved by the City Council at their meeting on January 24, 2023. Adoption of Resolution B will approve the revised Fiscal Year 2022-23 Compensation Schedule effective March 10, 2023, which reflects: (1) the addition of the Building Official and the Economic Development Manager position titles and (2) the adjusted salaries for the Assistant City Attorney, Deputy City Attorney I, Deputy City Attorney II, Deputy City Attorney III, Police Communications Systems Manager, Police Dispatch Calltaker, Police Dispatcher, Police Dispatcher Supervisor, Police Dispatcher Trainee and Senior Assistant City Attorney position titles. The Compensation Schedule reflecting these revisions is Attachment 1 to this staff report. Conflict of Interest Code Updates The City Clerk and City Attorney have reviewed the position changes and recommend that the appendix to the Conflict of Interest Code (Attachment 2) be updated to designate the appropriate positions as Form 700 filers and as “designated employees” for purposes of AB 1234, requiring them to participate in mandatory ethics training. Approval of Resolution C will make the appropriate updates to the appendix to the Conflict of Interest Code. Additional changes were made to the Conflict of Interest Code to update recent changes to Boards and Commissions and other filers. The redline version of the changes is attached to this item. Ordinance Chula Vista Municipal Code Section 2.05.010 requires updating to reflect the position changes impacting the Page 47 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 4 unclassified positions. Chula Vista City Charter Section 500(D) requires that all management level unclassified positions not mentioned specifically in Charter Section 500(D) be adopted by ordinance. Adoption of the Ordinance will add the position titles of Building Official and Economic Development Manager Municipal Code Section 2.05.010. DECISION-MAKER CONFLICT Staff has determined that the action contemplated by this item is ministerial, secretarial, manual, or clerical in nature and, as such, does not require the City Council members to make or participate in making a governmental decision, pursuant to California Code of Regulations Title 2, section 18702.4(a). Consequently, this item does not present a conflict under the Political Reform Act (Cal. Gov't Code § 87100, et seq.). Staff is not independently aware and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current-year net fiscal impact to the General Fund as a result of this action. Funding for the Economic Development Manager, Senior Fiscal Office Specialist and updated classifications will be offset through salary savings within their respective departments in the General Fund. Funding for the Collections Supervisor position and updated classifications will be offset through salary savings within the Sewer and Measure A funds, respectively. ONGOING FISCAL IMPACT The projected ongoing impact to the General Fund totals $673,631 in fiscal year 2024, $685,802 in fiscal year 2025, and $697,846 in fiscal year 2026. Ongoing salary costs will be incorporated into subsequent fiscal year budgets. The projected fiscal impact by fund and fiscal year is summarized in the table below: ATTACHMENTS 1. Revised Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 2. Revised Appendix to the Conflict of Interest Code and Resolution Staff Contact: Courtney Chase, Director of Human Resources/Risk Management Page 48 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 1 of 71 3633 CONF ACCOUNTANT 0 30.30 2,423.63 1 31.81 2,544.82 2 33.40 2,672.05 3 35.07 2,805.66 4 36.82 2,945.94 3641 ACE ACCOUNTING ASSISTANT 0 22.43 1,794.22 1 23.55 1,883.93 2 24.73 1,978.15 3 25.96 2,077.03 4 27.26 2,180.88 3643 CONF ACCOUNTING TECHNICIAN 0 26.04 2,083.57 1 27.35 2,187.75 2 28.71 2,297.13 3 30.15 2,411.99 4 31.66 2,532.59 3675 ACE ACCOUNTING TECHNICIAN 0 26.04 2,083.57 1 27.35 2,187.75 2 28.71 2,297.13 3 30.15 2,411.99 4 31.66 2,532.59 3647 CONF ACCOUNTING TECHNICIAN II (T) 0 28.37 2,269.69 1 29.79 2,383.17 2 31.28 2,502.33 3 32.84 2,627.45 4 34.49 2,758.82 3677 ACE ACCOUNTING TECHNICIAN II (T) 0 28.37 2,269.69 1 29.79 2,383.17 2 31.28 2,502.33 3 32.84 2,627.45 4 34.49 2,758.82 3645 ACE ACCOUNTS PAYABLE SUPERVISOR 0 32.63 2,610.13 1 34.26 2,740.65 2 35.97 2,877.68 3 37.77 3,021.56 4 39.66 3,172.62 Page 49 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 2 of 71 0149 CONF ADMINISTRATIVE SECRETARY 0 27.72 2,217.25 1 29.10 2,328.12 2 30.56 2,444.51 3 32.08 2,566.74 4 33.69 2,695.08 0179 ACE ADMINISTRATIVE SECRETARY 0 27.72 2,217.25 1 29.10 2,328.12 2 30.56 2,444.51 3 32.08 2,566.74 4 33.69 2,695.08 0180 UCHR ADMINISTRATIVE SECRETARY 0 27.72 -- 1 29.10 -- 2 30.56 -- 3 32.08 -- 4 33.69 -- 0154 CONF ADMINISTRATIVE SECRETARY-MAYOR 0 27.72 2,217.25 1 29.10 2,328.12 2 30.56 2,444.51 3 32.08 2,566.74 4 33.69 2,695.08 0215 SM ADMINISTRATIVE SERVICES MGR 0 49.72 3,977.41 1 -- -- 2 -- -- 3 -- -- 4 60.43 4,834.56 0181 ACE ADMINISTRATIVE TECHNICIAN 0 27.72 2,217.25 1 29.10 2,328.12 2 30.56 2,444.51 3 32.08 2,566.74 4 33.69 2,695.08 5316 UCHR ANIMAL CARE AIDE 0 16.12 -- 1 16.93 -- 2 17.78 -- 3 18.67 -- 4 19.60 -- Page 50 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 3 of 71 5317 ACE ANIMAL CARE FACILITY SUPV 0 32.11 2,569.11 1 33.72 2,697.57 2 35.41 2,832.44 3 37.18 2,974.07 4 39.03 3,122.77 5343 ACE ANIMAL CARE SPECIALIST 0 20.11 1,608.82 1 21.12 1,689.25 2 22.17 1,773.71 3 23.28 1,862.41 4 24.44 1,955.52 5344 UCHR ANIMAL CARE SPECIALIST 0 20.11 -- 1 21.12 -- 2 22.17 -- 3 23.28 -- 4 24.44 -- 5319 ACE ANIMAL CARE SUPERVISOR 0 27.93 2,234.01 1 29.32 2,345.71 2 30.79 2,463.00 3 32.33 2,586.16 4 33.94 2,715.45 5303 ACE ANIMAL CONTROL OFFICER 0 24.13 1,930.56 1 25.34 2,027.09 2 26.61 2,128.45 3 27.94 2,234.88 4 29.33 2,346.63 5305 UCHR ANIMAL CONTROL OFFICER 0 24.13 -- 1 25.34 -- 2 26.61 -- 3 27.94 -- 4 29.33 -- 5304 ACE ANIMAL CONTROL OFFICER SUPVR 0 27.75 2,220.16 1 29.14 2,331.16 2 30.60 2,447.71 3 32.13 2,570.10 4 33.73 2,698.62 Page 51 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 4 of 71 5309 ACE ANIMAL SERVICES SPECIALIST 0 21.94 1,755.07 1 23.04 1,842.82 2 24.19 1,934.96 3 25.40 2,031.72 4 26.67 2,133.29 3083 MM APPLICATIONS SUPPORT MANAGER 0 53.30 4,263.88 1 55.96 4,477.07 2 58.76 4,700.91 3 61.70 4,935.96 4 64.78 5,182.76 3088 PROF APPLICATIONS SUPPORT SPEC 0 40.57 3,245.71 1 42.60 3,408.00 2 44.73 3,578.39 3 46.97 3,757.31 4 49.31 3,945.19 7741 ACE AQUARIST 0 24.98 1,998.44 1 26.23 2,098.32 2 27.54 2,203.24 3 28.92 2,313.42 4 30.36 2,429.09 7579 ACE AQUATIC SUPERVISOR I 0 25.88 2,070.77 1 27.18 2,174.30 2 28.54 2,283.03 3 29.96 2,397.17 4 31.46 2,517.03 7577 ACE AQUATIC SUPERVISOR II 0 28.47 2,277.84 1 29.90 2,391.74 2 31.39 2,511.32 3 32.96 2,636.89 4 34.61 2,768.74 7575 ACE AQUATIC SUPERVISOR III 0 32.74 2,619.52 1 34.38 2,750.50 2 36.10 2,888.03 3 37.91 3,032.42 4 39.80 3,184.04 Page 52 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 5 of 71 5011 SM ASSISTANT CHIEF OF POLICE 0 85.74 6,859.24 1 -- -- 2 -- -- 3 -- -- 4 104.22 8,337.45 2405 SM ASSISTANT CITY ATTORNEY 0 83.12 6,649.90 1 87.28 6,982.40 2 91.64 7,331.52 3 96.23 7,698.10 4 101.04 8,083.00 2210 SM ASSISTANT CITY CLERK 0 44.53 3,562.67 1 46.76 3,740.82 2 49.10 3,927.85 3 51.55 4,124.22 4 54.13 4,330.55 2707 EXEC ASSISTANT CITY MANAGER 0 99.27 7,941.69 1 -- -- 2 -- -- 3 -- -- 4 119.91 9,593.16 4040 SM ASSISTANT DIR OF DEVLPMNT SVCS 0 76.85 6,147.78 1 -- -- 2 85.13 6,810.23 3 89.38 7,150.74 4 93.41 7,472.68 3604 SM ASSISTANT DIR OF FINANCE 0 75.63 6,050.05 1 -- -- 2 87.50 7,000.00 3 90.00 7,200.00 4 91.30 7,304.19 6322 SM ASSISTANT DIR OF PUBLIC WORKS 0 70.33 5,626.11 1 -- -- 2 -- -- 3 83.02 6,641.98 4 84.90 6,792.35 Page 53 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 6 of 71 6015 WCE ASSISTANT ENGINEER 0 39.93 3,194.16 1 41.92 3,353.86 2 44.02 3,521.56 3 46.22 3,697.63 4 48.53 3,882.52 6289 WCE ASSISTANT LAND SURVEYOR 0 39.93 3,194.16 1 41.92 3,353.86 2 44.02 3,521.56 3 46.22 3,697.63 4 48.53 3,882.52 4749 WCE ASSISTANT PLAN CHECK ENGINEER 0 38.91 3,112.43 1 40.85 3,268.05 2 42.89 3,431.45 3 45.04 3,603.03 4 47.29 3,783.18 4439 ACE ASSISTANT PLANNER 0 33.31 2,665.16 1 34.98 2,798.42 2 36.73 2,938.34 3 38.57 3,085.26 4 40.49 3,239.52 3635 CONF ASSOCIATE ACCOUNTANT 0 33.32 2,665.99 1 34.99 2,799.30 2 36.74 2,939.26 3 38.58 3,086.22 4 40.51 3,240.54 6017 WCE ASSOCIATE ENGINEER 0 45.92 3,673.29 1 48.21 3,856.95 2 50.62 4,049.80 3 53.15 4,252.28 4 55.81 4,464.90 6287 WCE ASSOCIATE LAND SURVEYOR 0 45.92 3,673.29 1 48.21 3,856.95 2 50.62 4,049.80 3 53.15 4,252.28 4 55.81 4,464.90 Page 54 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 7 of 71 4747 WCE ASSOCIATE PLAN CHECK ENGINEER 0 44.74 3,579.29 1 46.98 3,758.26 2 49.33 3,946.18 3 51.79 4,143.48 4 54.38 4,350.66 4437 ACE ASSOCIATE PLANNER 0 36.65 2,931.67 1 38.48 3,078.26 2 40.40 3,232.18 3 42.42 3,393.78 4 44.54 3,563.47 5123 ACE AUTOMATED FINGERPRINT TECH 0 22.25 1,779.83 1 23.36 1,868.82 2 24.53 1,962.27 3 25.75 2,060.38 4 27.04 2,163.40 3404 MMCF BENEFITS MANAGER 0 53.98 4,318.23 1 56.68 4,534.14 2 59.51 4,760.85 3 62.49 4,998.90 4 65.61 5,248.84 3406 UCHR BENEFITS MANAGER 0 53.98 -- 1 56.68 -- 2 59.51 -- 3 62.49 -- 4 65.61 -- 2222 SM BUDGET AND ANALYSIS MANAGER 0 58.24 4,659.03 1 61.15 4,891.98 2 64.64 5,171.52 3 67.88 5,430.11 4 70.79 5,663.08 4769 MM BUILDING INSPECTION MANAGER 0 51.44 4,115.31 1 54.01 4,321.08 2 56.71 4,537.13 3 59.55 4,763.99 4 62.53 5,002.19 Page 55 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 8 of 71 4771 ACE BUILDING INSPECTOR I 0 32.00 2,560.32 1 33.60 2,688.34 2 35.28 2,822.76 3 37.05 2,963.90 4 38.90 3,112.09 4770 UCHR BUILDING INSPECTOR I (HOURLY) 0 32.00 -- 1 33.60 -- 2 35.28 -- 3 37.05 -- 4 38.90 -- 4773 ACE BUILDING INSPECTOR II 0 35.20 2,816.36 1 36.96 2,957.18 2 38.81 3,105.03 3 40.75 3,260.31 4 42.79 3,423.31 4774 UCHR BUILDING INSPECTOR II (HOURLY) 0 35.20 -- 1 36.96 -- 2 38.81 -- 3 40.75 -- 4 42.79 -- 4775 ACE BUILDING INSPECTOR III 0 38.73 3,098.00 1 40.66 3,252.90 2 42.69 3,415.55 3 44.83 3,586.32 4 47.07 3,765.64 4705 SM BUILDING OFFICIAL 0 66.78 5,342.00 1 -- -- 2 -- -- 3 -- -- 4 81.17 6,493.24 4780 SM BUILDING OFFICIAL/CODE ENF MGR 0 69.77 5,581.43 1 -- -- 2 -- -- 3 -- -- 4 84.80 6,784.28 Page 56 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 9 of 71 6412 PROF BUILDING PROJECT MANAGER 0 45.29 3,623.07 1 47.55 3,804.21 2 49.93 3,994.42 3 52.43 4,194.15 4 55.05 4,403.85 6402 MM BUILDING SERVICES MANAGER 0 54.40 4,352.12 1 57.12 4,569.71 2 59.98 4,798.19 3 62.98 5,038.11 4 66.13 5,290.02 6669 ACE BUILDING SERVICES SUPERVISOR 0 30.94 2,475.45 1 32.49 2,599.22 2 34.11 2,729.18 3 35.82 2,865.64 4 37.61 3,008.93 4505 ACE BUSINESS LICENSE REPRESENTATIV 0 22.43 1,794.22 1 23.55 1,883.93 2 24.73 1,978.15 3 25.96 2,077.03 4 27.26 2,180.88 6444 ACE CARPENTER 0 27.93 2,234.20 1 29.32 2,345.90 2 30.79 2,463.20 3 32.33 2,586.36 4 33.95 2,715.69 3669 ACE CASHIER 0 18.93 1,514.60 1 19.88 1,590.33 2 20.87 1,669.85 3 21.92 1,753.34 4 23.01 1,841.01 3053 SM CHIEF INFO SEC OFFICER 0 57.14 4,571.14 1 -- -- 2 -- -- 3 -- -- 4 69.45 5,556.25 Page 57 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 10 of 71 5001 EXEC CHIEF OF POLICE 0 101.30 8,104.31 1 -- -- 2 117.11 9,368.55 3 -- -- 4 123.14 9,850.88 2011 MMUC CHIEF OF STAFF 0 38.61 3,088.60 1 40.54 3,243.04 2 42.56 3,405.17 3 44.69 3,575.43 4 46.93 3,754.21 2729 SM CHIEF SUSTAINABILITY OFFICER 0 66.43 5,314.54 1 -- -- 2 -- -- 3 78.43 6,274.14 4 80.20 6,416.20 2400 CATY CITY ATTORNEY (ELECTED) 0 -- -- 1 -- -- 2 -- -- 3 -- -- 4 111.14 8,891.31 2435 CONF CITY ATTY INVESTIGATOR 0 32.98 2,638.19 1 34.63 2,770.10 2 36.36 2,908.60 3 38.18 3,054.03 4 40.08 3,206.74 2201 CCLK CITY CLERK 0 79.68 6,374.76 1 -- -- 2 -- -- 3 -- -- 4 96.81 7,744.82 2221 PROF CITY CLERK ANALYST 0 43.37 3,469.49 1 45.54 3,642.97 2 47.81 3,825.11 3 50.20 4,016.37 4 52.71 4,217.19 Page 58 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 11 of 71 7007 SM CITY LIBRARIAN 0 62.25 4,979.73 1 65.36 5,228.70 2 68.63 5,490.15 3 72.06 5,764.65 4 75.66 6,052.88 2710 CMGR CITY MANAGER 0 -- -- 1 -- -- 2 -- -- 3 -- -- 4 144.23 11,538.55 5429 ACE CIVILIAN BCKGRND INVESTIGATOR 0 28.04 2,243.21 1 29.44 2,355.37 2 30.91 2,473.14 3 32.46 2,596.81 4 34.08 2,726.64 5430 UCHR CIVILIAN BCKGRND INVESTIGATOR 0 28.04 -- 1 29.44 -- 2 30.91 -- 3 32.46 -- 4 34.08 -- 5431 UCHR CIVILIAN POLICE INVESTIGATOR 0 25.79 -- 1 27.08 -- 2 28.43 -- 3 29.85 -- 4 31.35 -- 0241 UCHR CLERICAL AIDE 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- 4777 ACE CODE ENFORCEMENT OFFICER I 0 27.80 2,223.92 1 29.19 2,335.13 2 30.65 2,451.87 3 32.18 2,574.47 4 33.79 2,703.19 Page 59 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 12 of 71 4778 UCHR CODE ENFORCEMENT OFFICER II 0 30.58 -- 1 32.11 -- 2 33.71 -- 3 35.40 -- 4 37.17 -- 4779 ACE CODE ENFORCEMENT OFFICER II 0 30.58 2,446.31 1 32.11 2,568.64 2 33.71 2,697.07 3 35.40 2,831.92 4 37.17 2,973.52 4789 ACE CODE ENFORCEMENT TECHNICIAN 0 24.17 1,933.84 1 25.38 2,030.54 2 26.65 2,132.07 3 27.98 2,238.68 4 29.38 2,350.60 3683 MM COLLECTIONS SUPERVISOR 0 38.65 3,091.62 1 40.58 3,246.21 2 42.61 3,408.50 3 44.74 3,578.95 4 46.97 3,757.89 2799 PRUC COMM/SPECL EVENTS COORD 0 41.83 3,346.71 1 43.93 3,514.05 2 46.12 3,689.76 3 48.43 3,874.25 4 50.85 4,067.96 2757 ACE COMMUNITY ENGAGEMENT SPEC 0 33.31 2,665.16 1 34.98 2,798.42 2 36.73 2,938.34 3 38.57 3,085.26 4 40.49 3,239.52 5141 ACE COMMUNITY SERVICES OFFICER 0 23.37 1,869.35 1 24.54 1,962.82 2 25.76 2,060.96 3 27.05 2,164.00 4 28.40 2,272.20 Page 60 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 13 of 71 5142 UCHR COMMUNITY SERVICES OFFICER 0 23.37 -- 1 24.54 -- 2 25.76 -- 3 27.05 -- 4 28.40 -- 6200 ACE CONSERVATION SPECIALIST I 0 25.27 2,021.74 1 26.54 2,122.84 2 27.86 2,229.00 3 29.26 2,340.42 4 30.72 2,457.45 6202 ACE CONSERVATION SPECIALIST II 0 27.80 2,223.92 1 29.19 2,335.13 2 30.65 2,451.87 3 32.18 2,574.47 4 33.79 2,703.19 6427 ACE CONSTRUCTION & REPAIR SUPV 0 39.53 3,162.62 1 41.51 3,320.75 2 43.58 3,486.79 3 45.76 3,661.13 4 48.05 3,844.19 2023 UCHR COUNCIL ASSISTANT 0 22.91 -- 1 24.06 -- 2 25.26 -- 3 26.52 -- 4 27.85 -- 2003 CL COUNCILPERSON 0 -- -- 1 -- -- 2 -- -- 3 -- -- 4 29.34 2,347.31 5757 UCHR COVID SITE ASST 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- Page 61 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 14 of 71 5101 MM CRIME LABORATORY MANAGER 0 50.04 4,003.44 1 52.55 4,203.60 2 55.17 4,413.80 3 57.93 4,634.48 4 60.83 4,866.20 5143 UCHR CSO (TEMPORARY APPOINTMENT) 0 23.37 -- 1 24.54 -- 2 25.76 -- 3 27.05 -- 4 28.40 -- 6667 ACE CUSTODIAL SUPERVISOR 0 25.66 2,052.65 1 26.94 2,155.29 2 28.29 2,263.06 3 29.70 2,376.21 4 31.19 2,495.03 6661 ACE CUSTODIAN 0 20.28 1,622.64 1 21.30 1,703.77 2 22.36 1,788.96 3 23.48 1,878.42 4 24.65 1,972.33 6662 UCHR CUSTODIAN 0 20.28 -- 1 21.30 -- 2 22.36 -- 3 23.48 -- 4 24.65 -- 7191 ACE DELIVERY DRIVER 0 19.24 1,539.28 1 20.20 1,616.25 2 21.21 1,697.07 3 22.27 1,781.92 4 23.39 1,871.02 2410 PRUC DEPUTY CITY ATTORNEY I 0 60.93 4,874.51 1 63.98 5,118.24 2 67.18 5,374.15 3 70.54 5,642.86 4 74.06 5,925.00 Page 62 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 15 of 71 2408 PRUC DEPUTY CITY ATTORNEY II 0 67.02 5,361.98 1 70.38 5,630.08 2 73.89 5,911.58 3 77.59 6,207.16 4 81.47 6,517.52 2411 SM DEPUTY CITY ATTORNEY III 0 73.73 5,898.18 1 77.41 6,193.09 2 81.28 6,502.75 3 85.35 6,827.89 4 89.62 7,169.28 2245 PRUC DEPUTY CITY CLERK I 0 28.64 2,290.89 1 30.07 2,405.43 2 31.57 2,525.70 3 33.15 2,652.00 4 34.81 2,784.58 2243 PRUC DEPUTY CITY CLERK II 0 31.50 2,519.98 1 33.07 2,645.98 2 34.73 2,778.28 3 36.47 2,917.20 4 38.29 3,063.05 2705 EXEC DEPUTY CITY MANAGER 0 103.52 8,281.38 1 -- -- 2 -- -- 3 -- -- 4 114.66 9,172.49 5505 SM DEPUTY FIRE CHIEF 0 74.26 5,940.75 1 -- -- 2 -- -- 3 -- -- 4 90.26 7,221.04 5130 MM DETENTION FACILITY MANAGER (T) 0 50.04 4,003.44 1 52.55 4,203.60 2 55.17 4,413.80 3 57.93 4,634.48 4 60.83 4,866.20 Page 63 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 16 of 71 5137 ACE DETENTIONS OFFICER 0 28.04 2,243.21 1 29.44 2,355.37 2 30.91 2,473.14 3 32.46 2,596.81 4 34.08 2,726.64 5135 ACE DETENTIONS SUPERVISOR 0 32.25 2,579.70 1 33.86 2,708.68 2 35.55 2,844.12 3 37.33 2,986.33 4 39.20 3,135.64 4718 PROF DEVELOPMENT AUTOMATION SPEC 0 43.37 3,469.49 1 45.54 3,642.97 2 47.81 3,825.11 3 50.20 4,016.37 4 52.71 4,217.19 4025 SM DEVELOPMENT PROJECT MGR 0 69.22 5,537.42 1 72.68 5,814.29 2 76.31 6,105.01 3 80.13 6,410.26 4 84.13 6,730.77 4547 MM DEVELOPMENT SERVICES COUNTER M 0 48.27 3,861.95 1 50.69 4,055.04 2 53.22 4,257.81 3 55.88 4,470.69 4 58.68 4,694.22 4540 UCHR DEVELOPMENT SERVICES TECH I 0 23.88 -- 1 25.07 -- 2 26.33 -- 3 27.64 -- 4 29.02 -- 4542 ACE DEVELOPMENT SERVICES TECH I 0 23.88 1,910.23 1 25.07 2,005.73 2 26.33 2,106.01 3 27.64 2,211.32 4 29.02 2,321.89 Page 64 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 17 of 71 4541 ACE DEVELOPMENT SERVICES TECH II 0 26.27 2,101.24 1 27.58 2,206.30 2 28.96 2,316.62 3 30.41 2,432.46 4 31.93 2,554.07 4544 UCHR DEVELOPMENT SERVICES TECH II 0 26.27 -- 1 27.58 -- 2 28.96 -- 3 30.41 -- 4 31.93 -- 4543 ACE DEVELOPMENT SERVICES TECH III 0 30.21 2,416.43 1 31.72 2,537.25 2 33.30 2,664.12 3 34.97 2,797.32 4 36.71 2,937.18 5245 ACE DIGITAL FORENSICS TECH I 0 25.97 2,077.96 1 27.27 2,181.86 2 28.64 2,290.96 3 30.07 2,405.51 4 31.57 2,525.78 5243 ACE DIGITAL FORENSICS TECH II 0 29.87 2,389.67 1 31.36 2,509.15 2 32.93 2,634.60 3 34.58 2,766.33 4 36.31 2,904.64 5350 EXEC DIR OF ANIMAL SERVICES 0 66.43 5,314.56 1 -- -- 2 -- -- 3 -- -- 4 80.75 6,459.88 7004 EXEC DIR OF COMMUNITY SERVICES 0 81.54 6,523.42 1 85.62 6,849.59 2 89.90 7,192.07 3 94.40 7,551.67 4 99.12 7,929.54 Page 65 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 18 of 71 4039 EXEC DIR OF DEVELOPMENT SERVICES 0 85.73 6,858.33 1 98.08 7,846.30 2 -- -- 3 -- -- 4 104.22 8,337.45 2734 EXEC DIR OF ECONOMIC DEVELOPMENT 0 85.74 6,859.24 1 -- -- 2 -- -- 3 -- -- 4 104.22 8,337.45 6006 EXEC DIR OF ENGINEERING/CITY ENG 0 85.74 6,859.24 1 -- -- 2 -- -- 3 -- -- 4 104.22 8,337.45 3601 EXEC DIR OF FINANCE 0 85.74 6,859.24 1 -- -- 2 -- -- 3 101.51 8,121.16 4 104.22 8,337.45 4301 EXEC DIR OF HOUSING & HOMELESS SVS 0 66.43 5,314.56 1 74.49 5,958.87 2 -- -- 3 -- -- 4 80.75 6,459.88 3300 EXEC DIR OF HUMAN RESOURCES/RISK MG 0 85.74 6,859.24 1 -- -- 2 -- -- 3 -- -- 4 104.22 8,337.45 3001 EXEC DIR OF INFO TECH SERVICES 0 81.54 6,523.42 1 -- -- 2 89.90 7,192.07 3 -- -- 4 99.12 7,929.54 Page 66 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 19 of 71 6320 EXEC DIR OF PUBLIC WORKS 0 85.74 6,859.24 1 -- -- 2 -- -- 3 96.74 7,739.47 4 104.22 8,337.45 2720 SM ECONOMIC DEVELOPMENT MGR 0 65.89 5,271.12 1 69.18 5,534.68 2 72.64 5,811.41 3 76.27 6,101.98 4 80.09 6,407.08 2747 ACE ECONOMIC DEVELOPMENT SPEC I 0 30.54 2,443.06 1 32.07 2,565.22 2 33.67 2,693.48 3 35.35 2,828.15 4 37.12 2,969.56 2749 ACE ECONOMIC DEVELOPMENT SPEC II 0 36.65 2,931.67 1 38.48 3,078.26 2 40.40 3,232.18 3 42.42 3,393.78 4 44.54 3,563.47 6438 ACE ELECTRICIAN 0 29.89 2,391.39 1 31.39 2,510.96 2 32.96 2,636.51 3 34.60 2,768.33 4 36.33 2,906.76 6492 ACE ELECTRONIC/EQUIPMENT INSTALLER 0 27.18 2,174.00 1 28.53 2,282.69 2 29.96 2,396.83 3 31.46 2,516.67 4 33.03 2,642.50 6475 ACE ELECTRONICS TECHNICIAN 0 32.88 2,630.53 1 34.53 2,762.06 2 36.25 2,900.17 3 38.06 3,045.17 4 39.97 3,197.42 Page 67 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 20 of 71 6472 ACE ELECTRONICS TECHNICIAN SUPV 0 37.81 3,025.12 1 39.70 3,176.37 2 41.69 3,335.19 3 43.77 3,501.95 4 45.96 3,677.04 5560 SM EMERGENCY SERVICES MGR 0 49.72 3,977.42 1 -- -- 2 -- -- 3 -- -- 4 60.43 4,834.56 5557 PROF EMS EDUCATOR 0 43.96 3,516.47 1 46.15 3,692.29 2 48.46 3,876.92 3 50.88 4,070.76 4 53.43 4,274.29 5567 PROF EMS NURSE COORDINATOR 0 52.75 4,219.77 1 55.38 4,430.74 2 58.15 4,652.29 3 61.06 4,884.90 4 64.11 5,129.14 5657 NIAF EMT (NON-SAFETY) 0 15.60 1 16.38 2 17.20 3 18.06 4 18.96 5658 UCHR EMT (NON-SAFETY) 0 15.60 -- 1 16.38 -- 2 17.20 -- 3 18.06 -- 4 18.96 -- 6081 ACE ENGINEERING TECHNICIAN I 0 27.83 2,226.37 1 29.22 2,337.69 2 30.68 2,454.57 3 32.22 2,577.31 4 33.83 2,706.18 Page 68 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 21 of 71 6071 ACE ENGINEERING TECHNICIAN II 0 30.61 2,449.01 1 32.14 2,571.46 2 33.75 2,700.03 3 35.44 2,835.03 4 37.21 2,976.79 6129 ACE ENVIRONMENTAL HEALTH SPEC 0 36.81 2,944.40 1 38.65 3,091.62 2 40.58 3,246.20 3 42.61 3,408.49 4 44.74 3,578.94 6205 MM ENVIRONMENTAL SERVICES MANAGER 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 6207 MM ENVIRONMENTAL SUSTNBILITY MGR 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 6505 MM EQUIPMENT MAINTENANCE MANAGER 0 41.30 3,304.25 1 43.37 3,469.46 2 45.54 3,642.94 3 47.81 3,825.09 4 50.20 4,016.34 6542 ACE EQUIPMENT MECHANIC 0 28.76 2,300.58 1 30.20 2,415.62 2 31.70 2,536.39 3 33.29 2,663.21 4 34.95 2,796.37 6544 UCHR EQUIPMENT MECHANIC 0 28.76 -- 1 30.20 -- 2 31.71 -- 3 33.29 -- 4 34.95 -- Page 69 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 22 of 71 6361 ACE EQUIPMENT OPERATOR 0 29.45 2,356.09 1 30.92 2,473.89 2 32.47 2,597.58 3 34.09 2,727.46 4 35.80 2,863.83 0187 CONF EXECUTIVE SECRETARY 0 33.54 2,682.89 1 35.21 2,817.03 2 36.97 2,957.87 3 38.82 3,105.77 4 40.76 3,261.05 5270 CONF FA ACCOUNTING TECHNICIAN 0 28.37 2,269.69 1 29.79 2,383.17 2 31.28 2,502.33 3 32.84 2,627.45 4 34.49 2,758.82 5297 CONF FA ADMINSTRATIVE ANALYST I 0 31.16 2,492.93 1 32.72 2,617.60 2 34.36 2,748.45 3 36.07 2,885.88 4 37.88 3,030.17 5296 CONF FA ADMINSTRATIVE ANALYST II 0 34.28 2,742.22 1 35.99 2,879.33 2 37.79 3,023.30 3 39.68 3,174.48 4 41.66 3,333.19 5277 CONF FA ANALYST 0 23.81 1,905.01 1 25.00 2,000.26 2 26.25 2,100.28 3 27.57 2,205.29 4 28.94 2,315.56 5455 MMUC FA CYBER SECURITY PROG MGR 0 46.54 3,723.28 1 48.87 3,909.43 2 51.31 4,104.90 3 53.88 4,310.14 4 56.57 4,525.65 Page 70 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 23 of 71 5465 SM FA DEPUTY DIRECTOR OF LECC 0 51.27 4,101.82 1 53.84 4,306.91 2 56.53 4,522.26 3 59.35 4,748.36 4 62.32 4,985.80 5463 SM FA DEPUTY EXECUTIVE DIRECTOR 0 62.08 4,966.14 1 -- -- 2 -- -- 3 -- -- 4 75.45 6,036.37 5274 SM FA DIRECTOR OF SD LECC 0 69.54 5,563.33 1 -- -- 2 -- -- 3 -- -- 4 84.53 6,762.27 5286 CONF FA EXECUTIVE ASSISTANT 0 30.51 2,440.67 1 32.03 2,562.71 2 33.64 2,690.85 3 35.32 2,825.38 4 37.08 2,966.66 5461 EXEC FA EXECUTIVE DIRECTOR 0 60.19 4,815.34 1 -- -- 2 -- -- 3 -- -- 4 73.16 5,853.08 5493 MMUC FA FINANCE MANAGER 0 57.39 4,591.00 1 60.26 4,820.55 2 63.27 5,061.58 3 66.43 5,314.66 4 69.75 5,580.39 5439 PRUC FA GEOSPATIAL INTEL ANALYST 0 44.38 3,550.45 1 46.60 3,727.98 2 48.93 3,914.38 3 51.38 4,110.10 4 53.95 4,315.60 Page 71 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 24 of 71 5289 CONF FA GRAPHIC DESIGNER/WEBMASTER 0 35.46 2,836.61 1 37.23 2,978.45 2 39.09 3,127.38 3 41.05 3,283.74 4 43.10 3,447.94 5453 MMUC FA INFO SYSTEMS PROGRAM MGR 0 51.77 4,141.63 1 54.36 4,348.71 2 57.08 4,566.12 3 59.93 4,794.44 4 62.93 5,034.17 5485 CONF FA INTEL ANLYT 0 32.23 2,578.74 1 33.85 2,707.68 2 35.54 2,843.07 3 37.32 2,985.21 4 39.18 3,134.49 5491 SM FA IVDC-LECC EXEC DIRECTOR 0 60.41 4,832.84 1 -- -- 2 -- -- 3 -- -- 4 73.43 5,874.35 5440 MMUC FA LECC INFO TECH MANAGER 0 47.34 3,787.15 1 49.71 3,976.50 2 52.19 4,175.34 3 54.80 4,384.09 4 57.54 4,603.30 5278 CONF FA MANAGEMENT ASSISTANT 0 29.06 2,324.46 1 30.51 2,440.67 2 32.03 2,562.72 3 33.64 2,690.86 4 35.32 2,825.39 5443 PRUC FA MICROCOMPUTER SPECIALIST 0 38.49 3,079.20 1 40.41 3,233.15 2 42.44 3,394.80 3 44.56 3,564.55 4 46.78 3,742.77 Page 72 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 25 of 71 5292 PRUC FA NETWORK ADMINISTRATOR I 0 38.74 3,098.84 1 40.67 3,253.79 2 42.71 3,416.48 3 44.84 3,587.30 4 47.08 3,766.68 5294 PRUC FA NETWORK ADMINISTRATOR II 0 42.61 3,408.74 1 44.74 3,579.18 2 46.98 3,758.14 3 49.33 3,946.05 4 51.79 4,143.35 5457 PRUC FA NETWORK ADMINISTRATOR III 0 44.88 3,590.29 1 47.12 3,769.81 2 49.48 3,958.28 3 51.95 4,156.20 4 54.55 4,364.02 5444 PRUC FA PROGRAM ANALYST 0 45.92 3,673.56 1 48.22 3,857.24 2 50.63 4,050.11 3 53.16 4,252.61 4 55.82 4,465.25 5451 CONF FA PROGRAM ASSISTANT 0 23.21 1,856.81 1 24.37 1,949.64 2 25.59 2,047.14 3 26.87 2,149.50 4 28.21 2,256.96 5452 PRUC FA PROGRAM ASSISTANT SUPV 0 33.40 2,671.81 1 35.07 2,805.40 2 36.82 2,945.67 3 38.66 3,092.96 4 40.59 3,247.59 5445 SM FA PROGRAM MANAGER 0 51.27 4,101.82 1 53.91 4,312.51 2 56.53 4,522.26 3 59.35 4,748.36 4 62.32 4,985.80 Page 73 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 26 of 71 5497 MMUC FA PUBLIC-PRVT PART EXER MGR 0 48.15 3,851.67 1 50.55 4,044.25 2 53.08 4,246.45 3 55.73 4,458.79 4 58.52 4,681.73 5284 CONF FA RCFL NETWORK ENGINEER 0 37.41 2,992.56 1 39.28 3,142.18 2 41.24 3,299.30 3 43.30 3,464.26 4 45.47 3,637.47 5495 PRUC FA SENIOR FINANCIAL ANALYST 0 35.98 2,878.77 1 37.78 3,022.70 2 39.67 3,173.85 3 41.66 3,332.53 4 43.74 3,499.16 5483 PRUC FA SENIOR INTELLIGENCE ANALYST 0 37.90 3,031.63 1 39.79 3,183.23 2 41.78 3,342.39 3 43.87 3,509.50 4 46.06 3,684.97 5454 CONF FA SENIOR PROGRAM ASSISTANT 0 27.61 2,209.13 1 28.99 2,319.58 2 30.44 2,435.57 3 31.97 2,557.35 4 33.57 2,685.22 5477 CONF FA SENIOR SECRETARY 0 23.88 1,910.12 1 25.07 2,005.63 2 26.32 2,105.90 3 27.64 2,211.21 4 29.02 2,321.76 5489 PRUC FA SUP INTEL ANALYST I 0 41.69 3,334.81 1 43.77 3,501.55 2 45.96 3,676.62 3 48.26 3,860.46 4 50.67 4,053.48 Page 74 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 27 of 71 5487 PRUC FA SUP INTEL ANALYST II 0 47.94 3,835.03 1 50.33 4,026.78 2 52.85 4,228.12 3 55.49 4,439.53 4 58.27 4,661.50 4051 SM FAC FINANCE MANAGER 0 49.72 3,977.41 1 -- -- 2 -- -- 3 -- -- 4 60.43 4,834.56 6425 MM FACILITIES MANAGER 0 47.04 3,763.50 1 49.40 3,951.67 2 51.87 4,149.26 3 54.46 4,356.73 4 57.18 4,574.57 7471 ACE FIELD MAINTENANCE SPECIALIST 0 22.46 1,796.83 1 23.58 1,886.67 2 24.76 1,981.00 3 26.00 2,080.06 4 27.30 2,184.06 3623 SM FINANCE MGR 0 56.57 4,525.50 1 -- -- 2 -- -- 3 -- -- 4 68.76 5,500.78 3624 SM FINANCE MGR (CPA) 0 62.23 4,978.05 1 -- -- 2 69.33 5,546.16 3 72.79 5,823.47 4 75.64 6,050.86 6521 ACE FIRE APPARATUS MECHANIC (T) 0 34.39 2,751.50 1 36.11 2,889.07 2 37.92 3,033.53 3 39.82 3,185.21 4 41.81 3,344.47 Page 75 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 28 of 71 5511 IAFF FIRE BATTALION CHIEF - A 0 41.63 4,662.44 1 43.71 4,895.58 2 45.90 5,140.35 3 48.19 5,397.37 4 50.60 5,667.23 5513 IAFF FIRE BATTALION CHIEF - C 0 58.28 4,662.44 1 61.19 4,895.57 2 64.25 5,140.35 3 67.47 5,397.36 4 70.84 5,667.23 5584 UCHR FIRE CAPT - C (HOURLY) 0 47.06 -- 1 49.41 -- 2 51.88 -- 3 54.47 -- 4 57.20 -- 5583 IAFF FIRE CAPTAIN - A 0 33.61 3,764.52 1 35.29 3,952.74 2 37.06 4,150.38 3 38.91 4,357.90 4 40.86 4,575.78 5582 IAFF FIRE CAPTAIN - B 0 44.82 3,764.52 1 47.06 3,952.73 2 49.41 4,150.37 3 51.88 4,357.89 4 54.47 4,575.78 5581 IAFF FIRE CAPTAIN - C 0 47.06 3,764.52 1 49.41 3,952.73 2 51.88 4,150.37 3 54.47 4,357.89 4 57.20 4,575.78 5501 EXEC FIRE CHIEF 0 92.50 7,399.82 1 -- -- 2 109.64 8,771.27 3 -- -- 4 112.43 8,994.11 Page 76 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 29 of 71 5507 MMUC FIRE DIVISION CHIEF 0 66.76 5,340.63 1 70.10 5,607.65 2 73.60 5,888.04 3 77.28 6,182.43 4 81.14 6,491.56 5603 IAFF FIRE ENGINEER - A 0 29.20 3,269.91 1 30.66 3,433.40 2 32.19 3,605.08 3 33.80 3,785.33 4 35.49 3,974.59 5601 IAFF FIRE ENGINEER - C 0 40.87 3,269.92 1 42.92 3,433.40 2 45.06 3,605.08 3 47.32 3,785.33 4 49.68 3,974.60 5536 UCHR FIRE INSPECTOR 0 33.73 -- 1 35.42 -- 2 37.19 -- 3 39.05 -- 4 41.00 -- 5530 IAFF FIRE INSPECTOR/INVESTIGATOR I 0 33.73 2,698.75 1 35.42 2,833.69 2 37.19 2,975.38 3 39.05 3,124.15 4 41.00 3,280.36 5534 UCHR FIRE INSPECTOR/INVESTIGATOR I 0 33.73 -- 1 35.42 -- 2 37.19 -- 3 39.05 -- 4 41.00 -- 5531 IAFF FIRE INSPECTOR/INVESTIGATOR II 0 37.11 2,968.62 1 38.96 3,117.05 2 40.91 3,272.90 3 42.96 3,436.54 4 45.10 3,608.37 Page 77 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 30 of 71 5532 UCHR FIRE INSPECTOR/INVESTIGATOR II 0 37.11 -- 1 38.96 -- 2 40.91 -- 3 42.96 -- 4 45.10 -- 5555 ACE FIRE INVENTORY SPECIALIST 0 27.42 2,193.64 1 28.79 2,303.32 2 30.23 2,418.48 3 31.74 2,539.39 4 33.33 2,666.38 5533 UCHR FIRE PREVENTION AIDE 0 15.57 -- 1 16.34 -- 2 17.16 -- 3 18.02 -- 4 18.92 -- 5528 IAFF FIRE PREVENTION ENG/INVSTGTR 0 44.76 3,580.51 1 46.99 3,759.54 2 49.34 3,947.51 3 51.81 4,144.89 4 54.40 4,352.13 5537 ACE FIRE PREVENTION SPECIALIST 0 26.27 2,101.24 1 27.58 2,206.30 2 28.96 2,316.62 3 30.41 2,432.46 4 32.00 2,560.19 5625 ACE FIRE RECRUIT 0 24.99 1,998.81 1 26.23 2,098.75 2 27.55 2,203.69 3 28.92 2,313.87 4 30.37 2,429.57 5623 IAFF FIREFIGHTER - A 0 24.21 2,712.04 1 25.43 2,847.64 2 26.70 2,990.02 3 28.03 3,139.53 4 29.43 3,296.48 Page 78 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 31 of 71 5621 IAFF FIREFIGHTER - C 0 33.90 2,712.04 1 35.60 2,847.64 2 37.38 2,990.02 3 39.24 3,139.52 4 41.21 3,296.50 5613 IAFF FIREFIGHTER/PARAMEDIC - A 0 27.85 3,118.84 1 29.24 3,274.79 2 30.70 3,438.53 3 32.24 3,610.45 4 33.85 3,790.96 5612 IAFF FIREFIGHTER/PARAMEDIC - B 0 37.13 3,118.84 1 38.99 3,274.79 2 40.93 3,438.53 3 42.98 3,610.44 4 45.13 3,790.98 5611 IAFF FIREFIGHTER/PARAMEDIC - C 0 38.99 3,118.85 1 40.93 3,274.79 2 42.98 3,438.53 3 45.13 3,610.44 4 47.39 3,790.98 0216 PRCF FISCAL AND MANAGEMENT ANALYST 0 50.09 4,007.22 1 52.59 4,207.58 2 55.22 4,417.96 3 57.99 4,638.86 4 60.89 4,870.81 3627 MMCF FISCAL DEBT MGMT ANALYST 0 50.09 4,007.22 1 52.59 4,207.58 2 55.22 4,417.96 3 57.99 4,638.86 4 60.89 4,870.81 0169 ACE FISCAL OFFICE SPECIALIST 0 20.72 1,657.55 1 21.76 1,740.44 2 22.84 1,827.45 3 23.99 1,918.81 4 25.18 2,014.76 Page 79 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 32 of 71 0170 UCHR FISCAL OFFICE SPECIALIST 0 20.72 -- 1 21.76 -- 2 22.84 -- 3 23.99 -- 4 25.18 -- 6513 ACE FLEET INVENTORY CONTROL SPEC 0 27.42 2,193.64 1 28.79 2,303.32 2 30.23 2,418.48 3 31.74 2,539.39 4 33.33 2,666.38 6501 MM FLEET MANAGER 0 45.88 3,670.67 1 48.18 3,854.20 2 50.59 4,046.91 3 53.12 4,249.26 4 55.77 4,461.71 6507 ACE FLEET SUPERVISOR 0 37.00 2,960.05 1 38.85 3,108.05 2 40.79 3,263.46 3 42.83 3,426.63 4 44.97 3,597.96 5114 ACE FORENSICS SPECIALIST 0 32.86 2,628.62 1 34.50 2,760.05 2 36.23 2,898.09 3 38.04 3,042.97 4 39.94 3,195.12 6629 UCHR GARDENER (SEASONAL) 0 18.19 -- 1 19.10 -- 2 20.06 -- 3 21.06 -- 4 22.11 -- 3075 ACE GIS ANALYST 0 33.42 2,673.78 1 35.09 2,807.47 2 36.85 2,947.84 3 38.69 3,095.23 4 40.63 3,250.00 Page 80 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 33 of 71 3079 MM GIS MANAGER 0 48.44 3,875.16 1 50.86 4,068.92 2 53.40 4,272.36 3 56.07 4,485.98 4 58.88 4,710.29 3077 ACE GIS TECHNICIAN 0 28.48 2,278.26 1 29.90 2,392.17 2 31.40 2,511.78 3 32.97 2,637.37 4 34.62 2,769.24 2775 ACE GRAPHIC DESIGNER 0 29.31 2,344.98 1 30.78 2,462.22 2 32.32 2,585.33 3 33.93 2,714.61 4 35.63 2,850.32 4321 MM HOMELESS SERVICES MANAGER 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 4311 MM HOUSING MANAGER 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 3310 PRCF HUMAN RESOURCES ANALYST 0 36.85 2,948.03 1 38.69 3,095.43 2 40.63 3,250.21 3 42.66 3,412.72 4 44.79 3,583.35 3312 UCHR HUMAN RESOURCES ANALYST 0 36.85 -- 1 38.69 -- 2 40.63 -- 3 42.66 -- 4 44.79 -- Page 81 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 34 of 71 3331 SM HUMAN RESOURCES MANAGER 0 60.21 4,817.18 1 -- -- 2 -- -- 3 -- -- 4 73.19 5,855.08 3332 UCHR HUMAN RESOURCES MANAGER 0 60.21 -- 1 -- -- 2 -- -- 3 -- -- 4 73.19 -- 3314 UCHR HUMAN RESOURCES TECHNICIAN 0 26.69 -- 1 28.02 -- 2 29.42 -- 3 30.89 -- 4 32.44 -- 3315 CONF HUMAN RESOURCES TECHNICIAN 0 26.69 2,135.03 1 28.02 2,241.79 2 29.42 2,353.87 3 30.89 2,471.56 4 32.44 2,595.15 6430 ACE HVAC TECHNICIAN 0 29.89 2,391.39 1 31.39 2,510.96 2 32.96 2,636.51 3 34.60 2,768.33 4 36.33 2,906.76 5104 SM INFO TECHNOLOGY MANAGER 0 57.88 4,630.03 1 -- -- 2 62.69 5,015.54 3 -- -- 4 69.45 5,556.25 3033 SM INFO TECHNOLOGY PROJ MANAGER 0 56.92 4,553.28 1 -- -- 2 -- -- 3 -- -- 4 69.18 5,534.54 Page 82 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 35 of 71 3055 PROF INFO TECHNOLOGY SEC ANALYST 0 48.57 3,885.47 1 51.00 4,079.73 2 53.55 4,283.72 3 56.22 4,497.90 4 59.04 4,722.80 3014 PROF INFO TECHNOLOGY SPECIALIST (T) 0 38.49 3,079.21 1 40.41 3,233.16 2 42.44 3,394.82 3 44.56 3,564.56 4 46.78 3,742.79 3017 ACE INFO TECHNOLOGY TECHNICIAN 0 28.76 2,300.58 1 30.20 2,415.62 2 31.70 2,536.39 3 33.29 2,663.21 4 34.95 2,796.37 3018 UCHR INFO TECHNOLOGY TECHNICIAN 0 28.76 -- 1 30.20 -- 2 31.71 -- 3 33.29 -- 4 34.95 -- 0269 UCHR INTERN - GRADUATE 0 17.05 -- 1 17.90 -- 2 18.80 -- 3 19.74 -- 4 20.72 -- 0267 UCHR INTERN - UNDERGRADUATE 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- 4480 PROF LANDSCAPE ARCHITECT 0 41.94 3,355.21 1 44.04 3,522.97 2 46.24 3,699.12 3 48.55 3,884.07 4 50.98 4,078.28 Page 83 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 36 of 71 6291 ACE LANDSCAPE INSPECTOR 0 35.20 2,816.37 1 36.96 2,957.19 2 38.81 3,105.05 3 40.75 3,260.31 4 42.79 3,423.32 4482 ACE LANDSCAPE PLANNER I 0 33.31 2,665.16 1 34.98 2,798.42 2 36.73 2,938.34 3 38.57 3,085.26 4 40.49 3,239.52 4483 ACE LANDSCAPE PLANNER II 0 36.65 2,931.67 1 38.48 3,078.26 2 40.40 3,232.18 3 42.42 3,393.78 4 44.54 3,563.47 5111 ACE LATENT PRINT EXAMINER 0 37.79 3,022.93 1 39.68 3,174.09 2 41.66 3,332.78 3 43.74 3,499.43 4 45.93 3,674.38 5112 UCHR LATENT PRINT EXAMINER 0 37.79 -- 1 39.68 -- 2 41.66 -- 3 43.74 -- 4 45.93 -- 2465 MMUC LAW OFFICE MANAGER 0 38.56 3,085.14 1 40.49 3,239.41 2 42.52 3,401.37 3 44.64 3,571.46 4 46.88 3,750.03 6663 ACE LEAD CUSTODIAN 0 22.31 1,784.92 1 23.43 1,874.16 2 24.60 1,967.88 3 25.83 2,066.27 4 27.12 2,169.58 Page 84 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 37 of 71 0183 CONF LEGAL ASSISTANT 0 27.99 2,239.22 1 29.39 2,351.18 2 30.86 2,468.75 3 32.40 2,592.17 4 34.02 2,721.78 7075 ACE LIBRARIAN I 0 28.21 2,256.69 1 29.62 2,369.52 2 31.10 2,488.00 3 32.66 2,612.40 4 34.29 2,743.02 7076 UCHR LIBRARIAN I 0 28.21 -- 1 29.62 -- 2 31.10 -- 3 32.66 -- 4 34.29 -- 7073 ACE LIBRARIAN II 0 31.03 2,482.35 1 32.58 2,606.48 2 34.21 2,736.80 3 35.92 2,873.64 4 37.72 3,017.32 7074 UCHR LIBRARIAN II 0 31.03 -- 1 32.58 -- 2 34.21 -- 3 35.92 -- 4 37.72 -- 7071 ACE LIBRARIAN III 0 34.13 2,730.59 1 35.84 2,867.13 2 37.63 3,010.48 3 39.51 3,161.00 4 41.49 3,319.06 7181 UCHR LIBRARY AIDE 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- Page 85 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 38 of 71 7157 ACE LIBRARY ASSISTANT 0 19.12 1,529.28 1 20.07 1,605.76 2 21.08 1,686.03 3 22.13 1,770.33 4 23.24 1,858.86 7091 ACE LIBRARY ASSOCIATE 0 24.16 1,932.84 1 25.37 2,029.48 2 26.64 2,130.96 3 27.97 2,237.51 4 29.37 2,349.40 7092 UCHR LIBRARY ASSOCIATE 0 24.16 -- 1 25.37 -- 2 26.64 -- 3 27.97 -- 4 29.37 -- 7025 MM LIBRARY DIGITAL SERVICES MGR 0 45.59 3,647.58 1 47.87 3,829.95 2 50.27 4,021.44 3 52.78 4,222.52 4 55.42 4,433.65 7029 MM LIBRARY OPERATIONS MANAGER 0 52.46 4,196.60 1 55.08 4,406.44 2 57.83 4,626.75 3 60.73 4,858.09 4 63.76 5,100.99 7121 ACE LIBRARY TECHNICIAN 0 21.98 1,758.68 1 23.08 1,846.62 2 24.24 1,938.96 3 25.45 2,035.90 4 26.72 2,137.69 7587 UCHR LIFEGUARD I 0 16.27 -- 1 17.09 -- 2 17.94 -- 3 18.84 -- 4 19.78 -- Page 86 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 39 of 71 7585 UCHR LIFEGUARD II 0 17.90 -- 1 18.80 -- 2 19.74 -- 3 20.72 -- 4 21.76 -- 6443 ACE LOCKSMITH 0 27.93 2,234.20 1 29.32 2,345.90 2 30.79 2,463.20 3 32.33 2,586.36 4 33.95 2,715.69 6377 ACE MAINTENANCE WORKER I 0 20.99 1,679.22 1 22.04 1,763.18 2 23.14 1,851.34 3 24.30 1,943.91 4 25.51 2,041.10 6379 UCHR MAINTENANCE WORKER I 0 20.99 -- 1 22.04 -- 2 23.14 -- 3 24.30 -- 4 25.51 -- 6373 ACE MAINTENANCE WORKER II 0 23.09 1,847.14 1 24.24 1,939.50 2 25.46 2,036.47 3 26.73 2,138.30 4 28.07 2,245.21 0228 CONF MANAGEMENT ANALYST I 0 31.75 2,540.11 1 33.34 2,667.11 2 35.01 2,800.47 3 36.76 2,940.50 4 38.59 3,087.51 0229 ACE MANAGEMENT ANALYST I 0 31.75 2,540.11 1 33.34 2,667.11 2 35.01 2,800.47 3 36.76 2,940.50 4 38.59 3,087.51 Page 87 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 40 of 71 0224 CONF MANAGEMENT ANALYST II 0 34.93 2,794.12 1 36.67 2,933.83 2 38.51 3,080.50 3 40.43 3,234.53 4 42.45 3,396.25 0227 ACE MANAGEMENT ANALYST II 0 34.93 2,794.12 1 36.67 2,933.83 2 38.51 3,080.50 3 40.43 3,234.53 4 42.45 3,396.25 2781 SM MARKETING & COMMUNICATIONS MGR 0 60.41 4,832.76 1 -- -- 2 62.11 4,969.08 3 -- -- 4 73.43 5,874.25 2001 MY MAYOR 0 -- -- 1 -- -- 2 -- -- 3 -- -- 4 73.35 5,868.27 6550 ACE MECHANIC ASSISTANT 0 22.53 1,802.27 1 23.65 1,892.38 2 24.84 1,987.00 3 26.08 2,086.35 4 27.38 2,190.66 5571 PROF MULTIMEDIA DESIGNER 0 34.59 2,766.88 1 36.32 2,905.23 2 38.13 3,050.49 3 40.04 3,203.01 4 42.04 3,363.16 5569 ACE MULTIMEDIA PRODUCTON SPCLST 0 28.22 2,257.24 1 29.63 2,370.10 2 31.11 2,488.61 3 32.66 2,613.04 4 34.30 2,743.69 Page 88 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 41 of 71 0160 UCHR OFFICE SPECIALIST 0 19.73 -- 1 20.72 -- 2 21.76 -- 3 22.84 -- 4 23.98 -- 0161 ACE OFFICE SPECIALIST 0 19.73 1,578.59 1 20.72 1,657.52 2 21.76 1,740.41 3 22.84 1,827.42 4 23.98 1,918.78 0162 ACE OFFICE SPECIALIST-MAYOR 0 19.73 1,578.59 1 20.72 1,657.52 2 21.76 1,740.41 3 22.84 1,827.42 4 23.98 1,918.78 6311 ACE OPEN SPACE INSPECTOR 0 35.20 2,816.37 1 36.96 2,957.19 2 38.81 3,105.05 3 40.75 3,260.31 4 42.79 3,423.32 6302 MM OPEN SPACE MANAGER 0 44.47 3,557.98 1 46.70 3,735.88 2 49.03 3,922.68 3 51.49 4,118.81 4 54.06 4,324.76 3025 MM OPERATIONS AND TELECOMM MGR 0 48.44 3,875.16 1 50.86 4,068.92 2 53.40 4,272.36 3 56.07 4,485.98 4 58.88 4,710.29 6434 ACE PAINTER 0 26.66 2,132.66 1 27.99 2,239.28 2 29.39 2,351.24 3 30.86 2,468.82 4 32.40 2,592.25 Page 89 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 42 of 71 2475 CONF PARALEGAL 0 30.04 2,403.02 1 31.54 2,523.16 2 33.12 2,649.33 3 34.77 2,781.80 4 36.51 2,920.88 2476 UCHR PARALEGAL 0 30.04 -- 1 31.54 -- 2 33.12 -- 3 34.77 -- 4 36.51 -- 5655 NIAF PARAMEDIC (NON-SAFETY) 0 18.72 1 19.66 2 20.64 3 21.67 4 22.75 5656 UCHR PARAMEDIC (NS/HRLY) 0 18.72 -- 1 19.66 -- 2 20.64 -- 3 21.67 -- 4 22.75 -- 7434 UCHR PARK RANGER 0 16.12 -- 1 16.93 -- 2 17.78 -- 3 18.67 -- 4 19.60 -- 7431 PROF PARK RANGER PROGRAM MANAGER 0 45.92 3,673.28 1 48.21 3,856.94 2 50.62 4,049.79 3 53.15 4,252.28 4 55.81 4,464.89 7441 ACE PARK RANGER SUPERVISOR 0 34.01 2,720.57 1 35.71 2,856.59 2 37.49 2,999.43 3 39.37 3,149.40 4 41.34 3,306.87 Page 90 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 43 of 71 5152 UCHR PARKING ENFORCEMENT OFFICER 0 21.24 -- 1 22.30 -- 2 23.42 -- 3 24.59 -- 4 25.82 -- 5154 ACE PARKING ENFORCEMENT OFFICER 0 21.24 1,699.41 1 22.30 1,784.38 2 23.42 1,873.60 3 24.59 1,967.27 4 25.82 2,065.64 3693 ACE PARKING METER TECHNICIAN 0 23.37 1,869.35 1 24.54 1,962.82 2 25.76 2,060.96 3 27.05 2,164.00 4 28.40 2,272.20 7407 SM PARKS & RECREATION ADM 0 60.46 4,837.00 1 63.49 5,078.84 2 66.66 5,332.79 3 69.99 5,599.42 4 73.49 5,879.39 6619 ACE PARKS MAINT WORKER I 0 21.02 1,681.52 1 22.07 1,765.59 2 23.17 1,853.87 3 24.33 1,946.57 4 25.55 2,043.90 6617 ACE PARKS MAINT WORKER II 0 23.12 1,849.67 1 24.28 1,942.15 2 25.49 2,039.27 3 26.77 2,141.22 4 28.10 2,248.28 6604 MM PARKS MANAGER 0 44.48 3,558.24 1 46.70 3,736.15 2 49.04 3,922.95 3 51.49 4,119.10 4 54.06 4,325.04 Page 91 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 44 of 71 6605 ACE PARKS SUPERVISOR 0 34.01 2,720.57 1 35.71 2,856.59 2 37.49 2,999.43 3 39.37 3,149.40 4 41.34 3,306.87 3665 CONF PAYROLL SPECIALIST 0 28.16 2,252.44 1 29.56 2,365.06 2 31.04 2,483.31 3 32.59 2,607.48 4 34.22 2,737.85 3663 CONF PAYROLL SUPERVISOR 0 33.32 2,665.99 1 34.99 2,799.30 2 36.74 2,939.26 3 38.58 3,086.22 4 40.51 3,240.54 5061 POA PEACE OFFICER 0 42.17 3,373.65 1 44.28 3,542.32 2 46.49 3,719.44 3 48.82 3,905.41 4 51.26 4,100.68 4731 MM PLAN CHECK SUPERVISOR 0 51.37 4,109.43 1 53.94 4,314.89 2 56.63 4,530.64 3 59.46 4,757.17 4 62.44 4,995.01 4753 ACE PLAN CHECK TECHNICIAN 0 30.61 2,449.02 1 32.14 2,571.47 2 33.75 2,700.04 3 35.44 2,835.05 4 37.21 2,976.80 4727 SM PLANNING MANAGER 0 63.92 5,113.63 1 -- -- 2 68.97 5,517.68 3 72.42 5,793.56 4 77.11 6,169.01 Page 92 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 45 of 71 4527 ACE PLANNING TECHNICIAN 0 25.15 2,012.24 1 26.41 2,112.83 2 27.73 2,218.47 3 29.12 2,329.40 4 30.57 2,445.87 6432 ACE PLUMBER 0 29.89 2,391.39 1 31.39 2,510.96 2 32.96 2,636.51 3 34.60 2,768.33 4 36.33 2,906.76 5025 SM POLICE ADMIN SVCS ADMINISTRATR 0 58.71 4,696.90 1 -- -- 2 -- -- 3 -- -- 4 71.36 5,708.92 5051 POA POLICE AGENT 0 46.44 3,714.92 1 48.76 3,900.67 2 51.20 4,095.70 3 53.76 4,300.47 4 56.44 4,515.49 5022 SM POLICE CAPTAIN 0 80.90 6,472.10 1 -- -- 2 -- -- 3 -- -- 4 98.33 7,866.56 5258 ACE POLICE COMM RELATIONS SPEC 0 26.87 2,149.75 1 28.22 2,257.24 2 29.63 2,370.10 3 31.11 2,488.61 4 32.66 2,613.04 5185 MM POLICE COMMUNICATIONS SYS MGR 0 54.57 4,365.61 1 57.30 4,583.89 2 60.16 4,813.09 3 63.17 5,053.74 4 66.33 5,306.43 Page 93 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 46 of 71 5187 UCHR POLICE DISPATCH CALLTAKER 0 23.88 -- 1 25.08 -- 2 26.33 -- 3 27.65 -- 4 29.03 -- 5180 UCHR POLICE DISPATCHER 0 32.85 -- 1 34.49 -- 2 36.21 -- 3 38.02 -- 4 39.92 -- 5181 ACE POLICE DISPATCHER 0 32.85 2,627.63 1 34.49 2,759.02 2 36.21 2,896.97 3 38.02 3,041.81 4 39.92 3,193.89 5183 ACE POLICE DISPATCHER SUPERVISOR 0 38.65 3,092.39 1 40.59 3,247.01 2 42.62 3,409.36 3 44.75 3,579.83 4 46.99 3,758.82 5179 ACE POLICE DISPATCHER TRAINEE 0 29.86 2,388.76 1 31.35 2,508.20 2 32.92 2,633.60 3 34.57 2,765.28 4 36.29 2,903.54 5191 ACE POLICE FACILITY & SUPPLY COORD 0 27.42 2,193.64 1 28.79 2,303.32 2 30.23 2,418.48 3 31.74 2,539.39 4 33.33 2,666.38 5031 POA POLICE LIEUTENANT 0 64.10 5,128.31 1 67.31 5,384.72 2 70.67 5,653.96 3 74.21 5,936.67 4 77.92 6,233.50 Page 94 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 47 of 71 5203 ACE POLICE RECORDS & SUPPORT SUPV 0 26.60 2,127.95 1 27.93 2,234.35 2 29.33 2,346.07 3 30.79 2,463.37 4 32.33 2,586.54 0165 ACE POLICE RECORDS SPECIALIST 0 20.11 1,609.04 1 21.12 1,689.49 2 22.17 1,773.96 3 23.28 1,862.66 4 24.45 1,955.80 0166 UCHR POLICE RECORDS SPECIALIST 0 20.11 -- 1 21.12 -- 2 22.17 -- 3 23.28 -- 4 24.45 -- 5071 ACE POLICE RECRUIT 0 31.93 2,554.55 1 33.53 2,682.26 2 35.20 2,816.37 3 36.96 2,957.19 4 38.81 3,105.05 5041 POA POLICE SERGEANT 0 53.42 4,273.27 1 56.09 4,486.94 2 58.89 4,711.29 3 61.84 4,946.84 4 64.93 5,194.19 5415 ACE POLICE SERVICES TECHNICIAN 0 25.33 2,026.01 1 26.59 2,127.31 2 27.92 2,233.69 3 29.32 2,345.36 4 30.78 2,462.64 5207 UCHR POLICE SUPPORT SERVICES AIDE 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- Page 95 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 48 of 71 5205 MM POLICE SUPPORT SERVICES MGR 0 45.53 3,642.34 1 47.81 3,824.46 2 50.20 4,015.68 3 52.71 4,216.46 4 55.34 4,427.28 5209 MM POLICE TECHNOLOGY MANAGER 0 48.44 3,875.16 1 50.86 4,068.92 2 53.40 4,272.36 3 56.07 4,485.98 4 58.88 4,710.29 5107 ACE POLICE TECHNOLOGY SPECIALIST 0 40.04 3,202.98 1 42.04 3,363.13 2 44.14 3,531.29 3 46.35 3,707.84 4 48.67 3,893.24 2013 PRUC POLICY AIDE 0 30.83 2,466.66 1 32.37 2,589.99 2 33.99 2,719.48 3 35.69 2,855.46 4 37.48 2,998.24 3629 MMCF PRINCIPAL ACCOUNTANT 0 45.13 3,610.64 1 47.39 3,791.17 2 49.76 3,980.72 3 52.25 4,179.76 4 54.86 4,388.74 6021 MM PRINCIPAL CIVIL ENGINEER 0 62.34 4,987.32 1 65.46 5,236.69 2 68.73 5,498.52 3 72.17 5,773.46 4 75.78 6,062.13 2724 MM PRINCIPAL ECON DEV SPECIALIST 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 Page 96 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 49 of 71 2724 PROF PRINCIPAL ECON DEV SPECIALIST 0 47.50 3,800.10 1 49.88 3,990.11 2 52.37 4,189.61 3 54.99 4,399.09 4 57.74 4,619.04 4486 MM PRINCIPAL LANDSCAPE ARCHITECT 0 52.43 4,194.39 1 55.05 4,404.12 2 57.80 4,624.32 3 60.69 4,855.54 4 63.73 5,098.31 7051 MM PRINCIPAL LIBRARIAN 0 45.59 3,647.58 1 47.87 3,829.95 2 50.27 4,021.44 3 52.78 4,222.52 4 55.42 4,433.65 0208 PROF PRINCIPAL MANAGEMENT ANALYST 0 47.71 3,816.44 1 50.09 4,007.26 2 52.60 4,207.62 3 55.23 4,418.01 4 57.99 4,638.91 0214 PRCF PRINCIPAL MANAGEMENT ANALYST 0 47.71 3,816.44 1 50.09 4,007.26 2 52.60 4,207.62 3 55.23 4,418.01 4 57.99 4,638.91 4431 MM PRINCIPAL PLANNER 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 4212 PROF PRINCIPAL PROJECT COORDINATOR 0 54.40 4,351.65 1 57.12 4,569.22 2 59.97 4,797.68 3 62.97 5,037.57 4 66.12 5,289.44 Page 97 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 50 of 71 7410 MM PRINCIPAL RECREATION MANAGER 0 45.86 3,668.49 1 48.15 3,851.91 2 50.56 4,044.50 3 53.08 4,246.73 4 55.74 4,459.07 6020 MM PRINCIPAL TRAFFIC ENGINEER 0 62.34 4,987.32 1 65.46 5,236.69 2 68.73 5,498.52 3 72.17 5,773.46 4 75.78 6,062.13 3717 MM PROCUREMENT SERVICES ANALYST 0 45.15 3,611.84 1 47.41 3,792.43 2 49.78 3,982.05 3 52.26 4,181.15 4 54.88 4,390.21 3721 ACE PROCUREMENT SPECIALIST 0 31.12 2,489.40 1 32.67 2,613.85 2 34.31 2,744.53 3 36.02 2,881.78 4 37.82 3,025.86 3090 PROF PROGRAMMER ANALYST 0 40.65 3,252.31 1 42.69 3,414.92 2 44.82 3,585.68 3 47.06 3,764.96 4 49.42 3,953.20 4217 ACE PROJECT COORDINATOR I 0 33.31 2,665.16 1 34.98 2,798.42 2 36.73 2,938.34 3 38.57 3,085.26 4 40.49 3,239.52 4218 UCHR PROJECT COORDINATOR I 0 33.31 -- 1 34.98 -- 2 36.73 -- 3 38.57 -- 4 40.49 -- Page 98 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 51 of 71 4215 ACE PROJECT COORDINATOR II 0 36.65 2,931.67 1 38.48 3,078.26 2 40.40 3,232.18 3 42.42 3,393.78 4 44.54 3,563.47 5127 ACE PROPERTY & EVIDENCE SPECIALIST 0 22.25 1,779.83 1 23.36 1,868.82 2 24.53 1,962.27 3 25.75 2,060.38 4 27.04 2,163.40 5128 UCHR PROPERTY & EVIDENCE SPECIALIST 0 22.25 -- 1 23.36 -- 2 24.53 -- 3 25.75 -- 4 27.04 -- 5121 ACE PROPERTY & EVIDENCE SUPERVISOR 0 29.42 2,353.82 1 30.89 2,471.52 2 32.44 2,595.09 3 34.06 2,724.85 4 35.76 2,861.09 2782 CONF PUBLIC INFORMATION SPECIALIST 0 31.32 2,505.96 1 32.89 2,631.28 2 34.54 2,762.82 3 36.26 2,900.97 4 38.08 3,046.02 2783 ACE PUBLIC INFORMATION SPECIALIST 0 31.32 2,505.96 1 32.89 2,631.28 2 34.54 2,762.82 3 36.26 2,900.97 4 38.08 3,046.02 5254 ACE PUBLIC SAFETY ANALYST 0 34.28 2,742.22 1 35.99 2,879.33 2 37.79 3,023.30 3 39.68 3,174.48 4 41.66 3,333.19 Page 99 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 52 of 71 5256 UCHR PUBLIC SAFETY ANALYST 0 34.28 -- 1 35.99 -- 2 37.79 -- 3 39.68 -- 4 41.66 -- 6123 ACE PUBLIC WORKS INSPECTOR I 0 32.00 2,560.35 1 33.60 2,688.35 2 35.28 2,822.78 3 37.05 2,963.91 4 38.90 3,112.11 6121 ACE PUBLIC WORKS INSPECTOR II 0 35.20 2,816.36 1 36.96 2,957.18 2 38.81 3,105.03 3 40.75 3,260.31 4 42.79 3,423.31 6336 MM PUBLIC WORKS MANAGER 0 46.74 3,739.43 1 49.08 3,926.40 2 51.53 4,122.72 3 54.11 4,328.86 4 56.82 4,545.30 6712 ACE PUBLIC WORKS SPECIALIST 0 25.51 2,040.85 1 26.79 2,142.88 2 28.13 2,250.02 3 29.53 2,362.52 4 31.01 2,480.67 6327 SM PUBLIC WORKS SUPERINTENDENT 0 58.78 4,702.35 1 61.72 4,937.46 2 64.80 5,184.34 3 68.04 5,443.55 4 71.45 5,715.74 6337 ACE PUBLIC WORKS SUPERVISOR 0 34.01 2,720.57 1 35.71 2,856.59 2 37.49 2,999.43 3 39.37 3,149.40 4 41.34 3,306.87 Page 100 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 53 of 71 6392 ACE PUMP MAINTENANCE SUPERVISOR 0 34.57 2,765.93 1 36.30 2,904.24 2 38.12 3,049.44 3 40.02 3,201.91 4 42.03 3,362.01 6396 ACE PUMP MAINTENANCE TECHNICIAN 0 30.06 2,405.16 1 31.57 2,525.42 2 33.15 2,651.68 3 34.80 2,784.26 4 36.54 2,923.48 5417 ACE RANGE MASTER 0 25.70 2,056.28 1 26.99 2,159.10 2 28.34 2,267.05 3 29.76 2,380.40 4 31.24 2,499.43 5418 UCHR RANGE MASTER 0 25.70 -- 1 26.99 -- 2 28.34 -- 3 29.76 -- 4 31.24 -- 2211 MM RECORDS MANAGER 0 36.26 2,900.49 1 38.07 3,045.53 2 39.97 3,197.79 3 41.97 3,357.70 4 44.07 3,525.57 2217 ACE RECORDS SPECIALIST 0 21.71 1,736.48 1 22.79 1,823.30 2 23.93 1,914.47 3 25.13 2,010.20 4 26.38 2,110.69 7605 UCHR RECREATION AIDE 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- Page 101 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 54 of 71 7603 UCHR RECREATION LEADER 0 17.83 -- 1 18.72 -- 2 19.65 -- 3 20.63 -- 4 21.67 -- 7601 UCHR RECREATION SPECIALIST 0 21.39 -- 1 22.46 -- 2 23.58 -- 3 24.76 -- 4 26.00 -- 7425 ACE RECREATION SUPERVISOR I 0 25.88 2,070.77 1 27.18 2,174.30 2 28.54 2,283.03 3 29.96 2,397.17 4 31.46 2,517.03 7426 UCHR RECREATION SUPERVISOR I 0 25.88 -- 1 27.18 -- 2 28.54 -- 3 29.96 -- 4 31.46 -- 7423 ACE RECREATION SUPERVISOR II 0 28.47 2,277.84 1 29.90 2,391.74 2 31.39 2,511.32 3 32.96 2,636.89 4 34.61 2,768.74 7422 ACE RECREATION SUPERVISOR III 0 32.74 2,619.52 1 34.38 2,750.50 2 36.10 2,888.03 3 37.91 3,032.42 4 39.80 3,184.04 2742 ACE RECYCLING SPECIALIST I 0 25.27 2,021.74 1 26.54 2,122.83 2 27.86 2,228.98 3 29.26 2,340.41 4 30.72 2,457.44 Page 102 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 55 of 71 2744 ACE RECYCLING SPECIALIST II 0 27.80 2,223.92 1 29.19 2,335.13 2 30.65 2,451.87 3 32.18 2,574.47 4 33.79 2,703.19 5307 ACE REGISTERED VETERINARY TECH 0 24.13 1,930.56 1 25.34 2,027.09 2 26.61 2,128.45 3 27.94 2,234.88 4 29.33 2,346.63 5312 UCHR REGISTERED VETERINARY TECH 0 24.13 -- 1 25.34 -- 2 26.61 -- 3 27.94 -- 4 29.33 -- 9903 UCHR RET ANNT - HOMELESS SOL COORD 0 37.77 -- 1 39.66 -- 2 41.64 -- 3 43.72 -- 4 45.91 -- 3689 SM REVENUE MANAGER 0 56.57 4,525.50 1 59.40 4,751.77 2 62.37 4,989.36 3 65.49 5,238.83 4 68.76 5,500.78 3367 PRCF RISK MANAGEMENT SPECIALIST 0 38.48 3,078.08 1 40.40 3,231.98 2 42.42 3,393.59 3 44.54 3,563.27 4 46.77 3,741.43 0231 UCHR SEASONAL ASSISTANT 0 15.50 -- 1 16.28 -- 2 17.09 -- 3 17.94 -- 4 18.84 -- Page 103 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 56 of 71 0171 ACE SECRETARY 0 21.71 1,736.48 1 22.79 1,823.30 2 23.93 1,914.47 3 25.13 2,010.20 4 26.38 2,110.69 3630 MMCF SENIOR ACCOUNTANT 0 40.66 3,252.61 1 42.69 3,415.24 2 44.82 3,585.99 3 47.07 3,765.30 4 49.42 3,953.56 3632 UCHR SENIOR ACCOUNTANT 0 40.66 -- 1 42.69 -- 2 44.82 -- 3 47.07 -- 4 49.42 -- 3651 ACE SENIOR ACCOUNTING ASSISTANT 0 25.79 2,063.34 1 27.08 2,166.50 2 28.44 2,274.84 3 29.86 2,388.60 4 31.35 2,508.02 0185 ACE SENIOR ADMIN SECRETARY 0 30.49 2,438.99 1 32.01 2,560.93 2 33.61 2,688.99 3 35.29 2,823.41 4 37.06 2,964.59 5345 ACE SENIOR ANIMAL CARE SPECIALIST 0 23.13 1,850.12 1 24.28 1,942.63 2 25.50 2,039.76 3 26.77 2,141.75 4 28.11 2,248.83 3089 PROF SENIOR APPLICATION SUPP SPEC 0 45.04 3,602.83 1 47.29 3,782.98 2 49.65 3,972.12 3 52.13 4,170.74 4 54.74 4,379.27 Page 104 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 57 of 71 2403 SM SENIOR ASSISTANT CITY ATTORNEY 0 83.12 6,649.90 1 87.28 6,982.40 2 91.64 7,331.52 3 96.23 7,698.10 4 101.04 8,083.00 4781 ACE SENIOR BUILDING INSPECTOR 0 40.49 3,238.81 1 42.51 3,400.76 2 44.64 3,570.80 3 46.87 3,749.34 4 49.21 3,936.79 4507 ACE SENIOR BUSINESS LICENSE REP 0 25.79 2,063.34 1 27.08 2,166.50 2 28.44 2,274.84 3 29.86 2,388.60 4 31.35 2,508.02 6019 WCE SENIOR CIVIL ENGINEER 0 53.10 4,247.91 1 55.75 4,460.31 2 58.54 4,683.32 3 61.47 4,917.49 4 64.54 5,163.36 4763 ACE SENIOR CODE ENFORCEMNT OFFICER 0 38.68 3,094.59 1 40.62 3,249.31 2 42.65 3,411.79 3 44.78 3,582.36 4 47.02 3,761.49 6204 ACE SENIOR CONSERVATION SPECIALIST 0 31.97 2,557.53 1 33.57 2,685.41 2 35.25 2,819.67 3 37.01 2,960.65 4 38.86 3,108.69 2025 UCHR SENIOR COUNCIL ASSISTANT 0 28.66 -- 1 30.10 -- 2 31.60 -- 3 33.18 -- 4 34.84 -- Page 105 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 58 of 71 2027 CONF SENIOR COUNCIL ASSISTANT 0 23.80 1,903.84 1 24.99 1,999.03 2 26.24 2,098.98 3 27.55 2,203.92 4 28.93 2,314.13 2725 PROF SENIOR ECON DEVELOPMENT SPEC 0 45.92 3,673.28 1 48.21 3,856.94 2 50.62 4,049.79 3 53.15 4,252.28 4 55.81 4,464.89 6442 ACE SENIOR ELECTRICIAN 0 34.38 2,750.10 1 36.10 2,887.61 2 37.90 3,031.99 3 39.79 3,183.58 4 41.78 3,342.76 6471 ACE SENIOR ELECTRONICS TECHNICIAN 0 37.81 3,025.12 1 39.70 3,176.37 2 41.69 3,335.19 3 43.77 3,501.95 4 45.96 3,677.04 6059 ACE SENIOR ENGINEERING TECHNICIAN 0 35.20 2,816.36 1 36.96 2,957.18 2 38.81 3,105.03 3 40.75 3,260.31 4 42.79 3,423.31 6512 ACE SENIOR EQUIPMENT MECHANIC 0 33.07 2,645.68 1 34.72 2,777.96 2 36.46 2,916.85 3 38.28 3,062.69 4 40.20 3,215.83 5529 IAFF SENIOR FIRE INSPECTOR/INVESTIG 0 43.11 3,448.41 1 45.26 3,620.82 2 47.52 3,801.87 3 49.90 3,991.97 4 52.39 4,191.55 Page 106 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 59 of 71 0175 ACE SENIOR FISCAL OFFICE SPECIALST 0 22.79 1,823.29 1 23.93 1,914.46 2 25.13 2,010.19 3 26.38 2,110.69 4 27.70 2,216.23 0176 UCHR SENIOR FISCAL OFFICE SPECIALST 0 22.79 -- 1 23.93 -- 2 25.13 -- 3 26.38 -- 4 27.70 -- 3073 ACE SENIOR GIS ANALYST 0 36.76 2,941.15 1 38.60 3,088.21 2 40.53 3,242.62 3 42.56 3,404.75 4 44.69 3,574.99 2764 PROF SENIOR GRAPHIC DESIGNER 0 37.91 3,032.45 1 39.80 3,184.07 2 41.79 3,343.28 3 43.88 3,510.44 4 46.07 3,685.95 3308 PRCF SENIOR HR ANALYST 0 42.38 3,390.24 1 44.50 3,559.75 2 46.72 3,737.74 3 49.06 3,924.62 4 51.51 4,120.86 3313 UCHR SENIOR HR ANALYST 0 42.38 -- 1 44.50 -- 2 46.72 -- 3 49.06 -- 4 51.51 -- 3316 CONF SENIOR HR TECHNICIAN 0 30.69 2,455.28 1 32.23 2,578.05 2 33.84 2,706.96 3 35.53 2,842.30 4 37.31 2,984.42 Page 107 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 60 of 71 6441 ACE SENIOR HVAC TECHNICIAN 0 34.38 2,750.10 1 36.10 2,887.61 2 37.90 3,031.99 3 39.79 3,183.58 4 41.78 3,342.76 3012 PROF SENIOR INFO TECH SUPPORT SPEC 0 39.79 3,182.82 1 41.77 3,341.96 2 43.86 3,509.06 3 46.06 3,684.51 4 48.36 3,868.73 3031 PROF SENIOR ITS/POL SPEC II (T) 0 43.84 3,507.35 1 46.03 3,682.72 2 48.34 3,866.86 3 50.75 4,060.20 4 53.29 4,263.21 6285 WCE SENIOR LAND SURVEYOR 0 53.10 4,247.91 1 55.75 4,460.31 2 58.54 4,683.32 3 61.47 4,917.49 4 64.54 5,163.36 6295 ACE SENIOR LANDSCAPE INSPECTOR 0 40.49 3,238.83 1 42.51 3,400.77 2 44.64 3,570.81 3 46.87 3,749.35 4 49.21 3,936.81 5110 ACE SENIOR LATENT PRINT EXAMINER 0 43.45 3,476.36 1 45.63 3,650.19 2 47.91 3,832.69 3 50.30 4,024.34 4 52.82 4,225.54 2463 CONF SENIOR LEGAL ASSISTANT 0 30.79 2,463.14 1 32.33 2,586.28 2 33.95 2,715.60 3 35.64 2,851.38 4 37.42 2,993.96 Page 108 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 61 of 71 7053 MM SENIOR LIBRARIAN 0 36.38 2,910.37 1 38.20 3,055.89 2 40.11 3,208.69 3 42.11 3,369.12 4 44.22 3,537.57 7589 UCHR SENIOR LIFEGUARD 0 19.69 -- 1 20.67 -- 2 21.71 -- 3 22.79 -- 4 23.93 -- 6371 ACE SENIOR MAINTENANCE WORKER 0 27.71 2,216.57 1 29.09 2,327.40 2 30.55 2,443.77 3 32.07 2,565.96 4 33.68 2,694.26 0206 PROF SENIOR MANAGEMENT ANALYST 0 43.37 3,469.49 1 45.54 3,642.97 2 47.81 3,825.11 3 50.20 4,016.37 4 52.71 4,217.19 0226 PRCF SENIOR MANAGEMENT ANALYST 0 43.37 3,469.49 1 45.54 3,642.97 2 47.81 3,825.11 3 50.20 4,016.37 4 52.71 4,217.19 3051 PROF SENIOR NETWORK ENGINEER 0 53.48 4,278.50 1 56.16 4,492.44 2 58.96 4,717.06 3 61.91 4,952.91 4 65.01 5,200.55 0173 ACE SENIOR OFFICE SPECIALIST 0 21.71 1,736.48 1 22.79 1,823.30 2 23.93 1,914.47 3 25.13 2,010.20 4 26.38 2,110.69 Page 109 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 62 of 71 0174 UCHR SENIOR OFFICE SPECIALIST 0 21.71 -- 1 22.79 -- 2 23.93 -- 3 25.13 -- 4 26.38 -- 6309 ACE SENIOR OPEN SPACE INSPECTOR 0 40.49 3,238.83 1 42.51 3,400.77 2 44.64 3,570.81 3 46.87 3,749.35 4 49.21 3,936.81 7439 ACE SENIOR PARK RANGER 0 27.71 2,216.57 1 29.09 2,327.40 2 30.55 2,443.77 3 32.07 2,565.96 4 33.68 2,694.26 5157 ACE SENIOR PARKING ENFORCEMENT OFF 0 23.37 1,869.35 1 24.54 1,962.82 2 25.76 2,060.96 3 27.05 2,164.00 4 28.40 2,272.20 6615 ACE SENIOR PARKS MAINT WORKER 0 27.75 2,219.60 1 29.13 2,330.59 2 30.59 2,447.11 3 32.12 2,569.47 4 33.72 2,697.94 4746 WCE SENIOR PLAN CHECK ENGINEER 0 49.22 3,937.23 1 51.68 4,134.09 2 54.26 4,340.79 3 56.97 4,557.84 4 59.82 4,785.73 4751 ACE SENIOR PLAN CHECK TECHNICIAN 0 35.20 2,816.36 1 36.96 2,957.18 2 38.81 3,105.03 3 40.75 3,260.31 4 42.79 3,423.31 Page 110 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 63 of 71 4432 PROF SENIOR PLANNER 0 45.92 3,673.28 1 48.21 3,856.94 2 50.62 4,049.79 3 53.15 4,252.28 4 55.81 4,464.89 4434 UCHR SENIOR PLANNER 0 45.92 -- 1 48.21 -- 2 50.62 -- 3 53.15 -- 4 55.81 -- 4529 ACE SENIOR PLANNING TECHNICIAN 0 28.93 2,314.05 1 30.37 2,429.76 2 31.89 2,551.25 3 33.49 2,678.81 4 35.16 2,812.76 0135 ACE SENIOR POLICE RECORDS SPEC 0 23.13 1,850.39 1 24.29 1,942.92 2 25.50 2,040.06 3 26.78 2,142.06 4 28.11 2,249.16 0136 UCHR SENIOR POLICE RECORDS SPEC 0 23.13 -- 1 24.29 -- 2 25.50 -- 3 26.78 -- 4 28.11 -- 3728 PROF SENIOR PROCUREMENT SPECIALIST 0 36.36 2,909.16 1 38.18 3,054.62 2 40.09 3,207.35 3 42.10 3,367.72 4 44.20 3,536.11 3091 PROF SENIOR PROGRAMMER ANALYST 0 46.35 3,707.71 1 48.66 3,893.11 2 51.10 4,087.76 3 53.65 4,292.15 4 56.33 4,506.75 Page 111 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 64 of 71 4214 PROF SENIOR PROJECT COORDINATOR 0 45.92 3,673.28 1 48.21 3,856.94 2 50.62 4,049.79 3 53.15 4,252.28 4 55.81 4,464.89 5125 ACE SENIOR PROPRTY & EVIDENCE SPEC 0 25.59 2,046.80 1 26.86 2,149.15 2 28.21 2,256.61 3 29.62 2,369.43 4 31.10 2,487.90 5248 UCHR SENIOR PUBLIC SAFETY ANALYST 0 43.37 -- 1 45.54 -- 2 47.81 -- 3 50.20 -- 4 52.71 -- 5260 PROF SENIOR PUBLIC SAFETY ANALYST 0 43.37 3,469.49 1 45.54 3,642.97 2 47.81 3,825.11 3 50.20 4,016.37 4 52.71 4,217.19 6101 ACE SENIOR PUBLIC WORKS INSPECTOR 0 40.49 3,238.82 1 42.51 3,400.77 2 44.64 3,570.81 3 46.87 3,749.35 4 49.21 3,936.80 6702 ACE SENIOR PUBLIC WORKS SPECIALIST 0 30.61 2,449.01 1 32.14 2,571.46 2 33.75 2,700.03 3 35.44 2,835.03 4 37.21 2,976.79 2215 ACE SENIOR RECORDS SPECIALIST 0 24.96 1,996.95 1 26.21 2,096.79 2 27.52 2,201.63 3 28.90 2,311.72 4 30.34 2,427.30 Page 112 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 65 of 71 2746 ACE SENIOR RECYCLING SPECIALIST 0 31.97 2,557.53 1 33.57 2,685.41 2 35.25 2,819.67 3 37.01 2,960.65 4 38.86 3,108.69 3365 PRCF SENIOR RISK MANAGEMENT SPEC 0 44.25 3,539.80 1 46.46 3,716.79 2 48.78 3,902.62 3 51.22 4,097.76 4 53.78 4,302.65 0177 ACE SENIOR SECRETARY 0 23.88 1,910.12 1 25.07 2,005.64 2 26.32 2,105.91 3 27.64 2,211.22 4 29.02 2,321.78 6573 ACE SENIOR TREE TRIMMER 0 30.52 2,441.56 1 32.05 2,563.65 2 33.65 2,691.82 3 35.33 2,826.42 4 37.10 2,967.74 2779 PROF SENIOR WEBMASTER 0 38.04 3,043.57 1 39.95 3,195.73 2 41.94 3,355.53 3 44.04 3,523.31 4 46.24 3,699.48 6169 ACE SIGNAL SYSTEMS ENGINEER I 0 36.79 2,943.50 1 38.63 3,090.66 2 40.57 3,245.20 3 42.59 3,407.47 4 44.72 3,577.83 6170 ACE SIGNAL SYSTEMS ENGINEER II 0 40.47 3,237.84 1 42.50 3,399.74 2 44.62 3,569.71 3 46.85 3,748.20 4 49.20 3,935.61 Page 113 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 66 of 71 6355 ACE SIGNING AND STRIPING SUPV 0 34.01 2,720.57 1 35.71 2,856.59 2 37.49 2,999.43 3 39.37 3,149.40 4 41.34 3,306.87 2751 SM SPECIAL PROJECTS MGR 0 49.72 3,977.42 1 50.98 4,078.27 2 53.53 4,282.18 3 56.20 4,496.29 4 60.43 4,834.56 3734 ACE STOREKEEPER 0 23.09 1,847.14 1 24.24 1,939.50 2 25.46 2,036.47 3 26.73 2,138.30 4 28.07 2,245.21 3732 ACE STOREKEEPER SUPERVISOR 0 27.71 2,216.57 1 29.09 2,327.40 2 30.55 2,443.77 3 32.07 2,565.96 4 33.68 2,694.26 6127 ACE STORMWATER COMPLNCE INSP I 0 29.87 2,389.36 1 31.36 2,508.83 2 32.93 2,634.27 3 34.57 2,765.99 4 36.30 2,904.29 6125 ACE STORMWATER COMPLNCE INSP II 0 32.85 2,628.30 1 34.50 2,759.71 2 36.22 2,897.70 3 38.03 3,042.59 4 39.93 3,194.71 6137 ACE STORMWATER ENV SPECIALIST I 0 33.46 2,676.71 1 35.13 2,810.56 2 36.89 2,951.08 3 38.73 3,098.64 4 40.67 3,253.58 Page 114 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 67 of 71 6135 ACE STORMWATER ENV SPECIALIST II 0 36.81 2,944.40 1 38.65 3,091.62 2 40.58 3,246.20 3 42.61 3,408.49 4 44.74 3,578.94 6131 MM STORMWATER PROGRAM MANAGER 0 50.67 4,053.85 1 53.21 4,256.54 2 55.87 4,469.36 3 58.66 4,692.84 4 61.59 4,927.48 5241 MM SUPRVSNG PUBLIC SAFETY ANALYST 0 49.87 3,989.91 1 52.37 4,189.42 2 54.99 4,398.88 3 57.74 4,618.83 4 60.62 4,849.76 6151 ACE SURVEY TECHNICIAN I 0 27.83 2,226.37 1 29.22 2,337.69 2 30.68 2,454.57 3 32.22 2,577.31 4 33.83 2,706.18 6141 ACE SURVEY TECHNICIAN II 0 30.61 2,449.01 1 32.14 2,571.46 2 33.75 2,700.03 3 35.44 2,835.03 4 37.21 2,976.79 3015 PROF SYSTEMS/DATABASE ADMINISTRATOR 0 42.34 3,386.83 1 44.45 3,556.18 2 46.67 3,733.98 3 49.01 3,920.69 4 51.46 4,116.71 3027 ACE TELECOMMUNICATIONS SPECIALIST 0 25.76 2,060.45 1 27.04 2,163.47 2 28.40 2,271.64 3 29.82 2,385.22 4 31.31 2,504.49 Page 115 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 68 of 71 7503 UCHR TINY TOT AIDE 0 17.83 -- 1 18.72 -- 2 19.65 -- 3 20.63 -- 4 21.67 -- 7505 UCHR TINY TOT SPECIALIST 0 21.39 -- 1 22.46 -- 2 23.58 -- 3 24.76 -- 4 26.00 -- 5155 UCHR TRAFFIC CONTROL ASSISTANT 0 15.69 -- 1 16.48 -- 2 17.30 -- 3 18.17 -- 4 19.08 -- 5293 UCHR TRAFFIC OFFICER 0 15.69 -- 1 16.48 -- 2 17.30 -- 3 18.17 -- 4 19.08 -- 6187 ACE TRAFFIC SIGNAL & LIGHT TECH I 0 29.32 2,345.97 1 30.79 2,463.27 2 32.33 2,586.43 3 33.95 2,715.75 4 35.64 2,851.54 6185 ACE TRAFFIC SIGNAL & LIGHT TECH II 0 32.26 2,580.57 1 33.87 2,709.59 2 35.56 2,845.08 3 37.34 2,987.31 4 39.21 3,136.69 6181 ACE TRAFFIC SIGNAL & LIGHTING SUPV 0 37.10 2,967.65 1 38.95 3,116.04 2 40.90 3,271.83 3 42.94 3,435.43 4 45.09 3,607.18 Page 116 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 69 of 71 5262 ACE TRAINING PROGRAM SPECIALIST 0 26.87 2,149.75 1 28.22 2,257.24 2 29.63 2,370.10 3 31.11 2,488.61 4 32.66 2,613.04 6031 WCE TRANSPORTATION ENGR W CERT 0 53.10 4,247.91 1 55.75 4,460.31 2 58.54 4,683.32 3 61.47 4,917.49 4 64.54 5,163.36 6033 WCE TRANSPORTATION ENGR W/O CERT 0 50.57 4,045.64 1 53.10 4,247.92 2 55.75 4,460.32 3 58.54 4,683.33 4 61.47 4,917.50 6575 ACE TREE TRIMMER 0 25.43 2,034.63 1 26.70 2,136.37 2 28.04 2,243.18 3 29.44 2,355.34 4 30.91 2,473.11 6572 ACE TREE TRIMMER SUPERVISOR 0 35.10 2,807.79 1 36.85 2,948.19 2 38.70 3,095.60 3 40.63 3,250.38 4 42.66 3,412.90 5308 UCHR VETERINARIAN 0 46.77 -- 1 49.11 -- 2 51.57 -- 3 54.15 -- 4 56.85 -- 5322 UCHR VETERINARIAN (PERMITTED) 0 66.13 -- 1 69.44 -- 2 72.91 -- 3 76.56 -- 4 80.39 -- Page 117 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 70 of 71 5331 PROF VETERINARIAN (PERMITTED) 0 60.50 4,840.26 1 63.53 5,082.26 2 66.70 5,336.39 3 70.04 5,603.21 4 73.54 5,883.36 5335 PROF VETERINARIAN I 0 42.97 3,437.68 1 45.12 3,609.57 2 47.38 3,790.04 3 49.74 3,979.54 4 52.23 4,178.52 5333 PROF VETERINARIAN II 0 49.42 3,953.33 1 51.89 4,150.98 2 54.48 4,358.54 3 57.21 4,576.46 4 60.07 4,805.29 5334 UCHR VETERINARIAN II 0 49.42 -- 1 51.89 -- 2 54.48 -- 3 57.21 -- 4 60.07 -- 5323 UCHR VETERINARY ASSISTANT 0 20.11 -- 1 21.12 -- 2 22.17 -- 3 23.28 -- 4 24.44 -- 5325 ACE VETERINARY ASSISTANT 0 20.11 1,608.82 1 21.12 1,689.25 2 22.17 1,773.71 3 23.28 1,862.41 4 24.44 1,955.52 3029 ACE VOIP/VIDEOCONF SPECIALIST 0 34.51 2,760.67 1 36.23 2,898.71 2 38.05 3,043.64 3 39.95 3,195.82 4 41.95 3,355.62 Page 118 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Fiscal Year 2022-2023 Compensation Schedule Effective March 10, 2023 Job BU Position Title Step Hourly Period Step 0 = Step A, Step 1 = Step B, Step 2 = Step C, Step 3 = Step D, Step 4 = Step E Period rate shown is based on an 80‐hour per pay period, with exception of sworn Fire positions with an A or B designation. Approved and Adopted: Resolution No. Page 71 of 71 7131 ACE VOLUNTEER COORDINATOR 0 21.98 1,758.68 1 23.08 1,846.62 2 24.24 1,938.96 3 25.45 2,035.90 4 26.72 2,137.69 2777 ACE WEBMASTER 0 33.09 2,647.10 1 34.74 2,779.45 2 36.48 2,918.43 3 38.30 3,064.34 4 40.22 3,217.56 Revised July 12, 2022 (Effective July 1, 2022) August 9, 2022 (Effective August 12, 2022 | FA IVDC-LECC Executive Director salary effective January 1, 2022; Mayor, City Attorney and Councilperson salaries effective July 1, 2022) October 18, 2022 (Effective October 21, 2022) November 9, 2022 (Effective November 18, 2022) December 6, 2022 (Effective December 16, 2022) December 6, 2022 (Effective December 30, 2022) December 20, 2022 (Effective December 30, 2022 | Mayor, City Attorney and Councilperson salaries effective July 1, 2022) December 20, 2022 (Effective January 13, 2023) January 24, 2023 (Effective January 27, 2023) March 7, 2023 (Effective March 10, 2023) Page 119 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX EXHIBIT 1 OFFICIALS REQUIRED TO FILE PURSUANT TO GOVERNMENT CODE §§ 87200, et seq. The following officials shall file periodic statements disclosing certain economic interests (commonly referred to as “700 Forms”) with the Fair Political Practices Commission, as required by California Government Code §§87200 – 87210: Mayor City Councilmember City Manager City Attorney Director of Finance/City Treasurer Planning Commission Member Candidate for Elective Office In addition, each official falling within any of the above-listed categories, except “Candidates for Elective Office,” is required to comply with the ethics training requirements of California Government Code §§53234, et seq. DESIGNATED EMPLOYEES REQUIRED TO FILE UNDER THE CITY OF CHULA VISTA CONFLICT OF INTEREST CODE Each City employee whose position title is listed below shall file a 700 Form under the designated disclosure category (as set forth in Chula Vista Municipal Code §2.02.030) and is required to comply with the ethics training requirements of California Government Code §§53234, et seq. Where “Full Disclosure” is indicated, it implies that the disclosure categories are 1, 2, 5, and 7. Position Title ................................................................................................ Disclosure Category Administrative Services Manager .......................................................................................... 1, 2, 5 Animal Care Facility Manager............................................................................................ 1, 3, 6,7 Assistant Chief of Police ......................................................................................... Full Disclosure Assistant City Attorney Series Senior Assistant City Attorney ................................................................... Full Disclosure Assistant City Attorney ............................................................................... Full Disclosure Assistant City Clerk ............................................................................................................... 1, 2, 6 Assistant City Manager ........................................................................................... Full Disclosure Assistant Director of Development Services ..................................................................... 1, 2, 6, 7 Page 120 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Position Title ................................................................................................ Disclosure Category Assistant Director of Engineering .......................................................................................... 1, 2, 5 Assistant Director of Finance.................................................................................. Full Disclosure Assistant Director of Human Resources ................................................................................ 1, 3, 5 Assistant Director of Public Works ....................................................................................... 1, 2, 5 Assistant Director of Recreation ........................................................................................ 1, 2, 6, 7 Benefits Manager ........................................................................................................................... 5 Budget & Analysis Manager ................................................................................... Full Disclosure Building Inspection Manager ......................................................................................................... 3 Building Inspector Series Senior Building Inspector .............................................................................................. 3, 4 Building Inspector (all levels) ............................................................................................ 3 Building Official ........................................................................................................................ 1, 2 Building Official/Code Enforcement Manager .......................................................................... 1, 2 Building Project Manager ...................................................................................................... 3, 4, 5 Building Services Manager .................................................................................................... 1, 2, 5 Building Services Supervisor ......................................................................................................... 6 Chief of Police ........................................................................................................ Full Disclosure Chief of Staff........................................................................................................... Full Disclosure Chief Sustainability Officer ............................................................................................... 1, 2, 6, 7 City Attorney Investigator ...................................................................................... Full Disclosure City Clerk ............................................................................................................................... 1, 2, 6 City Clerk Analyst (excluding hourly) .......................................................................................... 6 City Librarian ......................................................................................................................... 2, 6, 7 Civil Engineer Series Principal Civil Engineer ............................................................................................. 3, 4, 5 Senior Civil Engineer ................................................................................................. 3, 4, 5 Associate Civil Engineer.................................................................................................... 3 Code Enforcement Series Senior Code Enforcement Officer ................................................................................. 3, 4 Code Enforcement Officer (all levels) ............................................................................... 3 Collections Supervisor ................................................................................................................... 3 Page 121 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Communication/Special Events Coordinator ............................................................................. 5, 7 Community Engagement Specialist ........................................................................................... 5, 6 Constituent Services Manager ................................................................................ Full Disclosure Construction & Repair Supervisor ................................................................................................. 6 Council Assistant Series Senior Council Assistant ............................................................................. Full Disclosure Council Assistant ........................................................................................ Full Disclosure Deputy City Attorney (all levels) ............................................................................ Full Disclosure Deputy City Manager .............................................................................................. Full Disclosure Deputy Fire Chief .................................................................................................................. 1, 2, 6 Development Automation Specialist ..................................................................................... 3, 4, 5 Development Project Manager .......................................................................................... 1, 2, 6, 7 Development Services Counter Manager .................................................................................. 3, 4 Director of Animal Services .............................................................................................. 1, 3, 6, 7 Director of Development Services ..................................................................................... 1, 2, 6, 7 Director of Community Services ............................................................................ Full Disclosure Director of Economic Development .................................................................................. 1, 2, 6, 7 Director of Engineering/City Engineer .............................................................................. 1, 2, 6, 7 Director of Housing & Homeless Services ............................................................. Full Disclosure Director of Human Resources/Risk Management ................................................................. 1, 3, 5 Director of Information Technology Services ............................................................................... 6 Director of Public Works ....................................................................................................... 1, 2, 5 Economic Development Specialist Series Principal Economic Development Specialist ............................................................. 1, 2, 7 Senior Economic Development Specialist ................................................................. 1, 2, 7 Economic Development Manager ...................................................................................... 1, 2, 6, 7 Emergency Services Manager ........................................................................................................ 5 Engineer Series Associate Engineer......................................................................................................... 3, 4 Assistant Engineer ......................................................................................................... 3, 4 Fire Inventory Specialist ................................................................................................................ 6 Environmental Services Manager .......................................................................................... 3, 6, 7 Page 122 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Environmental Sustainability Manager.................................................................................. 3, 6, 7 Facilities Financing Manager ............................................................................................. 1, 2, 6, 7 Facilities Manager .......................................................................................................................... 5 Finance Manager (including with CPA) ................................................................. Full Disclosure Fire Battalion Chief (all designations) ........................................................................................... 6 Fire Captain (C only; including hourly; excluding when assigned to the academy) ..................... 6 Fire Chief ............................................................................................................................... 1, 2, 6 Fire Division Chief ................................................................................................................ 1, 2, 6 Fire Inspector/Investigator Series Senior Fire Inspector/Investigator .................................................................................. 3, 4 Fire Inspector/Investigator (all levels) ........................................................................... 3, 4 Fire Prevention Engineer/Investigator ....................................................................................... 3, 4 Fire Prevention Aide ...................................................................................................................... 3 Fire Prevention Specialist .......................................................................................................... 3, 4 Fiscal and Management Analyst .................................................................................................... 5 Fiscal Debt Management Analyst .................................................................................................. 5 Fleet Inventory Control Specialist ................................................................................................. 5 Fleet Manager ................................................................................................................................ 5 Fleet Supervisor ............................................................................................................................. 5 Homeless Solutions Manager ............................................................................................ 1, 2, 6, 7 Housing Manager ............................................................................................................... 1, 2, 6, 7 Human Resources Manager ....................................................................................................... 5, 7 Information Technology Manager ................................................................................................. 6 Information Technology Project Manager ..................................................................................... 6 Land Surveyor Series Associate Land Surveyor ............................................................................................... 3, 4 Senior Land Surveyor .................................................................................................... 4, 5 Landscape Architect Series Principal Landscape Architect ....................................................................................... 1, 2 Senior Landscape Inspector ........................................................................................... 3, 4 Landscape Architect....................................................................................................... 3, 4 Landscape Planner (all levels) ................................................................................................... 3, 4 Page 123 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Law Office Manager ...................................................................................................................... 6 Librarian Series Principal Librarian ......................................................................................................... 6, 7 Senior Librarian ............................................................................................................. 6, 7 Librarian III (excluding hourly) ......................................................................................... 6 Library Digital Services Manager .................................................................................................. 6 Management Analyst Series Principal Management Analyst (when assigned to Housing & Public Works) ......... 3, 5, 7 Principal Management Analyst (all assignments unless otherwise noted) .................... 3, 5 Senior Management Analyst (all assignments unless otherwise noted) ........................ 5, 7 Senior Management Analyst (when assigned to Finance and Parks & Recreation) .......... 5 Management Analyst (all levels, assigned to Finance, Fire, Development Services, & Police) ................................................................................................................................ 5 Management Analyst (all levels, all assignments unless otherwise noted) ....................... 6 Marketing and Communications Manager................................................................................. 3, 5 Open Space Inspector Series Senior Open Space Inspector ......................................................................................... 3, 5 Open Space Inspector .................................................................................................... 3, 5 Open Space Manager ................................................................................................................. 3, 5 Park Ranger Program Manager ................................................................................................. 3, 5 Park Ranger Series Senior Park Ranger ............................................................................................................ 3 Park Ranger (excluding hourly) ........................................................................................ 3 Park Ranger Supervisor ................................................................................................................. 3 Parks and Recreation Administrator ....................................................................... Full Disclosure Parks Manager ....................................................................................................................... 3, 4, 5 Plan Check Engineer Series Senior Plan Check Engineer .......................................................................................... 3, 4 Assistant Plan Check Engineer ...................................................................................... 1, 2 Associate Plan Check Engineer ..................................................................................... 1, 2 Plan Check Supervisor ............................................................................................................... 1, 2 Page 124 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Planner Series Principal Planner ............................................................................................................ 1, 2 Senior Planner ................................................................................................................ 1, 2 Assistant Planner ............................................................................................................ 3, 4 Associate Planner ........................................................................................................... 3, 4 Planning Manager ...................................................................................................................... 1, 2 Police Administrative Services Administrator........................................................ Full Disclosure Police Captain ......................................................................................................... Full Disclosure Police Facility and Supply Coordinator ......................................................................................... 6 Police Technology Manager ...................................................................................................... 3, 6 Policy Aide.............................................................................................................. Full Disclosure Principal Accountant ...................................................................................................................... 5 Principal Recreation Manager........................................................................................................ 6 Principal Traffic Engineer ...................................................................................................... 3, 4, 5 Procurement Services Analyst ................................................................................ Full Disclosure Procurement Specialist Series Senior Procurement Specialist .................................................................... Full Disclosure Procurement Specialist....................................................................................................... 5 Project Coordinator Series Principal Project Coordinator .................................................................................... 1, 2, 7 Senior Project Coordinator ........................................................................................ 1, 2, 7 Project Coordinator (all levels) ...................................................................................... 2, 7 Public Works Inspector Series Senior Public Works Inspector .................................................................................. 3, 4, 5 Public Works Inspector (all levels) ............................................................................ 3, 4, 5 Public Works Manager .......................................................................................................... 1, 2, 5 Public Works Superintendent ................................................................................................ 1, 2, 5 Public Works Supervisor ....................................................................................................... 1, 2, 5 Purchasing Agent .................................................................................................... Full Disclosure Revenue Manager ................................................................................................... Full Disclosure Risk Management Specialist Series Senior Risk Management Specialist .............................................................................. 1, 2 Page 125 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX Risk Management Specialist .......................................................................................... 1, 2 Risk Manager ............................................................................................................................. 1, 2 Senior Electronics Technician ....................................................................................................... 5 Senior Graphic Designer ................................................................................................................ 5 Senior Land Surveyor ................................................................................................................ 4, 5 Senior Public Works Inspector .............................................................................................. 3, 4, 5 Senior Risk Management Specialist .......................................................................................... 1, 2 Smart Technology Officer ......................................................................................................... 3, 6 Special Events Manager .......................................................................................... Full Disclosure Special Projects Manager ........................................................................................ Full Disclosure Stormwater Compliance Inspector II ............................................................................................. 3 Stormwater Environmental Specialist (all levels).......................................................................... 3 Stormwater Program Manager ............................................................................................... 3, 4, 5 Supervising Public Safety Analyst............................................................................................. 3, 6 Traffic Signal & Lighting Supervisor .................................................................................... 3, 4, 5 Transportation Engineer (with Cert. and without Cert.) ........................................................ 3, 4, 5 Veterinarian (Permitted, all levels, except hourly) ........................................................................ 6 Boards and Commissions Member: Board of Appeals and Advisors Member....................................................................... 2, 5 Board of Ethics Member ................................................................................................ 1, 2 Civil Service Commission Member ................................................................................... 3 Charter Review Commission Member....................................................................... 1, 2, 5 Redistricting Commission Member ........................................................................... 1, 2, 5 Growth Management Oversight Commission Member ................................................. 2, 4 Historic Preservation Commission Member .................................................................. 1, 2 Mobilehome Rent Review Commission Member.......................................................... 1, 2 Consultants/Newly Created Positions* ................................................................... Full Disclosure Hearing Officers...................................................................................................... Full Disclosure *Consultants and individuals in newly created positions shall be included in the list of designated employees and shall disclose pursuant to the broadest disclosure category in the code, subject to the following limitation: The City may determine, in writing, that a particular consultant or individual in a newly created position, although a “designated position,” is hired to perform a range of duties that is limited in scope and thus is not required to fully comply with the disclosure requirements in this section. Such written determination shall include a description of the consultant’s or new position’s duties and, based upon that description, a statement of the extent of disclosure requirements. The determination for consultants shall be included in the contract by Page 126 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Conflict of Interest Code – Designated Positions Adopted by City Council on MM/DD/2023, Resolution No. 2023-XXX which the consultant is hired by the City. The determination for newly created positions shall be documented on an FPPC Form 804. The City’s determinations are public record. Page 127 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SECOND READING AND ADOPTION ORDINANCE NO. _______ ORDINANCE OF THE CITY OF CHULA VISTA AMENDING CHULA VISTA MUNICIPAL CODE SECTION 2.05.010 ADDING THE UNCLASSIFIED POSITION TITLE OF BUILDING OFFICIAL AND ECONOMIC DEVELOPMENT MANAGER WHEREAS, the Human Resources Department has created new classifications to better reflect the needs of the City’s workforce; and WHEREAS, the Building Official and Economic Development Manager positions, given their duties and responsibilities, are unclassified management positions, within the meaning of Charter Section 701; and WHEREAS, Chula Vista City Charter Section 500(D) requires that all new unclassified management level positions be adopted by ordinance and a four-fifths vote of the Council. NOW, THEREFORE, the City Council of the City of Chula Vista does ordain as follows: Section I. That Section 2.05.010 of the Chula Vista Municipal Code is hereby amended to read as follows: 2.05.010 Unclassified positions established. In addition to those unclassified positions specifically delineated in Section 500 of the Charter of the City, there are established the unclassified positions entitled: Administrative Secretary (Mayor, At Will), Administrative Services Manager, Animal Care Facility Manager, Assistant Chief of Police, Assistant Director of Development Services, Assistant Director of Engineering, Assistant Director of Human Resources, Assistant Director of Finance, Assistant Director of Public Works, Assistant Director of Recreation, Budget and Analysis Manager, Building Official, Building Official/Code Enforcement Manager, Chief Information Security Officer, Chief of Staff, Chief Sustainability Officer, City Engineer, City Librarian, Constituent Services Manager, Deputy City Manager, Deputy Fire Chief, Development Project Manager, Development Services Department Director, Director of Animal Services, Director of Community Services, Director of Conservation and Environmental Services, Director of Economic Development, Economic Development Manager, Emergency Services Manager, Fire Division Chief, FA Accounting Technician, FA Administrative Analyst I, FA Administrative Analyst II, FA Analyst, FA Cyber Security Program Manager, FA Deputy Director LECC, FA Deputy Executive Director, FA Executive Director, FA Public Private Partnership and Exercise Program Manager, FA Director of San Diego Law Enforcement Coordination Center, FA Executive Assistant, FA Financial Manager, FA Geospatial Intelligence Analyst, FA Graphics Designer/Webmaster, FA IVDC-LECC Executive Director, FA Law Enforcement Coordination Center Information Technology Manager, FA Intelligence Analyst, FA Management Assistant, FA Microcomputer Specialist, FA Network Administrator I, FA Network Administrator II, FA Network Administrator III, FA Program Analyst, FA Program Assistant Supervisor, FA Program Manager, FA Network Engineer, FA Senior Financial Analyst, Page 128 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance No. Page No. 2 FA Senior Intelligence Analyst, FA Senior Program Assistant, FA Senior Secretary, FA Supervisory Intelligence Analyst, Facilities Financing Manager, Finance Manager, Housing Manager, Human Resources Manager, Information Technology Manager, Law Office Manager, Office Specialist (Mayor’s Office), Parks and Recreation Administrator, Planning Manager, Police Administrative Services Administrator, Police Captain, Policy Aide, Public Works Superintendent, Purchasing Agent, Redevelopment and Housing Manager, Revenue Manager, Risk Manager, Senior Council Assistant, Special Projects Manager and Traffic Engineer. Section II. Severability If any portion of this Ordinance, or its application to any person or circumstance, is for any reason held to be invalid, unenforceable or unconstitutional, by a court of competent jurisdiction, that portion shall be deemed severable, and such invalidity, unenforceability or unconstitutionality shall not affect the validity or enforceability of the remaining portions of the Ordinance, or its application to any other person or circumstance. The City Council of the City of Chula Vista hereby declares that it would have adopted each section, sentence, clause or phrase of this Ordinance, irrespective of the fact that any one or more other sections, sentences, clauses or phrases of the Ordinance be declared invalid, unenforceable or unconstitutional. Section III. Construction The City Council of the City of Chula Vista intends this Ordinance to supplement, not to duplicate or contradict, applicable state and federal law and this Ordinance shall be construed in light of that intent. Section IV. Effective Date This Ordinance shall take effect and be in force on the thirtieth day after its final passage. Section V. Publication The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published or posted according to law. Presented by Approved as to form By: Courtney Chase Jill D.S. Maland Director of Human Resources /Risk Management Lounsbery Ferguson Altona & Peak Acting City Attorney Page 129 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 7, 2023 ITEM TITLE Municipal Code Update: Ordinance Amending Chula Vista Municipal Code Section 2.04.050 Relating to Workshops Report Number: 23-0063 Location: No specific geographic location Department: City Manager Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Recommended Action Place an ordinance on first reading amending Chula Vista Municipal Code Section 2.04.050 relating to workshops. (First Reading) SUMMARY Chula Vista Municipal Code (“CMVC”) Section 2.04.050 establishes rules, policies, and guidelines related to the convening of City Council workshops. Minor modifications to this section in order to improve efficiency in the scheduling and conduct of workshops are recommended. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed activity, amending provisions of the Chula Vista Municipal Code relating to workshops, for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines because it will not result in a physical change in the environment; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable. Page 130 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 DISCUSSION CVMC Section 2.04.050 establishes rules, policies, and guidelines related to the convening of City Council workshops. Minor modifications to this section in order to improve efficiency in the scheduling and conduct of workshops are recommended. Scheduling a Workshop CVMC Section 2.04.050(A) provides that the “Mayor may announce, or the Council on majority vote may direct, at any regular Council meeting, the convening of a Council workshop on the first Thursday of the month…”. This section further provides that such meetings “shall be conducted in a “workshop” context according to the rules, policies, and guidelines herein set forth in this section.” Staff recommends revising this section as follows to remove the requirement to announce the convening of a workshop at a regular Council meeting and clarifying that noticing of workshops shall be in accordance with the Brown Act. The Mayor may announce, or the Council on majority vote may direct, at any regular Council meeting, the convening of a Council workshop. Workshops shall be held on the first Thursday of the month, and in such event, the Council shall conduct a Council meeting on said first Thursday of the month at 4:00 p.m. in the Council Chambers in the Civic Center Complex, Administration Building, at 276 Fourth Avenue, unless otherwise noticed. Said meeting shall be known as a “Council workshop,” and shall be conducted in a “workshop” context according to the rules, policies, and guidelines herein set forth in consistent with the provisions of this section, and noticed in accordance with the Brown Act. Workshop as a Special Meeting CVMC Section 2.04.050(E) provides that “Council workshop meetings shall be deemed a regular City Council meeting for all intents and purposes, and the City Council shall have the full authority to take any and all actions which the City Council is otherwise authorized by law or Charter to take at meetings.” Staff recommends revising this provision as follows, deeming workshops to instead be special meetings of the City Council. Council workshop meetings shall be deemed a regular special City Council meeting for all intents and purposes, and the City Council shall have the full authority to take any and all actions which the City Council is otherwise authorized by law or Charter to take at meetings. Section 307(C) of the City’s Charter provides that “[s]ubject to the laws applicable to charter cities, any Council action that may be taken at a “regular” Council meeting may also be taken at a “special” Council meeting.” Making workshops special meetings would, therefore, have no impact on the ability of the City Council to take action at a workshop. The only effect of this change would be to limit the mandatory contents of the workshop agenda to just those items related to the workshop itself (e.g., excluding public comments, Mayor’s report, and Council comments). If this change is approved, these non-mandatory items would be included in workshop agendas on a case-by-case basis. DECISION-MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Council members do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et seq.). Page 131 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 Staff is not independently aware, and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current-year fiscal impact as a result of this action. ONGOING FISCAL IMPACT There is no ongoing fiscal impact as a result of this action. ATTACHMENTS None. Staff Contact: Tiffany Allen, Assistant City Manager Page 132 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SECOND READING AND ADOPTION C:\Program Files\eSCRIBE\TEMP\11501926587\11501926587,,,Ordinance.docx ORDINANCE NO. ORDINANCE OF THE CITY OF CHULA VISTA AMENDING SECTION 2.04.050 OF THE CHULA VISTA MUNICIPAL CODE RELATING TO WORKSHOPS WHEREAS, Section 2.04.050 of the Chula Vista Municipal Code (“CVMC”) establishes rules, policies, and guidelines related to the convening of City Council workshops; and WHEREAS, CVMC Section 2.04.050(A) provides that “[t]he Mayor may announce, or the Council on majority vote may direct, at any regular Council meeting, the convening of a Council workshop on the first Thursday of the month…” and further provides that such meetings “shall be conducted in a “workshop” context according to the rules, policies, and guidelines herein set forth in this section”; and WHEREAS, in order to ensure the efficient scheduling and proper noticing of workshops, staff recommends removing the requirement to announce the convening of a workshop at a regular Council meeting and clarifying that related noticing shall be in accordance with the Brown Act; and WHEREAS, CVMC Section 2.04.050(E) provides that “Council workshop meetings shall be deemed a regular City Council meeting for all intents and purposes, and the City Council shall have the full authority to take any and all actions which the City Council is otherwise authorized by law or Charter to take at meetings”; and WHEREAS, in order to support the efficient conduct of workshops, staff recommends deeming workshops to be special meetings of the City Council. NOW THEREFORE the City Council of the City of Chula Vista does ordain as follows: Section I. Section 2.04.050(A) of the Chula Vista Municipal Code is amended to read as follows: The Mayor may announce, or the Council on majority vote may direct the convening of a Council workshop. Workshops shall be held on the first Thursday of the month at 4:00 p.m. in the Council Chambers in the Civic Center Complex, Administration Building, at 276 Fourth Avenue, unless otherwise noticed. Said meeting shall be known as a “Council workshop,” conducted in a “workshop” context consistent with the provisions of this section, and noticed in accordance with the Brown Act. Section II. Section 2.04.050(E) of the Chula Vista Municipal Code is amended to read as follows: Council workshop meetings shall be deemed a special City Council meeting for all intents and purposes, and the City Council shall have the full authority to take any and all Page 133 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 2 actions which the City Council is otherwise authorized by law or Charter to take at meetings. Section III. Severability If any portion of this Ordinance, or its application to any person or circumstance, is for any reason held to be invalid, unenforceable or unconstitutional, by a court of competent jurisdiction, that portion shall be deemed severable, and such invalidity, unenforceabilit y or unconstitutionality shall not affect the validity or enforceability of the remaining portions of the Ordinance, or its application to any other person or circumstance. The City Council of the City of Chula Vista hereby declares that it would have adopted each section, sentence, clause or phrase of this Ordinance, irrespective of the fact that any one or more other sections, sentences, clauses or phrases of the Ordinance be declared invalid, unenforceable or unconstitutional. Section IV. Construction The City Council of the City of Chula Vista intends this Ordinance to supplement, not to duplicate or contradict, applicable state and federal law and this Ordinance shall be construed in light of that intent. Section V. Effective Date This Ordinance shall take effect and be in force on the thirtieth day after its final passage. Section VI. Publication The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published or posted according to law. Presented by Approved as to form _____________________________________ By: ________________________________ Maria V. Kachadoorian Jill D.S. Maland City Manager Lounsbery Ferguson Altona & Peak Acting City Attorney Page 134 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 7, 2023 ITEM TITLE Development Agreement Amendment: Adopt an Amended Development Agreement for Otay Ranch Village Two Report Number: 23-0054 Location: South of Olympic Parkway, north and east of the Otay Landfill, north of Otay Ranch Village 3, and east of La Media Road. Department: Development Services Environmental Notice: The Project was adequately covered by a previously certified Final Supplemental Environmental Impact Report (FSEIR 12-01) – SCH No. 20040912 for the Otay Ranch Village Two Sectional Planning Area (SPA). Recommended Action: Place an ordinance on first reading amending the Otay Ranch Village Two Development Agreement. (First Reading) SUMMARY Proposal to amend the Otay Ranch Village Two (“Village Two”) Development Agreement to reflect the attachment of Fiscal Impact Fees and Extraordinary Public Benefit Contributions to specified residential lots within Village Two. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the project for compliance with the California Environmental Quality Act (“CEQA”) and has determined that the Project was adequately covered by a previously certified Final Supplemental Environmental Impact Report (FSEIR 12-01) – SCH No. 20040912. Thus, no further environmental review is required. Page 135 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 BOARD/COMMISSION/COMMITTEE RECOMMENDATION On February 8, 2023, the Planning Commission voted 5-0 recommending that the City Council adopt an ordinance approving an amendment to the Village Two Development Agreement. DISCUSSION On November 18, 2014, the City Council approved a Development Agreement for Otay Ranch Village Two as part of the Village Two Sectional Planning Area (“SPA”) Plan Comprehensive Amendment (Attachment 2). The Development Agreement was executed on November 20, 2014 and recorded on December 10, 2014. The Development Agreement included a Fiscal Impact Fee and an Extraordinary Public Benefit Contribution component whereby, as consideration for the City’s approval of the 2014 amendment to the Village Two SPA Plan, Baldwin and Sons, LLC (“Applicant”) agreed to pay the additional fees for certain specified parcels and the associated units (2,479 units within Village Two, as shown in Exhibit F of the original Development Agreement). At the time of the original Development Agreement, the Applicant and Village II of Otay, LP (subsequently succeeded by Cornerstone Communities) each owned portions of properties within Village Two which were landlocked and not well aligned between the two respective ownerships. As the development of Village Two progressed, the Applicant and Cornerstone Communities (“Cornerstone”) agreed to exchange certain properties to allow for a more efficient site planning and land development process. This exchange took place in 2016 to allow for the different landowners to bring their respective housing product types to market in an orderly manner. The Applicant and Cornerstone each agreed to exchange 30 parcels with the other, but the Applicant’s Fiscal Impact Fees and Extraordinary Public Benefit Contributions did not follow the exchanged parcels. Accordingly, the original Development Agreement requires an amendment to reflect the transfer of the fees to the exchanged parcels which the Applicant received from Cornerstone. On March 25, 2021, the City received an application for a Development Agreement Amendment from the Applicant. The amendment includes changes to Exhibits A, B, and F of the original Development Agreement to reflect the 30 parcels exchanged between the Applicant and Cornerstone and the attachment of the fees to the Applicant’s parcels (“Project”). The Project proposes an amendment to Exhibit A to reflect the legal description and depiction of property owned by the Applicant within Village Two (Attachment 3). Additionally, the Project proposes an amendment to Exhibit B (Attachment 4) to reflect the revised neighborhood boundaries which were realigned as a result of the density transfer between several neighborhoods in Village Two South. The density transfer was approved on the revised Tentative Subdivision Map PCS16-006 on September 28, 2016, and was completed prior to the Applicant’s land swap with Cornerstone. The approved density transfer realigned the boundaries of the following neighborhoods:  R17-A,  R-17B(a),  R-18A(c) (previously known as R-18A(a)),  R-18A(d) (which absorbed a portion of the previously existing neighborhood R-18A(a) and the entirety of neighborhoods R-18A(b), and R-18B(b)), Page 136 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3  R-18B (previously known as R-18B(a)),  R-20, and  R-21A. Finally, the Project proposes an amendment to Exhibit F, which identifies those neighborhoods that are subject to the payment of the Fiscal Impact Fee and Extraordinary Public Benefit Contribution for which the Applicant will remain responsible (Attachment 5). The Project does not change any other portions of the Development Agreement, as amended. The Applicant is responsible for payment of the fees for 2,479 units and is in compliance with the balance of the Amended Development Agreement. DECISION-MAKER CONFLICT Staff has reviewed the property holdings of the City Council members and has found no property holdings within 1,000 feet of the boundaries of the property which is the subject of this action. Consequently, this item does not present a disqualifying real property-related financial conflict of interest under California Code of Regulations Title 2, section 18705.2(a)(11), for purposes of the Political Reform Act (Cal. Gov’t Code §87100, et seq.). Staff is not independently aware and has not been informed by any City Council member of any other fact that may constitute a basis for a decision maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current year impact to the General Fund or Development Services Fund as a result of this action. All processing costs are borne by the Applicant. ONGOING FISCAL IMPACT There is no ongoing fiscal impact to the General Fund or Development Services Fund as a result of this action. All processing costs are borne by the Applicant. ATTACHMENTS 1. Locator Map 2. 2014 Village Two Development Agreement, dated October 31, 2014 3. Revised Exhibit A 4. Revised Exhibit B 5. Revised Exhibit F 6. Draft First Amendment to the Development Agreement 7. Planning Commission Resolution Staff Contact: D. Todd Philips, Planning Manager, Development Services Laura C. Black, AICP, Director of Development Services Page 137 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SECOND READING AND ADOPTION ORDINANCE NO. 2023- ORDINANCE OF THE CITY OF CHULA VISTA APPROVING AN AMENDMENT TO THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF CHULA VISTA, BALDWIN AND SONS, LLC AND ITS SUBSIDIARIES FOR PORTIONS OF OTAY RANCH VILLAGE TWO WHEREAS, the property which is the subject matter of this ordinance is identified in the Development Agreement attached hereto as Exhibit “A” and commonly known as portions of Otay Ranch Village Two (“Property”); and WHEREAS, the Project relied in part on the original Otay Ranch General Development Plan (“GDP”) Program Environmental Impact Report 90-01, the Otay Ranch Villages Two, Three and a Portion of Four Section Planning Area (“SPA”) Plan Final Second-Tier Environmental Impact Report (“EIR 02-02”; SCH No. 200.30.91.012), and the Village Two Comprehensive SPA Plan Amendment Final Supplemental Environmental Impact Report (“EIR 12 -01”; SCH No. 200.30.91.012) the California Environmental Qualities Act (“CEQA”) Findings and Mitigation Monitoring and Reporting Program; and WHEREAS, the Planning Commission set the time and place for a hearing on said Development Agreement and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the city and its mailing to property owners within 500 feet of the exterior boundaries of the Project site at least ten days prior to the hearing; and WHEREAS, the hearing was held at the time and place as advertised, namely 6:00 p.m. February 8, 2023, in the Council Chambers, 276 Fourth Avenue, and the Planning Commission approved the proposed amendments to the Development Agreement Between the City of Chula Vista and Baldwin and Sons, LLC and its Subsidiaries for Portions of Otay Ranch Village Two (“Development Agreement”), and voted 5-0 to adopt Resolution No. 2023-05 and thereby recommended that the City Council adopt an Ordinance amending the Development Agreement ; and, WHEREAS, the proceedings and all evidence introduced before the Planning Commission at the public hearing on the Project held on February 8, 2023, and the minutes and resolution resulting therefrom, are incorporated into the record of this proceedings; and, WHEREAS, on March 7, 2023, a duly noticed public hearing was scheduled before the City Council of the City of Chula Vista to consider adopting the ordinance to approve the Development Agreement; and WHEREAS, City staff has reviewed the Amendment to the Development Agreement and determined it to be consistent with the Otay Ranch GDP and the City’s General Plan. Page 138 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SECOND READING AND ADOPTION NOW, THEREFORE, THE CITY COUNCIL of the City of Chula Vista does hereby order and ordain as follows: I. PLANNING COMMISSION RECORD The proceedings and all evidence introduced before the Planning Commission at their public hearing held on February 8, 2023, and the minutes and resolutions resulting therefrom, are hereby incorporated into the record of this proceeding. These documents, along with any documents submitted to the decision makers, shall comprise the entire record of the proceedings for any California Environmental Quality Act (CEQA) claims. II. COMPLIANCE WITH CEQA The City Council hereby finds that the adoption of the ordinance approving the Development Agreement for the Project, as described and analyzed in the Final SEIR 12 - 01, would have no new effects that were not examined in said Final SEIR (CEQA Guideline 15168 (c)(2)). III. CONSISTENCY WITH GENERAL PLAN AND OTAY RANCH GENERAL DEVELOPMENT PLAN The City Council finds that the proposed Amendment to the Development Agreement is consistent with the City’s General Plan and Otay Ranch GDP. The amended Development Agreement implements the General Plan and GDP by providing a comprehensive program to implement the SPA Plan and Tentative Map. Those plans provide design incorporating a mixture of land uses connected by a walkable system of public streets and pedestrian paths, neighborhood parks and plazas, retail opportunities, and commercial activities designed to promote a safe pedestrian environment. The Village Two site utilization plan, including the density, number of residential units, industrial acreage, and mixed -use area, is consistent with the General Plan and GDP, as amended. IV. ACTION The City Council hereby adopts an Ordinance approving the Amendment to the Development Agreement between the City of Chula Vista, Baldwin and Sons, LLC and its Subsidiaries for portions of Otay Ranch Village Two (a copy of which is on file in the City Clerk’s office), finding it consistent with the California Government Code, adopted City policies, the General Plan, and the Otay Ranch GDP. IV. EFFECTIVE DATE This Ordinance shall take effect and be in full force on the thirtieth day from a nd after its adoption. Page 139 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda SECOND READING AND ADOPTION Presented by Approved as to form By: Laura C. Black Jill D.S. Maland Director of Development Services Lounsbery Ferguson Altona & Peak Acting City Attorney Page 140 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda OLYM PIC PW H ER ITA G E R D LA MEDIA RDE PALO M AR ST B I R C H R D A AVS A N T A V IC T O R IA R DTELEGRAPH CANYON RD S A N T A V E N E T IA S T L A MEDI A PWOtay Landfill PROJECTLOCATION NORTH No Scale J:\Planning\Public Notices\MPA\MPA210009.pdf SCALE:FILE NUMBER: PROJECT DESCRIPTION: PROJECT ADDRESS: Otay Ranch V2 R-17B(a), R-17B(b), R-18A(c), R18B(b), R-20 1, R-21A Project Summary: The amendment includes a contiguous land swap MPA21-0009 PROJECT APPLICANT:LOCATOR MAJOR PROJECT APPLICATIONBaldwin & Sons C H U L A V ISTA D E V EL O P M EN T SERV IC ES D EPA RT M EN T NORTH MPA21-0009 swap ownership between Baldwin & Sons and Corner stone from: R-17B(a) 1 unit, R-17B(b) 2 units, R-18A(c)-6 units, R18B(b) 5 units and R-20 1 unit for total of 15 units to R-21A. Page 141 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda THE ATTACHED AGREEMENT HAS BEEN REVIEWED AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON APP VA Y T CITY OUNCI Gle R. Googins City Attorney Dated: / b / DEVELOPMENT AGREEMENT BETWEEN TI- CITY OF CHUI_A VISTA AI TD VILLAGE II OF OTAY HB SUB; OTAY RANCH II SUN 12, LLC; OTAY RANCH VILLAGE II-PC-15, LLC; VILLAGE II OF OTAY, LP; SUNRANCH CAPITAL PARTNERS, LLC; AND MONTECITO VILLAGE, LLC Page 142 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RECORDED AI REQUEST OF AND WHEN RECORDED RETURN IO: City of Chula Vista 276 Foulth Avenue Chula Vista, California 91910 Attn: City Clerk Fee Exempt - Gov't Code §6103 (Space above for Recorder's Use) DEVELOPMENT AGREEMENT among THE CITY OF CHULA VISTA, a California charter city and municipal corporation and the entities comprising the "OWNER" as defined in Section 1.16 below 60093 00025\9324655 6 24oct14 - t Page 143 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda IHIS DEVELOPMENI AGREEMENI ("Agreement") is entered into as of the EfFective Date (as defined below) by and among IHE CII'Y OF CHULA VISIA, a California charter city and municipal corporation ("City"), and the entities comprising the "OWNER" as defined in Section 1 16 below fhe City or the Owner are sometimes individually referred to in this Agreement as a "Party" and are collectively referred to as the "Parties" The Par'des enter into this Agreement with reference to the fbllowing recited facts (each a "Recital"): RECITALS A Io strengthen the public planning process, encourage private participation in comprehensive planning and to reduce the economic risk of development, the State of Califbrnia has enacted the Development Agreement Statute, found at Sections 65864 et seq,, of the California Government Code B Ihe City is authorized by the Development Agreement Statute and by its City Charter to enter into development agreements with persons and entities having legal or equitable interests in teal property fbr the purpose of establishing predictability for both the City and the property owner in the development process and in the provision of public infiastructure and public benefits C Owner has a legal or equitable interest in that certain real property consisting of approximately 362 7 acres of land located in the City of Chula Vista, County of San Diego, State of California, more particularly described and depicted in Exhibit "A" to this Agreement (the "Property") D Ihe Property is located in the Otay Ranch Village of Montecito Sectional Planning Area Plan ("SPA Plan") It is currently partially developed having previously been entitled by the City for the development contemplated by the SPA Plan E Owner desires to amend the land use designations for areas of the SPA Plan to allow for additional residential units, parkland, school site and CPF facilities to enhance the Property as a unified, walkable and mixed-use development which offers potential residents additional housing options (the "Project'), A general description and depiction of key elements of the Project is contained in Exhibit "B" to this Agreement I: Owner has equested that the City enter into a development agreement for the development of the Project on the Property, and the City desiles to enter into this Agreement pursuant to the provisions of the California Government Code, the City Charter, the General Plan, the City Municipal Code, and applicable City policies 60093 00025\9324655 4 -2 Page 144 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda G This Agreement assures that development of the Project will occur in accordance with the General Plan, the Otay Ranch General Development Plan ("Otay Ranch GDP"), the SPA Plan, as amended by the Prqject Approvals, and all of the implementing egulations for those various Plans H Ihis Agreement constitutes a current exercise of' the City's police powers to provide predictability to the Owner in the development approval process by vesting the permitted uses, density, intensity of use, and timing and phasing of the Project in exchange for the Owner's commitment to provide significant public benefits to City I Ihis Agreement is also intended to ensure that the Owner has provided nding sufficient to provide the adequate and appropriate infiastructure and public facilities required by the development of the Prqject, and that this infiastructure and public facilities will be available no later than when required to serve the Project's demand J The commitments of the Owne made in this Agreement allow the City to realize significant economic, recreational, park, open space, educational, social, public facilities or other public benefits These public benefits will advance the intelests and meet the needs of Chula Vista's residents and visitors to a significantly greate extent than would development of the Project under the current entitlements and absent this Agreement K In return for the Owner's commitment to provide these public benefits, the City is willing to exercise its authority to enter into this Agreement and to make a commitment of predictability for the development process for the Project AGREEMENI For good and valuable consideration, the City and Owner agree as fbllows: DEFINIq-IONS In this Agreement, unless the context otherwise requires, the following terms and phrases shall have the following meanings: 11 "Agreement" means this Development Agreement between the City and the Owne Ihe term "Agreement" shall include any amendment to the Agreement properly approved and executed pmsuant to the terms of this Agleement 12 "Approval Date" means the date on which the City Council conducted the fi,st reading ofthe Enabling Ordinance as part of the Project Approvals t3 "City" means the City of Chula Vista, a California charter city and municipal cmpmation 1 4 "City Charter" means the City ofChula Vista's City Charter 1 5 "City Council" means the governing body of the City 60093 00025\9324655 4 -3 Page 145 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 "City Manager" means the City Manager of the City or his m her designee 17 "City Municipal Code" means the Chula Vista Municipal Code 18 "Day" means a calendar day unless specifically stated as a "business day" 19 "Effective Date" means the date on which the Enabling Ordinance becomes effective and the Parties have each signed this Agreement 110 "Enabling Ordinance" means City Ordinance No Agreement was approved by which this 111 "Existing Land Use Regulations" means all Land Use Regulations in effect on the Approval Date, including the General Plan, Otay Ranch GDP and SPA Amendments and other Project Approvals, but excluding any amendment or modification to the Land Use Regulations adopted, approved, or imposed after' the Approval Date that impairs or restricts Owner's rights set forth in this Agreement, unless such amendment or modification is expressly authorized by this Agreement or is agreed to by Owner in writing Owner has consented to the General Plan, Otay Ranch GDP and SPA Amendments and other Prcject Approvals in effect on the Approval Date, which shall all be considered part of the Existing Land Use Regulations 112 "General Plan" means the General Plan of the City of Chula Vista 113 "General Plan Amendment" means the amendments to the General Plan that are enacted as part of the Project Approvals 114 "Land Use Regulations" means all ordinances, resolutions, codes, rules, regulations and official policies of the City governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, timing and phasing of development, the maximum height and size of' buildings, the provisions for reservation or dedication of'land for public purposes, the City's public improvement engineer ing ordinances, policies, rules, regulations and standards, and the design, improvement, construction, and initial occupancy standards and specifications applicable to the Prc ject "Land Use Regulations" do not include any City ordinance, resolution, code, rule, regulation or official policy governing: 1141 Ihe conduct or taxation of businesses, professions, and occupations applicable to all businesses, professions, and occupations in the City; 1142 Iaxes and assessments of general application upon all residents of the city 1143 Ihe control and abatement of nuisances 60093 00025\9324655 4 -4 Page 146 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 15 "Mortgagee" means a mortgagee of a mortgage, a beneficiary under a deed of' trust or any other secmity-device, a lender, and their successors and assigns 1 16 "Owner" means, jointly and severally, VILLAGE II OF OIAY HB SUB, a California general partnership, OIAY RANCH II SUN 12, LLC, a Delaware limited liability company, OIAY RANCH VILLAGE II-PC-15, LLC, a Delaware limited liability company, VILLAGE Ii OF O'fAY, LP, a Delaware limited partnership, SUNRANCH CAPIIAL PARTNERS, LLC, a Delaware limited liability company, MONIECIIO VILLAGE, LLC, a California limited liability company, and Owner's successors and assigns as set forth in the Agreement Each individual Owner is jointly and severally responsible fbr all obligations of the Owner set forth in this Agreement 1 17 "Owner's Vested Right" shall have the meaning set fbrth in Section 4 1 I 18 "Otay Ranch GDP" means the Otay Ranch General Development Plan 1 19 1 20 "Otay Ranch GDP Amendments" means the amendments to the Otay Ranch GDP that are enacted as part of the Project Approvals "Parties" means the City on the one hand, and Owner on the other hand A "Party" means either the City or the Owner 1 21 "Project" means the development of the Property, including all related on-site and off-site improvements, as set forth in the Prc ject Approvals and Subsequent Project Approvals 1 22 "Project Approvals" means all permits and other entitlements approved or issued by the City for the use of; construction upon, and/or development of the Project on the Property A listing of' the Project Approvals is contained in Exhibit "C" to this Agreement 1 23 "Ptoperty" means the zeal property described and depicted in Exhibit "A" 1 24 "Reservation of Authority" or "Reserved Authority" means the rights and authority specifically reserved to the City which limits the assurances and rights provided to the Owner and the Owner's Vested Right under this Agreement 1 25 "Section" means a numbered section of this Agreement, unless specifically stated to refer to another document or mattes 126 "SPA Plan" means the Otay Ranch Village of Montecito Sectional Planning Area Plan 1 27 "SPA Plan Amendments" means the amendments to the SPA Plan that axe enacted as part of the Pmiect Approvals 60093 00025\9324655 4 -5 Page 147 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 28 "Subsequent Project Approvals" means all Project Approvals approved, granted, or issued after the Approval Date which are required or permitted by the Project Approvals, Existing Land Use Regulations, any applicable Subsequent Land Use Regulations and this Agreement A listing of the anticipated Subsequent Prc ject Approvals is contained in Exhibit "D" to this Agreement 129 "Subsequent Land Use Regulations" means those Land Use Regulations which are both adopted and effective after the Approval Date and which are not included within the definition of Existing Land Use Regulations "Subsequent Land Use Regulations" include any Land Use Regulations adopted by moratorium, initiative, City action, or otherwise 130 "Ferm" means the term of this Agreement as set forth in Section 61 of this Agreement 1NIERESI OF OWNER Owner represents that it has a legal or equitable interest in the Property and is authorized to enter into this Agreement PUBLIC HEARINGS On , after providing notice as required by law, City Council held a public hearing on this Agreement and made any legally required findings as set forth in the Enabling Ordinance 4 DEVELOPMENI OF IHEPROIECI 41 Owner's Vested Right Owner shall have the vested right to complete the Project during the Term in accordance with the Project Approvals, the Subsequent Project Approvals, the Existing Land Use Regulations, and subject to the City's Reservation of' Authority and this Agreement ("Owner's Vested Right") Owner's Vested Right shall include the off-site CPF rights described in Section 410 below 42 Governing Land Use Regulations Except as otherwise provided in this Agreement, the Land Use Regulations applicable to the development of the Project shall be those contained in the Project Approvals, the Subsequent Project Approvals and the Existing Land Use Regulations Subsequent Land Use Regulations shall not apply to the development of the Project, unless expressly authorized by this Agreement or agreed to by Owner in writing 43 Permitted Uses. Except as otherwise provided within this Agreement, the permitted uses on the Property shall be as provided in the Project Approvals, the Subsequent Project Approvals and the Existing Land Use Regulations 44 Density and Intensity; Requirement for Reservation and Dedication of Land Except as otherwise provided in this Agreement, the density and intensity of use for the development of the Project, and the requirements for reservation and 60093 00025\9324655 4 -6 Page 148 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda dedication of land, shall be as provided in the Project Approvals, the Subsequent Project Approvals and the Existing Land Use Regulations 45 Reselvation of Authority The following Land Use Regulations, Subsequent Land Use Regulations oi other requirements shall apply to the Propel'y and the Project: 45l Processing fees and charges imposed by the City to cover the City's estimated or actual costs of reviewing and processing applications for the Project, providing inspections, conducting annual reviews, providing environmental analysis, or for monitoring compliance with this Agreement or any Project or Subsequent Project Approvals granted or issued, provided such fees and charges are in force and effect on a general basis on the date of filing such applications with the City This Section shall not be construed to limit the authority of City to charge its then-cuH'ent, normal and customary application, processing, and permit fees for Prqject or Subsequent Project Approvals, building permits and other similar permits, which fees are designed to reimburse City's expenses attributable to such application, processing, and permitting and are in force and effect on a City-wide basis on the date of' filing such applications with City, notwithstanding the fact that such fees may have been increased by City subsequent to the Approval Date; 452 60093 00025\9324655 4 Development impact fees, monetary exactions or other mitigation requirements imposed by the City as a condition precedent to the issuance of any permit or approval to cover the impacts associated with the development of the Prqject ("Development Impact Fee"), as required by the Project Approvals or Subsequent Project Approvals, provided such fees or other mitigation requirements are in force and efIbct on a general basis on the date of filing for such permit m approval with the City However, this Agreement vests Owner the right, at its sole option, to defer the payment of the following Development Impact Fees, as applicable to the Project, and the Property, at the then-cmrent amount, until the request for final inspection of a building permit: Sewer Capacity Fee; Public Facility Development Impact Fee; Eastern Franspmtation Development Impact Fee; Western Fransportation Development Impact Fee; Telegraph Canyon Drainage Fee; Poggi: Canyon Sewer Development Impact Fee; Salt Creek Sewer Development impact Fee; Otay Ranch Village 1 and 5 Pedestrian Bridge Development Impact Fee; Otay Ranch Village 11 Pedestrian Bridge Development Impact l ee; Park Acquisition and Development Fee; and any successor or replacement fees fbr the fees named above Ihis Section shall not be construed to limit the authority of the City to charge its then-current, normal and customary impact fees or other mitigation requirements in place at the time of' the application for the permit or approval, notwithstanding the fact that -7 Page 149 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda such fees may have been incleased by the City subsequent to the Approval Date; 453 Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals, and any other matter of procedure; 454 Ihe following, provided that they are uniformly applied to all development projects within the City: 4541 455 456 Unifbrm codes governing engineering and construction standards and specifications adopted by the City pursuant to state law Such codes include, without limitation, the City's adopted version of the Uniform Administrative Code, California Building Code, California Plumbing Code, California Mechanical Code, Califbmia Electrical Code, and California F ire Code; 4542 4543 4544 Local amendments to those uniform codes which are adopted by the City pursuant to state law, provided they pertain exclusively to the preservation of life and safety; Fhe City's standards and procedures regarding the granting of' encroachment permits and the conveyance of rights and interests which provides fbr the use of or the entry upon public property; and Ihe City's public improvement engineering ordinances, policies, rules, regulations and standards in etfect when construction drawings for those improvements are submitted to City City will reasonably consider requests for exceptions to and deviations fiom these public improvement engineering ordinances, policies, rules, regulations and standards necessary or desirable for implementation of the Prc ject or the Project Approvals Regulations which may be in conflict with this Agreement, but which are required to protect the public health and safety; State or federal laws or regulations which preempt local regulations or mandate local regulations or conditions that conflict with the development of the Prc ject This expressly includes mandates imposed through the Clean Water Act or the Porter-Cologne Water Quality Control Act; 60093 00025\9324655 4 -8 Page 150 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 5 7 Prior to exelcising the Reservation of Authority provided in Sections 4 55 and 45 6, the City shall provide Owner with written notice of the state or federal law ot egulation or the regulation required to protect the public health and safety that conflicts with this Agreement and a written explanation of the conflict created Within ten (10) days of the City's written notice, City and Owner shall meet and confer in good faith in a reasonable attempt to apply the state or federal law or regulation or the regulation required to protect the public health and safety in a manner that is most consistent with this Agreement, preserves the terms of this Agreement and that protects the rights of Owner as derived fiom this Agreement to the extent reasonably possible while still following the applicable law or regulation; 4571 Failure of City to provide notice identified in Section 45 7 shall not relieve Developer of its obligation to comply with such laws or regulations 47 46 4 58 Owner shall be issued building permits tot the Project after permit applications are reviewed and approved by City in the City's customary fashion for such review and approval; and 459 ]?he exercise of the power of eminent domain Vested Rights Upon Iermination Owner acknowledges that following termination of this Agreement, except as to any Prqject Approval or Subsequent Project Approval that has vested under state law without reliance on this Agreement, City may amend the General Plan, Otay Ranch GDP, SPA Plan or Land Use Regulations as they relate to the Project and the Property Compliance with CEQA Ihe City Council has found that the environmental impacts of the Proiect have been addressed in the Otay Ranch General Development Plan Program Environmental Impact Report 90-01, the Otay Ranch Villages Iwo, Ihree and a Portion of' l?out SPA Plan Final Second-Iier Environmental Impact Report ("EIR 02-02") (SCH#2003091012), and the Village Two Comprehensive SPA Plan Amendment Final Supplemental Environmental Impact Report ("EIR 12-01") (SCH No 200 3091 012) Where the California Environmental Quality Act requires that an additional environmental analysis be performed in connection with a Subsequent Project Approval or other tute discretionary approval granted by the City for the Prcject, the Owner shall pay all of the City's reasonable costs to perform that additional analysis 48 liming of Development Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal 3d 465 (1984), that the failure of the parties in that case to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over the palties' 60093 00025\9324655 4 -9 Page 151 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda agreement, it is the specific intent of the Parties to provide fbr the timing of the Project in this Agreement To do so, the Parties acknowledge and provide that, subject to express terms of this Agreement including, without limitation, Sections 4 5 5 and 4 56, Owner shall have the right, but not the obligation, to complete the Project in such order, at such rate, at such times, and in as many development phases and sub-phases as Owner deems appropriate in its sole subjective business judgment 4 9 Community Purpose Facilities. 491 Owner shall have the right to satisfy 9 0 acres of'its community purpose facilities (CPI?) requirements (Chula Vista Municipal Code Section 1948 025) for the Pr0iect through the provision of a CPI f ,cility on a 9 acre site located within the industrial area in Village 2 South (ie, either IND-2 or IND-3 as depicted on Chula Vista Tentative Map 12-05) Ihe City agrees that a non-profit (or for profit, if approved by the City Manager) vocational or adult education school will qualify as a permitted CPF use 4 9 2 Owner, with written approval fiom the City Manager, shall have the option, at its sole expense, to construct a swim facility in one of the future planned Neighborhood Parks (P-2, P-5 or P-6) as more particularly described on Exhibit "E" attached to this Agreement, funding that portion of the cost above what the normal PAD fees would otherwise cover frOwner elects to construct the swim facility: 4921 ]-he swim fiacility will be a public facility owned and operated by the City; 4922 Io exercise its option to construct a swim facility, Owner shall submit to the City Manager a preliminary facility plan and a preliminary budget for the facility, including ongoing operation and maintenance, in sufficient detail to allow the City Manager to assess whether the facility will be sustainable and will meet the amenities outlined in Exhibit "E" to this Agreement Within thirty (30) days of the City Manager's receipt of the preliminary facility plan and preliminary budget, the City Manager shall either provide Owner with written approval to construct the facility or' notify Owner of any deficiencies in the preliminary facility plan and preliminary budget that will need to be resolved to obtain the City Manager's written approval 60093 00025\9324655 4 4923 Upon written approval of' City Manager to pursue construction of the swim facility, City shall relieve Owner from the obligation to provide 39 acres of CPI in Village 7 as identified -10 Page 152 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda in the agreement between the City and Otay Project, LP dated August 22, 2012 and allow Owner to process an application to re-zone that land fiom open space and low density single family residential to a higher density single family or multi-family residential Owner will be allowed to apply for a transfer of approved units fiom Village 2 to Village 7; and 4924 Owner shall have the option to process an application to rezone the 0 9 acre CPF-2 site in Village 2 South to a single family zone consistent with the surrounding zoning 4 9 3 Prior to the eaalier of (1) issuance of a building permit in neighborhoods MU-2, MU-3 or C-1 or (2) issuance of' a permit for construction of' P-3 park, Owner shall commence construction on the CPF-7 site (planned to be the homeowner's association swim club) and work diligently to completion 4,94 Prior to approval of a Design Review application for any project in neighborhood MU-2, Owner shall demonstrate to the satisfaction ofthe Director of Development Services, the means by which the CPF-4 obligation will be met Provision of a facility will be consistent with the SPA Plan and the Montecito Village Core Master Precise Plan. 410 Community Facilities District Owner may choose to use a phased Community Facilities District (CFD) for the Project, which may have multiple improvement phases or bond series City and Owner shall meet and confer regarding reasonable ways to lower the amount, if teasible, Owner must pay for the City's administration costs associated with such a phased CFD approach while providing the City with sufficient funds to cover the costs associated with the phased approach 411 Fiscal Impact Fee The 2,479 units within the Project which are subject to the Public Benefit Contribution as defined in Section 5 1 1 and as shown in the Public Benefit Contribution Fable attached to this Agreement as Exhibit "F" shall be subject to an additional fiscal impact fee of eighty dollars ($80), payable at the time of building permit issuance, in complete satisfaction of all fiscal impact funding requirements of the City Municipal Code, including CVMC 1909 060(1), for the Project (the "Fiscal Impact Fee") Ihe Neighborhoods shown as exempt fiom the Public Benefit Contribution on the Public Benefit Contribution Table shall also be exempt fiom the Fiscal Impact Fee and any other fiscal impact funding requirements OWNER'S OBLIGAIIONS AND PROVISION OF PUBLIC BENEFITS 5 1 Extraordinary Public Benefit Contribution, 60093 00025\9324655 4 -1 1 Page 153 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5ll As consideration for City's approval of' the 1,562 additional residential units for the Project approved on the Approval Date with the amendments to the General Plan, Otay Ranch GDP and the SPA Plan and perfbrmance of' its obligations set forth in this Agreement, Owner shall make a contribution to City to be used fot a public facility or facilities that shall be in addition to any other fee or charge to which the Property and the Project would otherwise be subject (the "Public Benefit Contribution") in the amounts specified in the table attached as Exhibit "F" (the "Public Benefit Contribution ]?able") The Public Benefit Contribution was calculated to equal Five Thousand Dollars ($5,000) for each of' the 1,562 additional residential units, although it would be spread over 2,479 units within the Property as described in the Public Benefit Contribution q?able 512 The Public Benefit Contribution for each residential dwelling unit shall be payable at the time of building permit issuance for the unit in accordance with the Public Benefit Contribution Iable Owner shall have no obligation to obtain building permits in any particular order or obtain building permits for all of the units shown on the Public Benefit Contribution Table Iherefore, there is no guarantee that the entire Public Benefit Contribution will be paid 513 Owner shall have the right to build the public facility or facilities to the satisfaction of the City Manager pursuant to a separate agreement with City pursuant to which Owner would have the right to reimbursement fiom Public Benefit Contributions previously made and credits against Public Benefit Contributions not yet made 514 Owner agrees and acknowledges that its failure to satisfy the provisions of this Section shall constitute a default of its obligations under the Agreement and that upon any such default the City may pursue any of the remedies provided in this Agreement 5 2 Public 1%cilities and Services 521 Owner shall complete construction of a half width (ie, two, striped one-way lanes) of Heritage Road between Santa Victoria Road and Main Street (the "Portion of Heritage Road") to the satisfaction of the City's Development Services Director before the earlier of (a) eighteen (18) months fiom the issuance of a rough grading permit on V2 South, or (b) December 31, 2016 (the "Completion Date") The Completion Date shall be extended because of events that cannot reasonably anticipated or controlled as described in Section 1116 of this Agreement 60093 00025\9324655 4 - 12 Page 154 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5211 City shall reimburse Owner for the costs of all IDIF improvements within the Portion of Heritage Road in an amount equal to the cost of the improvements within the Portion of Heritage Road estimated in the establishment of the ]-DIF fee, as it may be amended flora time to time In the event that Owner anticipates the costs to exceed the amount estimated for the improvements, Owner shall seek to have the TDI1z amended such that the estimated costs equals that which the Owne anticipates At the time of the execution of this Agreement, City shall have collected a certain dollar amount for a portion of such reimbursement fiom pi0jects previously constructed within Village 2 Owner shall be entitled to reimbursement fiom such funds As additional IDII funds a e collected by the City, such fhnds shall be available for reimbursement q-his reimbursement shall be in lieu of' I'DIF credits for the amount reimbursed fiom TDII funds and subject to the verification/approval process specified in the "[DIF ordinance City shall give Owner IDIF credits, subject to the verification/approval process specified in the IDIF ordinance, to the extent of any difference between the full cost of the IDI1 improvements and the amount of' IDIF funds available to reimburse Owner 5212 Upon tequest fiom Owner, City shall establish a reimbursement district or reimbursement agreement for all costs (both IDIF and non-TDI1 ) of' the entire Heritage Road within six (6) months of the request All owners and properties benefiting fiom the construction of Heritage Road shall be included in the reimbursement district or agreement and shall be required to contribute their fair share portion of the construction costs 6 IERM AND IERMINATION 61 Ierm of A ;eement The Term shall commence on the Effective Date The Term shall continue for a period of twenty (20) years fiom the Effective Date, subject to the following: 6 1 1 Ihe Term shall be extended for periods equal to the time during which: 6111 Litigation is pending which challenges any matter, including compliance with CEQA or any other local, state, or federal law, related in any way to the approval or implementation of' all or any part of the Prqject Approvals Any such extension shall be equal to the time between the filing of litigation, on the one hand, and the entry of' final judgment or dismissal, on the other 60093 00025\9324655 4 - 1 3 Page 155 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6112 Any other delay occuls which is beyond the control of the Parties, as described in Section 1116 612 During the Ierm, certain portions of the Property may be released fiom this Agreement as provided elsewhere in this Agreement 613 As provided in Section 62 and elsewhere within this Agreement, the Ietm may end earlier than the end of the Ierm as specified in this Agreement 62 Termination This Agreement shall be deemed terminated and of no fmther effect upon the earlier occurrence of any of the following events: 621 Expiration of the Ierm as set forth in Section 61; 622 Entry of a final judgment setting aside, voiding, or annulling the adoption of the Enabling Ordinance; 623 Ihe adoption of a referendum measure overriding or repealing the Enabling Ordinance; 624 Completion of the Project in accordance with the terms of this Agreement, including issuance of all required occupancy permits and acceptance, as required by state law, by City, or the applicable public agency, of all required dedications and the satisfaction of all of Owner's obligations under this Agreement; and 625 As may be provided by other specific provisions of this Agreement 63 Effect of Termination Subject to Section 64, upon any termination of this Agreement, the only rights or obligations under this Agreement which either' Party shall have are: 631 The completion of obligations which were to have been performed prior to termination, other than those which are separately addressed in this Agreement; 632 The performance and cure rights set fbrth in Section 93; and 633 Those obligations that are specifically set forth as surviving this Agreement, such as those described in Sections 81 through 85 and 1120 64 Release of Obligations With Respect to Individual Lots Upon Certification of Occu a.p_fi.n 2 Notwithstanding any other provision of this Agreement: 60093 00025\9324655 4 -14 Page 156 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 64l When any individual lot has been finally subdivided and sold, leased, or made available fur lease to a member of' the public or any other ultimate user, and a certificate of occupancy has been obtained fbr the building(s) on the lot, that lot and its owner shall have no further obligations under' and shall be released fiom this Agreement 6 42 Upon the conveyance of any lot, parcel, or other property, whether residential, commercial, or open space, to a homeowners' association, property owners' association, or public or quasi-public entity, that lot, parcel, or property and its owner shall have no further obligations under and shall be released fiom this Agreement No formal action by the City is required to effect this release, but, upon Owner's request, City shall sign an estoppel certificate m other document to evidence the release 6 5 Term of Map(_s) and Other Proiect Approvals , 651 Subdivision Maps Pursuant to Government Code Section 664526, the term of all subdivision or' parcel maps that are approved for all or any portion of the Project shall be automatically extended to a date coincident with the Term and, where not prohibited by State law, with any extension of the ][erm 652 Other Project Approvals Pursuant to Government Code section 658639, the Project Approvals shall automatically be extended for a term ending concurrently with the applicable subdivision maps for the Prqject ANNUAL REVIEW 71 Timing of Annual Review Pursuant to Government Code Section 65865 l, at least once during every twelve (12) month period of the ]?erm, City shall review the good faith compliance of Owner with the terms of this Agreement ("Annual Review") 72 Standards for Annual Review, During the Annual Review, Owner shall be required to demonstrate good faith compliance with the terms of' this Agreement "Good faith compliance" shall be established if Owner is in compliance with the terms and conditions of this Agreement. If the City Council or its designee finds and determines that Owner is not in good faith compliance, then City may proceed in accordance with Section 93 pertaining to the potential def tult of Owner and the opportunities for cure Owner shall pay the City's reasonable fees and costs incurred in connection with the Annual Review 60093 00025\9324655 4 -15 Page 157 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 73 Procedures for Annual Review The Annual Review shall be conducted by the City Council or its designee Owner shall be given a minimum of sixty (60) days' notice of any date scheduled for an Annual Review '74 Certificate of Compliance At any time during any year that the City Council or its designee finds that Owner is not in default under this Agreement, City shall, upon written request by Owner, provide Owner with a written certificate of' good faith compliance within fifteen (15) days of City's receipt of that request 8 THIRD PARIY LIIIGA'IION 81 General Plan Litigation City has determined that this Agreement is consistent with its General Plan, the Otay Ranch GDP and the SPA Plan Owner has reviewed the General Plan, the Otay Ranch GDP and the SPA Plan and concurs with City's determination City shall not have any liability, whether through equitable or legal arguments, under this Agreement m associated approvals or documents (eg General Plans, SPA Plan, Maps) associated with this Agreement for Owner's development of' Village 2, for any failure of City to perform under this Agreement, m for the inability of Owner to develop the Property as contemplated by the Project Approvals or this Agreement, if such failure or inability is the result of a judicial determination that part or all of' the General Plan, Otay Ranch GDP or SPA Plan is invalid, inadequate, or not in compliance with law. 82 Ihird Party Litigation Concerning Proiect or Agreement Owner shall, at Owner's expense, defend, indemnify, and hold City, its officers, employees and independent contractors engaged in Project planning, approval, or implementation, harmless fiom any third-party claim, action or proceeding against City, its agents, officers or employees to attack, set aside, void, or annul the Project Approvals, Subsequent Project Approvals or this Agreement City shall promptly notify Owner of any such claim, action or proceeding, and City shall reasonably cooperate in the defense City may in its discretion participate in the defense of any such claim, action or proceeding ffthe City uses its discretion to participate in the defense of any such claim, action or proceeding, the City shall pay its own attorneys' fees and litigation costs incurred in that defense 83 60093 00025\9324655 4 Indemnit,2 In addition to the provisions of Section 82, Owner shall indemnify, defend and hold City, its officers, agents, employees and independent contractors, engaged in Project planning or implementation, ft'ee and harmless fiom any third party liability or claims based or alleged upon any act or omission of Owner, its officers, agents, employees, subcontractors and independent contractors, fbr property damage, bodily ir jury or death (Owner's employees included) or any other element of' damage of any kind or nature, relating to or arising fi om development of'the Pmiect, except for claims for damages arising through active negligence or willful misconduct of' City, its officers, agents, employees and -16 Page 158 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda independent contractors Owner shall defend, at Owner's expense, including attorneys' fees, City, its officers, agents, employees and independent contractors in any legal action based upon such alleged acts or omissions of Owner City may in its discretion participate in the defense of any such legal claim, action, m proceeding If the City uses its discretion to participate in the defense of any such claim, action or proceeding, the City shall pay its own attorneys' fees and litigation costs incurred in that defense 84 Environmental Contamination Owner shall indemnify and hold City, its officers, agents, and employees free and harmless fiom any liability, based or alleged, upon any act or omission of' Owner, its ofticers, agents, employees, subcontractors, predecessors in interest, successors, assigns, and independent contractors, resulting in any violation of' any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under, or about the Property, including, but not limited to, soil and groundwater conditions, and Owner shall defend, at its expense, including attorneys' fees, City, its officers, agents and employees in any action based or asserted upon any such alleged act or omission City may in its discretion participate in the defense of any such claim, action, or proceeding If the City uses its discretion to participate in the defense of any such claim, action or proceeding, the City shall pay its own attorneys' fees and litigation costs incurred in that defense 85 City to Approve Counsel; Conduct of' Litigation With respect to Sections 8.1 through 84, City reserves the right either (a) to approve the attorney(s) that Owner selects, hires, or otherwise engages to defend City, which approval shall not be unreasonably withheld or delayed, or (b) in the City's sole discretion, conduct its own defense with the understanding that Owner's attorneys shall be lead counsel and City's attorneys shall, to the maximum extent feasible, cooperate with Owner's attorneys If City elects to conduct its own defense, Owner shall reimburse City for all reasonable attorneys' fees and litigation costs incurred for such defense Owner shall have the right to audit all billings for such fees and expenses 86 Survival The provisions of'Sections 81 through 85 inclusive, shall survive the termination, cancellation, or expiration of this Agreement 9 DEI AULIS AND REMEDIES 9.1 Default by Owner Owner shall be in default of this Agreement if' it does any or any combination of the following: 911 60093 00025\9324655 4 Willfully violates any order, ruling or decision of any administrative or judicial body having jurisdiction over the Property or the Prqject Owner may contest any such order, ruling or decision by appropriate proceedings conducted in good faith, in which event no default ofthis -17 Page 159 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Agreement shall be deemed to have occurred unless and until thee is a final, nonappealable judicial decision that Owner willfully violated such obligation 912 Fails to cure a material breach of this Agreement within the time set forth in a written notice of default fi'om the City 92 Default by City The City shall be in default of this Agreement only if it fails to cure a material breach of' this Agreement within the time set forth in a wlitten notice of'default fiom the Owner to the City 93 Notice and Iermination A Party alleging a default by any other Party shall serve written notice thereof Each such notice shall state with specificity all of the following: 931 Ihe nature of the alleged default, with reference to the specific Sections ot the Agreement that are alleged to have been breached and the specific facts supporting those allegations; 9 3 2 Ihe manner in which the alleged default may be satisfactorily cured 933 A period of time in which the default may be cured The notice of default shall allow at least sixty (60) days to cure the default If the default is of' such a nature as not to be susceptible of cure within sixty (60) days using diligent efforts, then the defaulting Party shall only be deemed to have failed to cure the default if it fails diligently to commence such cure within sixty (60) days or if it fails diligently to prosecute such cure to its conclusion 94 Default Remedies A Party who complies with the notice of defhult and opportunity to cure requirements of Section 9 3 may, at its option, institute legal action to cure, correct, or remedy the alleged default as provided in this Agreement 9.5 Owner's Remedy Ihe Owner acknowledges that the City would not have entered into this Agreement if it were to be liable in damages under or with respect to all or any part of the development of the Prc!ject Accordingly, Owner shall not sue the other City for damages m monetary ielief tbr any matter related to the development of the Project Owner's litigation remedies shall be limited to declaratory and irjunctive relief, mandate, and specific performance 96 Cit2 Remedy In the event of an uncured default by Owner, the City may pursue any and all available legal or equity remedies for the default 9'7 Waivel; Remedies Cumulative All waivers of performance must be in a writing signed by the Patty granting the waiver ihere are no implied waivels Failure 60093 00025\9324655 4 -1 8 Page 160 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda by City or Owner to insist upon the striet performance of any provision of'this Agreement, irrespective of the length of' time fol which such failure continues, shall not constitute a waiver of the right to demand strict compliance with this Agreement in the fiatute A written waiver affects only the specific matter waived and defines the per formance waived and the duration of'the waiver Unless expressly stated in a written waiver, fhture performance of the same m any other condition is not waived A Party who complies with the notice of default and opportunity to cure requirements of' Section 93, where applicable, and elects to pursue a legal or equitable remedy available under this Agreement does not waive its right to pursue any other remedy available under this Agreement, unless prohibited by statute, court rules, or judicial precedent Delays, tolling, and other actions arising under Section 1116 shall not be considered waivers subject to this Section 97 98 Alternative Dispute Resolution Any dispute between the Parties may, upon the mutual agreement of the Parties, be submitted to mediation, binding arbitration, or any other mutually agreeable form of' alternative dispute resolution While an alternative dispute process is pending, the statute of limitation shall be tolled tbr any claim or cause of action which either of the Parties may have against the other 10 ENCUMBRANCES, ASSIGNMEN]?S, AND RELEASES 101 Discretion to Encumber, Ihis Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering some or all of the Property or any improvement on the Property by any mortgage, deed of trust, or other security device to secure financing related to the Property or the Project Notwithstanding the foregoing, any prc ject or property shall be flee and clear ot all liens and encumbrances other than those previously approved in writing by the City prior to transfer to the City t02 Mortgagee Protection City acknowledges that the lender(s) providing financing secured by the Property and/or its improvements may require certain Agreement interpretations and modifications City shall, at any time requested by Owner or the lender, meet with Owner and representatives of such lender(s) to negotiate in good faith any such interpretation or modification, City will not umeasonably withhold or delay its consent to any requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement Any Mortgagee of the Property shall be entitled to the following rights and privileges: 60093 00025\9324655 4 -19 Page 161 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1021 Neither enteling into this Agreement nora breach of' this Agreement shall defeat, render' invalid, diminish, or impair the lien of any mortgage or deed of'trust on the Property made in good faith and tbr value 1022 If City timely teceives a request fi'om a Mortgagee requesting a copy of' any notice of default given to Owner undel the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to Owner the Mortgagee shall have the right, but not the obligation, to cute the default during the remaining cure period allowed Owner under Section 9 3 of this Agreement 1023 Except as otherwise provided within this Agreement, any Mortgagee who comes into possession of some or all of the Property pursuant to foreclosure of a mortgage ot deed of trust, or deed in lieu of' such foreclosure or otherwise, shall: 10231 Iake that property subject to the terms of this Agreement and as Owner' s successor; 10232 Have the rights and obligations of an Assignee as set forth in Sections 1051 and 105.3; 10233 Have the right to rely on the provisions of Section 4 of this Agreement, provided that any development proposed by the Morltgagee is in substantial conformance with the terms of this Agreement; and 10234 Not be liable for any defaults, whether material or immaterial, or monetary obligations of Owner arising prior to acquisition of title to the Property by the Mortgagee, except that the Mortgagee may not pursue development pursuant to this Agreement until all delinquent and current fees and other monetary obligations due undel this Agreement for the portions of' the Property acquired by the Mortgagee have been paid to City 103 Estoppel Certificate Within ten (10) business days following a written equest by either of the Parties, the othel Party shall execute and deliver' to the requesting Party a statement certifying that (i) either this Agreement is unmodified and in full force and effect or there have been specified (date and nature) modifications to the Agreement, but it remains in full force and effect as modified; and (ii) either there are no known current uncured defaults under this Agreement or that the responding Party alleges that specified (date and nature) defaults exist 60093 00025\9324655 4 -20 Page 162 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda The failure to timely deliver this statement shall constitute a conclusive presumption that this Agreement is in full force and effect without modifications, except as may be represented by the requesting Party and that there are no uncured defuults in the performance of' the requesting Party, except as may be represented by the requesting Party The statement shall also provide any other reasonable information requested Owner shall pay to City all reasonable administrative costs incurred by City in connection with the issuance of' estoppel certificates under this Section prior to City's issuance of such certificates 104 Transfer or Assignment Subject to Section 105 and 106, each individual entity comprising Owner shall have the right to sell, transfer, or assign its rights and obligations under this Agreement (collectively, an "Assignment") in connection with a transfer of Owner's interest in all, any portion of, or any interest in the Property (the "fransferTed Property") No Assignment shall be made unless made together with the sale, transfer, or assignment of all or any portion of' Owner's interest in the Property At least fifteen (15) business days prior to the effective date of any Assignment, Owner shall notify City in writing of the proposed Assignment and provide City with an Assignment and Assumption Agreement, in a form substantially similar to Exhibit "G", executed by the purchaser, transferee, or assignee (collectively, the "Assignee") to expressly and unconditionally assume all duties and obligations of Owner under this Agreement remaining to be performed at the time of' the Assignment 105 Effect of Assignment Subject to Section 106 and unless otherwise stated within the Assignment, upon an Assignment: 1051 ]Fhe Assignee shall be liable for the performance of all obligations of Owner with respect to Transferred Property, but shall have no obligations with respect to the portions of' the Property, if any, not transferred (the "Retained Property") 1052 Ihe owner of the Retained Property shall be liable for the performance of all obligations of Owner with respect to Retained Property, but shall have no further obligations with respect to the Transferred Property 1053 The Assignee's exercise, use, and er joyment of' the Transferred Property shall be subject to the terms of this Agreement and the Assignee shall have all of the rights under this Agreement to the same extent as if the Assignee were the Owner 106 City's Consent. An Owner shall not be released fi'om its obligations with respect to the Transferred Property until it has obtained the City's consent to the transfer or assignment of all or a portion of' this Agreement, which consent shall not be 60093 00025\9324655 4 -21 Page 163 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda unreasonably withheld, conditioned m delayed 11 MISCELLANEOUS PROVISIONS 11 1 Rules of Construction The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory; "may" is permissive 112 Binding Effect of' Agreement This Agreement shall be recorded against the Property and shall tun with the land Until eleased or terminated pursuant to the provisions of this Agreement or until Owner has fully perfbtmed its obligations arising out of this Agreement, no portion of'the Property shall be released fi'om this Agreement If' an Owner acquires other teal property within Village 2, that additional teal property shall be subject to this Agreement 113 Entire Agreement 1-his Agreement constitutes the entice understanding and agreement of City and Owner with respect to the matters set forth in this Agreement ]?his Agreement supersedes all negotiations or previous agreements between City and Owner respecting the subject matter of this Agreement 114 Recmded Statement Upon Ietmination Upon the completion of performance of this Agreement or its cancellation or termination, a statement evidencing completion, cancellation, or termination signed by the appropriate agents of City, shall be tecmded in the Official Records of San Diego County, California 115 Amendment or Cancellation of' Agreement Ihis Agreement may be amended fiom time to time or canceled only by the written consent of both City and Owner in the same manner as its adoption, as set forth in Califbrnia Government Code Section 65868 Any amendment m cancellation shall be in a from suitable for recording in the Official Recmds of San Diego County, California An amendment m other modification of this Agreement will continue to relate back to the Effective Date of this Agreement (as opposed to the effective date of the amendment ot modification), unless the amendment m modification expressly states otherwise Ihe Parties recognize that because of' fiagmented ownership within Village 2, amendments to this Agleement may be appropriate to add ot delete property to m fi'om this Agreement to reflect consolidations of'property by Owner ]?he Parties agree to cooperate reasonably to p ocess such amendments if the need arises 116 Minm Changes/Operating Memmandum Ihe provisions of this Agreement requite a close degree of cooperation between the Parties It is anticipated that minm changes to the Project may be required fiom time to time to accommodate design changes, engineering changes, and other refinements related to the details of the Parfies' per fotmance Minm changes me those changes to the Ptqject that 60093 00025\9324655 4 -22 Page 164 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda are otherwise consistent with the Prqject Approvals, and which do not result in a change in the type of use, an increase in density or intensity of use, significant new or increased environmental impacts that cannot be mitigated, or violations of any applicable health and safety regulations in effect on the Approval Date Accordingly, the Parties may mutually consent to adopting minor changes through their signing of an operating memorandum reflecting the minor changes Neither the minor changes nor any operating memmandum shall require public notice or hearing The City Attorney and City Manager shall be authorized to determine whether proposed modifications and refinements are minor changes subject to this Section m more significant changes requiring amendment of this Agreement The City Manager may execute any operating memorandum for minor changes without City Council action Minor changes would include, without limitation, minor boundary or lot line adjustments necessary to properly reflect the applicability of this Agreement in the chain of title 117 Proiect as a Private Undertakin It is specifically understood by City and Owner that (i)the Project is a private development; (ii)City has no interest in or responsibilities for ot duty to third patties concerning any improvements to the Property unless City accepts the improvements pursuant to the provisions of' this Agreement or in connection with subdivision map approvals; and (iii)Owner shall have the full power and exclusive control of the Property, subject to the obligations of Owner set forth in this Agreement 11 8 Incorporation of Recitals Each of'the Recitals set forth at the beginning of this Agreement are part of this Agreement 119 C_C ptions The captions of this Agreement are for convenience and reference only and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of' this Agreement 11 10 Consent Where the consent or approval of City or Owner' is needed to implement Development under' this Agreement, the consent ot approval shall not be unreasonably withheld, delayed, or conditioned 11 11 Covenant of Cooperation City and Owner shall cooperate and deal with each other in good faith and assist each other in the perfolmance of the provisions of this Agreement 11 12 Execution and Recording The City Clerk shall cause a copy of'this Agreement or, at the City's discretion, a notice of the Agreement, to be signed by the appropriate representatives of the City and recorded with the Office of the County Recorder of' San Diego County, California, within ten (10) days following the Effective Date The failure of the City to sign and/or record this Agreement or 60093 00025\9324655 4 -23 Page 165 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda notice thereof shall not affect the validity of and binding obligations set forth within this Agreement 1113 Relationship of' City and Owner ]-he contractual relationship between City and Owner arising out of this Agreement is one of independent contractor and not agency ]-his Agreement does not create any third-party beneficiary rights 11 14 Notices All notices, demands, and correspondence required or permitted by this Agreement shall be in writing and delivered in person, sent by electronic mail, or mailed by first class or' certified mail, postage prepaid, addressed as follows: If to City, to: City of Chula Vista 276 fi omth Avenue Chula Vista, California 91910 Attn: City Manager' With a copy to: City Attorney City of Chula Vista 276 Fourth Avenue Chula Vista, California 91910 If to Owner, to: Baldwin & Sons, LLC 610 West Ash Street, #1500 San Diego, California 92101 Attn: Mr Nick Lee AND Sunranch Capital Partners, LLC 610 West Ash Street, #1500 San Diego, California 92101 Attn: Mr, Stephen Haase With a copy to: Law Offices of R Martin Bohl 501 West Broadway, Suite 520 San Diego, California 92101 Attn: R Martin Bohl City or Owner may change its address by giving notice in writing to each of the other names and addresses listed above Ihereai er, notices, demands, and coriespondence shall be addressed and transmitted to the new address Notice 60093 00025\93246554 -24 Page 166 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda shall be deemed given upon personal delivery, the date of actual receipt or, if mailed, not later than two (2) business days following deposit in the United States mail 11 15 Waiver of' Right to Protest Execution of this Agreement is made by Owner without protest Ownel knowingly and willingly waives any rights it may have under Government Code section 66020 or any other provision of law to protest the imposition of any fees, dedications, reservations, or other exactions imposed on the Project as authorized by this Agreement, the Project Approvals or the Subsequent Prqject Approvals 1116 Delay for Events Beyond the Parties' Control (Force Maieure) Delay of Performance by either Party of its obligations under this Agreement shall not be deemed a breach of the Agreement and the ]?erm shall be extended, for periods equal to the time during which (1) litigation is pending which challenges any matter, including compliance with CEQA or any other local, state, ot federal law, related in any way to the approval or implementation of all or any part of the Prqject Approvals ot Subsequent PrQject Approvals Any such extension shall be equal to the time between the filing of' litigation, on the one hand, and the entry of' final judgment or dismissal, on the other All such extensions shall be cumulative; (2) a delay is caused by reason of' any event that cannot reasonably anticipated or controlled by the City or Owner which prevents or delays per formance by City or Owner of obligations under this Agreement Such events shall include, by way of example and not limitation, acts of nature, riots, sUikes, or damage to work in process by eason of fire, mud, rain, floods, earthquake, or other such casualties Such an event does not include a market or business downturn, recession ol other change in the business cycle 60093 00025\9324655 4 -25 Page 167 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda If' City m Owner seeks excuse from pet fotmance for the period of a delay, it shall provide written notice of such delay to the other' within thirty (30) days of the commencement of' such delay, If the delay m default, whether material or immaterial, is due to an event that cannot be reasonably anticipated ot controlled by City or Owner; it shall be excused, and an extension of time for' such cause shall be granted in writing for the period of the enforced delay, or longer as may be mutually agreed upon In the event of a disagreement between the Parties with respect to whether this Section applies to a particular delay, a Party may file an action for judicial review of' the matter, including requests for declaratory and/or irljunctive relief The right to seek judicial review shall not limit any other remedies, whether legal or equitable, to which a Party may be entitled 11 17 Interpretation and Governing Law In any dispute regarding this Agreement, the Agreement shall be governed and interpreted in accmdance with the laws of the State of California Venue for any litigation concerning this Agreement shall be in San Diego County, California 11 18 Iime of Essence ]?ime is of the essence in the perfbtmance of the provisions of' this Agreement as to which time is an element 11 19 Successors and Assigns Ihis Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns 1120 I utur e Litigation Expenses 11 20 1 12 Payment to Prevailing ParW. If either Party brings a legal m equitable proceeding against the other Party which arises in any way out of this Agreement, the prevailing Party shall be entitled to recover its reasonable attorneys' fees and all other reasonable costs and expenses incurred in that proceeding 11 202 Scope of Fees Attorneys' fees under this Section shall include attorneys' fees on any appeal and in any postzjudgment proceedings to collect or enforce the judgment This provision is separate and several and shall survive the termination of this Agreement EXHIBIIS All exhibits attached to this Agreement are incorporated as a part of this Agreement Ihose exhibits are: "A" Legal Description and Depiction of the Property "B" General Description and Depiction of the Project 60093 00025\9324655 4 -26 Page 168 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda "C" Listing of PrQject Approvals "D" Listing of Anticipated Subsequent Project Approvals "E" Description of Possible P-5 Swim Facility "F" Public Benefit Contribution Table "G" Assignment and Assumption Agreement (Signatures on following page) 60093 00025\9324655 4 -27 Page 169 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Owner and City have executed this Agreement on the dates set folth below CIIY OWNER CIIY OF CHULA VISIA, a California cha te [stgnature blocks next twopages] city and municipal co pomtion By:_ Mayor Date: AITESI: By:_ City Clelk APPROVED AS IO FORM: By:_ City Attorney 60093 00025\9324655 4 -28 Page 170 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda VILLAGE II OF OTAY HB SUB a California general partnership By: Village II of Otay, L P, a Delaware limited partnership, Its: Managing General Partner By: Its: Village II ofOtay GP, LLC, a Delaware limited liability company, Genelal P By: . Name: Nick Lee Iitle: Senior Pxoject Managex OTAY RANCH II SUN 12, LLC a Delawa /l //;bility company By: /Y Name: Nick Lee Iitle: Senior Project Manager OTAY RANCH VILLAGE II-PC-15, LLC a Delaware limited liability company By: Its: Heritage Building and Development, Inc, a California corporation Agent //// _.By: • _ Name: ..l. LeoIitle: 8g iior Project Manager 60093 00025\9324655 4 -29 Page 171 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda VILLAGE II OF OTAY, L,P, a Delaware limited partnership By: Its: Village Ii of Otay GP, LLC a Delaware limited liability company General Partner By: ./ Name: Nick Lee Iitle: Senior Project Manager SUNRANCH CAPITAL PARTNERS, LLC a Delaware limited liability company By: SunPac Advisors, LLC Its: Manager Name: Nick Lee Iitle: Senior Project Manager MONTECITO VILLAGE, LLC a California Hmited liability company Name: Nick Lee Iitle: Senior Project Manager 60093 00025\9324655 4 -30 Page 172 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT civil CODE § 1189 State of California County of San Diego On October' 30, 2014before me, Date personally appeared Cristin Beall, Notary Public Here nsert Name and Title of the Officer Nick Lee Name(s) oI Signer(s) .... c-,,ST;,%&[J -" "t #/ _.. Commission # 1996057 • z I ''']Notary Public- California z\San Diego County .... ...My co?m: E, r0, 2#7018 who proved to me on the basis of satisfactory evidence to be the person(whose named) is/a:e subscribed to the within instrument and acknowledged to me that he/y executed the same in his/h , authorized capacity(Jes-), and that by his/he#-t-heir signature(8 , on the instrument the person(, or the entity upon behalf of which the person,'0 acted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal Place Notary Seal Above OPTIONAL Though the information below )s not required by law. it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document Description of Attached Document Title or Type of Document: Village 2 Development Agreement not yet datedDocument Date: Number of Pages: 42 Signer(s) Other Than Named Above: Cit;y o V f- Capacity(ies) Claimed by Signer(s)Nick LeeSigner's Name: Corporate Officer- Title(s): P,!oj ectSenior [] Individual RIGHT THUMBPRIN] OF SIGNER D Partner -- [] Limited [] General Top of thumb here [] Attorney in Fact El Trustee [] Guardian or Conservator [] Other: Signer Is Representing: Signer's Name: [] Corporate Officer -- Title(s): [] Individual [] Partner -- [] Limited [] General [] Attorney in Fact D Trustee Guardian or Conservator D Other: RI OF SIGNER Signer Is Representing: Top of thumb here © 2010 National Notary Association NatlonalNotary org 1 800 US NOTARY (1 800 876 6827) item #5907 Page 173 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "A" LEGAL DESCRIPTION AND DEPICTION OF THE PROPERTY EXHIBI T A 60093 00025\9324655 4 Page 174 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Exhibit A VILLAGE TWO OWNERSHIP - DEVELOPMENT AGREEMENT Owner Legal Description Village II of Otay HB SUB, GP Lots 34, 35 and 41 of Chula Vista Tract No 11-05 Otay Ranch Village 2 North "A" Map No 2 and Otay Ranch Village 2 North Neighborhood R-SB Unit No 1, in the City of Chula Vista, County of San Diego, State of California according to Map thereof No 15865 filed in the office of the County Recorder of said county May 7, 2012 Lots 26 and 33. of Chula Vista Tract No 06-05 Otay Ranch Village 2 and Portions of Village 4 "A" Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 15350 filed in the office of the County Recorder of said county May 26, 2006. Otay Ranch II Sun 12, LLC Lot 1 of Chula Vista Tract No 06-05 Otay Ranch Village 2 and Portions of Village 4 "A" Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 3.5350 filed in the office of the County Recorder of said County May 26, 2006. Otay Ranch Village II-PC-15, LLC SunRanch Capital Partners, LLC Montecito Village, LLC Village II of Otay, L P Lots "E" and "F" of Chula Vista Tract No 06-05 Otay Ranch Village 2 Neighborhood R-15A, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 15862 filed in the office of the County Recorder of said county April 4, 2012. Lots 28 and 33 of Chula Vista Tract No 06-05 Otay Ranch Village 2 and Portions of Village 4 "A" Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 15350 filed in the office of the County Recorder of said county May 26, 2006. Lot 30 of Chula Vista Tract No 06-05 Otay Ranch Village 2 and Portions of Village 4 "A" Ma p, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 15350 filed in the office of the County Recorder of said county May 26, 2006. Lots 4, 5, 9, and 14 of Chula Vista Tract No 06-05 Otay Ranch Village 2 and Portions of Village 4 "A" Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No 15350 filed in the office of the County Recorder of said county May 26, 2006. 10/17/14 Page 175 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Exhibit A North 5oo¸ Loo D men i ll & L ca i a Shown afeApp ximaEe LEGEND Owner's Property Page 176 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "B" GENERAL DESCRIPTION AND DEPICTION OF THE PROJECT EXHIBIT B 60093 00025\9324655 4 Page 177 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Exhibit B Fire Station #7 Otay Ranch High School R-30 MU-3 State Street VILLAGE OF HERITAGE(Village 1) VILLAGE OF SANTA VENETIA(Village 6} BirchRoad R-14 HERITAGE HILLS(Village One West) IND-1B IND-IA SCHOOL ,- Ro21B Landfill Buffer Line North R-23 IND-3 R-2O CPF*2OTAY LANDFILL / Preserve OS/2 VILLAGE 4 LEGEND R Residential S School P Park CPF Community Purpose Facility OS Open Space C Commercial PQ Public/Quasi-Public MU Mixed Use IND Industrial Page 178 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "C" LIS IING OF PROJECT APPROVALS 1 Otay Ranch Villages Two, Three, and a Portion of Village Four' Sectional Planning Area Plan F inal Second Tier Environmental Impact Report (EIR 02-02) 2 Supplemental Environmental Impact Report (SEIR-12-01) 3 Ihe Village 2 Sectional Planning Area (SPA) Plan as amended (PCM 12-18) 4 Tentative Map for Otay Ranch Village 2 (PCS 06-05) 5 Tentative Map for Otay Ranch Village 2 North (PCS 12-02) 6 Tentative Map tbr Otay Ranch Village 2 West (PCS 12-03) 7 Tentative Map tbr Otay Ranch Village 2 R-15b and R-31 (PCS 12-04) 8 Tentative Map tot Otay Ranch Village 2 South (PCS 12-05) 9 Otay Ranch Village 2 Development Agreement ( ) 10 Otay Ranch Village 2 Pa ks Agreement (. ) 11 All design review approvals and grading, improvement and building permits issued in connection with the above approvals EXHIBIT C 60093 00025\9324655 4 Page 179 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "D" LISTING OF ANTICIPATED SUBSEQUENT PROJECT APPROVALS No Subsequent Prc!ject Approvals are anticipated other than design review approvals and grading, improvement and building permits issued pursuant to the Prc!ject Approvals EXHIBIID 60093 00025\9324655 4 Page 180 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "E" DESCRIPTION OF POSSIBLE SWIM FACILITY AMENITIES A public swim club designed and constructed by Owner could include the following facilities/amenities to the satisfaction of the City Manager: • 25 yard, 8 lane pool with a minimum surface pool area of 5,000 sf • Wading pool or splash pad amenity; • Water slides/play structure and a water exelcise area; • Pool decking with public viewing area • Shade structures • Administrative ottice space; • Lifeguard office; • Restrooms/changing rooms; • Shower facilities; • Storage space; • Pool equipment room; • Snack bar and concession stand All buildings and required parking will be designed to meet the standards of the Village Design Plan and the Montecito Village Core Master Precise Plan All facilities shall be fully ADA accessible A parking study shall be provided to demonstrate adequate onsite parking will be provided to serve the facility EXHIBII E 60093 00025\9324655 4 Page 181 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "F" PUBLIC BENEFIT CONTRIBUTION TABLE Neighborhoods/units subject to extraordinary benefit contribution: Neighborhood Total Units R-4B(a) 111 R-4B(b) 275 R-8C 51 R-12 600 R-16B 17 R-17B(a) 34 R-17B(b) 95 R-18A(b) 24 R-18B(b) 5 R-19B 39 R-20 80 R-21B 53 R-23 93 R-24 59 R-25A 330 R-27 175 R-31 25 MU-1 38 MU-2 50 MU-3 90 C-I 235 Total Units 2479 Fee amount: Contribution Units Total Amount Contributing Contribution Units 1-2129 $2,84641 2129 $6,060,000 Units 2130-2479 $5,00000 350 S 1,750,000 Total 2479 $7,810,000 Neighborhoods R-5B, R-6, R-8A, R-8B, R-9B, R-10A, R,10B, R-11, R-13, R14 & R-15b are exempt flom extraordinary benefit contribution, EXHIBIT F 60093 00025\9324655 4 Page 182 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT "G" ASSIGNMENT AND ASSUMPTION AGREEMENT EXHIBII G 60093 00025\9324655 4 Page 183 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda ASSIGNMENT AND ASSUMPTION OF DEVELOPMENI AGREEMENT THIS ASSIGNMENT AND ASSUMPTION OF DEVELOPMENI AGREEMENT ("Assignment") is made as of the __ day of _, 20 ("Effective Date"), by and among the ("Owner") and .("Assignee") with reference to the following facts: RECITALS A Owner is a party to that certain Development Agreement, dated __., __ by and between the City of Chula Vista ("City"), on the one hand, and [list all owners] ("Owner") on the other hand ("Agreement") for certain Teal property consisting of approximately acres of land located in the City, mote particular ly described in Exhibit "A" ("Property") B Owner desires to assign and delegate, and Assignee desires to accept and assume, all of Owner's tights and obligations under the Agreement in accordance with the terms and conditions set forth herein C By signing this Assignment, the City approves the Assignment in accordance with the terms and conditions set forth herein and in the Agreement AGREEMENT NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which ate hereby acknowledged, Owner and Assignee do hereby agree as follows: 1 Assignment and Assumption Effective as of the Effective Date, Owner hereby assigns, transfers, and conveys to Assignee all of Owner's tights, interest, duties, liabilities, and obligations in, to, and under the Agreement, and Assignee hereby accepts and assumes all such rights, interests, duties, liabilities, and obligations unde the Agreement fiom Owner for [the Property or a portion of the Property] ("Assigned Property") [, except to the extent Owner has retained a portion of the Property (the "Retained Property")] 2 City Consent to Assignment Effective as of the Ef bctive Date, City hereby consents to the Assignment and hereby fully releases and forever discharges Ownel fi'om any and all obligations to City under the Agreement fbr the Assigned Property, [except Owner's obligations with respect to the Retained Property] 3 Entire Agreement This Agreement represents the final and entire agreement between the parties in connection with the subject matter hereofand may not be modified except by a written agreement signed by both Ownel and Assignee 3 Govemin Law ]-his Agreement has been prepared, negotiated, and executed in, and shall be construed in accordance with, the laws of the State of California, without regard to conflict of law rules EXHIBIT G-1 60093 00025\9324655 4 Page 184 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above vclitten Ownel : By:. Assignee: By:. Name: Its: City: City of Chula Vista, a California Municipal Corporation By:_ Name: Its: EXHIBII G-2 60093 00025\9324655 4 Page 185 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 2 M:\2807\15\Legal Description\A06 V2 Dev Agmt Exhibit A.docx EXHIBIT A VILLAGE TWO OWNERSHIP – DEVELOPMENT AGREEMENT Owner Legal Description V2 Mixed Use, LLC Lots 4, 9, and 14 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 and Portions of Village 4 “A” Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15350, filed in the Office of the County Recorder of San Diego County, May 26, 2006. V2 Commercial, LLC Lot 5 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 and Portions of Village 4 “A” Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15350, filed in the Office of the County Recorder of San Diego County, May 26, 2006. V2 N IND 1(b), LLC Lot 28 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 and Portions of Village 4 “A” Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15350, filed in the Office of the County Recorder of San Diego County, May 26, 2006. R-12 A, LLC Lot 1 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 Neighborhood R-12, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 16060, filed in the Office of the County Recorder of San Diego County, September 21, 2015. R-12 B, LLC Lot 2 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 Neighborhood R-12, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 16060, filed in the Office of the County Recorder of San Diego County, September 21, 2015. Village II of Otay LP Lot “E” of Chula Vista Tract No. 06-05 Otay Ranch Village 2 Neighborhood R-15A, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15862, filed in the Office of the County Recorder of San Diego County on April 4, 2012. Parcel B of Certificate of Compliance recorded November 6, 2017 as Instrument No. 2017-0516728, being Lot “F” of Chula Vista Tract No. 06-05 Otay Ranch Village 2 Neighborhood R-15A, according to Map thereof No. 15862 filed in the Office of the County Recorder of San Diego County April 4, 2012 together with a portion of Lot 4 of Chula Vista Tract No. 11-05 Otay Ranch Village 2 Neighborhood R- 10B/Pipeline, according to Map thereof No. 16094 filed in the Office of said County Recorder February 22, 2016, all in the City of Chula Vista, County of San Diego, State of California. Baldwin & Sons, LLC Lot 5 of Chula Vista Tract No. 11-05 Otay Ranch Village 2 North Neighborhood R-10B/Pipeline, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 16094, filed in the Office of the County Recorder of San Diego County February 22, 2016. Page 186 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 2 M:\2807\15\Legal Description\A06 V2 Dev Agmt Exhibit A.docx R25A Townhomes, LLC Parcels 1 and 2 of Parcel Map 21869 in the City of Chula Vista, County of San Diego, State of California, filed in the Office of the County Recorder of San Diego, on August 20, 2021. R25A Flats, LLC Parcel 3 of Parcel Map 21869, in the City of Chula Vista, County of San Diego, State of California, filed in the Office of the County Recorder of San Diego, on August 20, 2021. Sunranch Capital Partners, LLC Lots 9, 10, and 11 of Chula Vista Tract No. 12-05 Otay Ranch Village 2 South “A” Map No. 1, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 16112, filed in the Office of the County Recorder of San Diego County, June 22, 2016. Village II of Otay HB SUB, GP Lot 26 of Chula Vista Tract No. 06-05, Otay Ranch Village 2 and Portions of Village 4 “A” Map, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15350, filed in the Office of the County Recorder of San Diego County, May 26, 2006. Lots 34 and 35 of Chula Vista Tract No. 11-05 Otay Ranch Village 2 North “A” Map No. 2 and Otay Ranch Village 2 North Neighborhood R-5B Unit No. 1, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 15865 filed in the Office of the County Recorder of San Diego County May 7, 2012. Lot “I” of Chula Vista Tract No. 11-05 Otay Ranch Village 2 North Neighborhood R-10B/Pipeline, in the City of Chula Vista, County of San Diego, State of California, according to Map thereof No. 16094, filed in the Office of the County Recorder of San Diego County February 22, 2016. Parcel “B” of Certificate of Compliance recorded March 29, 2018 as Instrument No. 2018-0125606, being 1 of Chula Vista Tract No. 11-05 Otay Ranch Village 2 North Neighborhood R-10B/Pipeline, according to Map thereof No. 16094, filed in the Office of the County Recorder of San Diego County February 22, 2016 together with a portion of Lot “A” of Chula Vista Tract No. 11-01 Otay Ranch Village 2 and Portions of Village 4 Neighborhood R-7 Unit No. 2, according to Map thereof No. 15868 filed in the Office of said County Recorder June 6, 2012, all in the City of Chula Vista, County of San Diego, State of California. Page 187 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HUNSAKER& ASSOCIATES S A N D I E G O, I N C. 9707 Waples Street (858)558-4500 San Diego, CA 92121 Exhibit A LEGEND Owner's Property Page 188 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Business Park EXHIBIT "B" Mixed Use Page 189 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT “F” PUBLIC BENEFIT CONTRIBUTION TABLE Neighborhoods/units subject to extraordinary benefit contribution: Neighborhood Total Units R-4B(a) 111 R-4B(b) 275 R-9B 21 R-12 600 R-16B 17 R-17B(a) 33 R-17B(b) 78 R-18A(c) 18 R-19B 39 R-20 79 R-21A 15 R-21B 53 R-23 93 R-24 59 R-25A 330 R-27 175 R-31 21 MU-1 31 MU-2 93 MU-3 61 C-1 277 Total Units 2,479 Fee Amount: Contribution Amount Units Contributing Total Contribution Units 1 -2,129 $2,846.41 2,129 $6,060,000 Units 2,130 – 4,479 $5,000.00 350 $1,750,000 Total 2,479 $7,810,000 Neighborhoods R-5B, R-6, R-8A, R-8B, R-10A, R-10B, R-11, R-13, R-14 and R-15b are exempt from extraordinary benefit contribution. Page 190 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 1 RECORDED AT REQUEST OFAND WHEN RECORDED RETURN TO: City of Chula Vista 276 Fourth Avenue Chula Vista, California 91910 Attn: City Clerk Fee Exempt Per Gov’t Code Section 6103 (Space above for Recorder’s Use) FIRST AMENDMENT TO DEVELOPMENT AGREEMENT FOR OTAY RANCH VILLAGE TWO between the CITY OF CHULA VISTA, and VILLAGE II OF OTAY HB SUB, OTAY RANCH II SUN 12, LLC, OTAY RANCH VILLLAGE II-PC-15, LLC, VILLAGE II OF OTAY, L.P., SUNRANCH CAPITAL PARTNERS, LLC, MONTECITO VILLAGE, LLC THIS FIRST AMENDMENT TO THE DEVLEOPMENT AGREEMENT FOR OTAY RANCH VILLAGE TWO ("Amendment") dated for reference purposes only as of ________________, 2023, is entered into by and among THE CITY OF CHULA VISTA, a California charter city and municipal corporation ("City"), and VILLAGE II OF OTAY HB SUB, a California general partnership, SUNRANCH CAPITAL PARTNERS, LLC, a Delaware limited liability company (collectively, the “Original Owners”), and V2 MIXED USE, LLC, a California limited liability company, V2 COMMERCIAL, LLC, a California limited liability company, V2 N IND 1 (b), LLC, a California limited liability company, R-12 A, LLC, a California limited liability company, R-12 B, LLC, a California limited liability company, BALDWIN & SONS, LLC, a California limited liability company, R25A Townhomes, LLC, a California limited liability company, and R25A Flats, LLC, a California limited liability company (collectively) “New Owners”), with reference to the following facts: RECITALS A. The Original Owners and the New Owners are sometimes individual referred to as an “Owner” and collectively as “Owners”. The City and the Owners are sometimes individually referred to in this Amendment as a "Party" and collectively as the "Parties". B. Original Owners and City are parties to that certain Development Agreement fully executed November 20, 2014 and recorded in the Official Records of the County of San Diego, State of California, on December 10, 2014 as Doc. No. 2014- 0543535 (“Development Agreement”) for certain real property (“Property”) Page 191 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 2 consisting of approximately 362.7 acres of land located in the City of Chula Vista, State of California, more particularly described and depicted in the original Exhibit A to the 2014 Development Agreement. Terms not otherwise expressly defined in this Amendment shall have the same meanings ascribed thereto in the Development Agreement. C. Since the Effective Date of the Development Agreement, certain of the Original Owners have (1) transferred ownership in one or more parcels comprising the Property to certain of the New Owners that are affiliates thereof, (2) exchanged properties pursuant to the terms of that certain Land Development Cooperation Agreement between Baldwin & Sons, a California limited liability company, Village II of Otay HB Sub, a California general partnership and Village II of Otay, LP, a Delaware limited partnership (collectively, “Baldwin & Sons”) and Presidio Otay 225, LLC (“Cornerstone”) executed April 21, 2016, and (3) developed and sold subdivided lots of the Property to homeowners (“Subsequent Ownership Changes”). D. In September 2016, the Village Two Sectional Planning Area Plan was amended to adjust the neighborhood boundaries and residential lot lines for ten neighborhoods in Village Two South (R-17B(b), R-17A, R-17B(a), R-18A(a), R-18A(b), R- 18B(a), R-18B(b), R-19a, R-20, and R-21) as a result of a change of ownership between developers (Baldwin & Sons and Cornerstone) and an intensity transfer, as approved on the revised Tentative Subdivision Map PCS16-0006 and described below:  Reduction of 17 multi-family units in neighborhood R-17B(b)  Addition of 10 single-family units located in neighborhoods R-18B(a), R- 19a, and R-21a  Boundary adjustments between neighborhoods R-17A, R-17B(a), R- 18A(c), R-18A(d), and R-20  Reduction in total dwelling units in Village Two by seven units, from 4,545 to 4,538 In April 2020, the Village Two Sectional Planning Area Plan was again amended to reflect the intensity transfer of 75 units to neighborhood R-25 from neighborhoods C-1, MU-1, R-10a, R-11, R-12, R-16b, and R-27 (“Subsequent Land Use Changes”). E. In order to reflect (1) the Subsequent Ownership Changes, (2) the Subsequent Land Use Changes, (3) the resulting reallocation of rights and obligations under the Development Agreement among the parcels comprising the Property, including, without limitation, the reallocation among the parcels of the Owners Public Benefit Contributions obligations, and (4) the New Owners agreement to be bound by all applicable terms and conditions of the Development Agreement, the Parties desire to enter into this Amendment. Page 192 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 3 NOW, THEREFORE, in consideration of the above recitals, and for other good and valuable consideration the receipt and sufficiency of which the Parties hereby acknowledge, the Parties hereby agree to amend the Development Agreement with this Amendment as follows: 1. Replacement of Exhibit A [Village Two Ownership – Development Agreement] Replacement. Exhibit A to the Development Agreement is hereby replaced with Exhibit A to this Amendment. 2. Replacement of Exhibit B [General Description and Depiction of the Project]. Exhibit B to the Development Agreement is hereby replaced with Exhibit B to this Amendment 3. Replacement of Exhibit F [Public Benefit Contribution Table]. Exhibit F to the Development Agreement is hereby replaced with Exhibit F to this Amendment. 4. Exhibits. Exhibits A, B and F are the only Exhibits to this Amendment. These Exhibits are attached hereto and incorporated herein by this reference. 5. Full Force. Except as expressly provided herein, all other terms and conditions of the Agreement shall remain in full force and effect. 6. New Owners Bound by Development Agreement. New Owners, and each of them, by executing this Amendment agree to be bound by all terms and conditions set forth in the Development Agreement, as amended hereby. 7. Authority. Each Party represents that it has full right, power and authority to execute this Amendment and to perform its obligations hereunder, without the need for any further action under its governing instruments, and the parties executing this Amendment on the behalf of such Party are duly authorized agents with authority to do so. [NEXT PAGE IS SIGNATURE PAGE] Page 193 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 4 SIGNATURE PAGE TO FIRST AMENDMENT TO DEVELOPMENT AGREEMENT FOR OTAY RANCH VILLAGE TWO CITY CITY OF CHULA VISTA, a California charter city and municipal corporation By: John McCann, Mayor Date: ATTEST: By: Kerry K. Bigelow, City Clerk APPROVED AS TO FORM CITY ATTORNEY By: (printed name) Page 194 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 5 VILLAGE II OF OTAY HB SUB a California general partnership By: Village II of Otay HB Sub, A California general partnership Successor by merger By: Southwind Development, LLC A Delaware limited liability company Managing partner By:_______________________ Nicholas Lee Its: Chief Operating Officer SUNRANCH CAPITAL PARTNERS, LLC, A Delaware limited liability company By:___________________________ Nicholas Lee, Its: Authorized Representative V2 MIXED USE, LLC A California limited liability company By:___________________________ Nicholas Lee, Its: Chief Operating Officer V2 COMMERCIAL, LLC, A California limited liability company By:___________________________ Nicholas Lee, Its: Chief Operating Officer V2 N IND 1(b), LLC A California limited liability company By:___________________________ Nicholas Lee, Its: Chief Operating Officer R12A, LLC, A California limited liability company By:___________________________ Nicholas Lee, Its: Chief Operating Officer R12B, LLC A California limited liability company By:___________________________ Nicholas Lee, Its: Chief Operating Officer BALDWIN & SONS, LLC A California limited liability company By:______________________________ Nicholas Lee Its: Chief Operation Officer R25A TOWNHOMES, LLC, A California limited liability company By:___________________________ Nicholas Lee, Its: Authorized Representative R25A FLATS, LLC, A California limited liability company By:___________________________ Nicholas Lee, Its: Authorized Representative Page 195 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 6 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , ____, before me, , Notary Public in and for said State, personally appeared _________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 196 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City of Chula Vista Amendment to Agreement No.: ________ V2 – Development Agreement.10dec14 7 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On , ____, before me, , Notary Public in and for said State, personally appeared _________________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 197 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. 2023-05 RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF CHULA VISTA RECOMMENDING THE CITY COUNCIL AMEND A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF CHULA VISTA BALDWIN AND SONS, LLC AND ITS SUBSIDIARIES FOR PORTIONS OF OTAY RANCH VILLAGE TWO WHEREAS, on November 18, 2014, the City Council approved a Development Agreement between the City of Chula Vista, Baldwin and Sons, LLC and its subsidiaries for Village Two as part of the Village Two Sectional Planning Area (SPA) Plan Comprehensive Amendment (“Development Agreement”); and WHEREAS, Baldwin and Sons, LLC agreed to pay Fiscal Impact Fees and an Extraordinary Public Benefit Contributions on certain, specified parcels within Village Two; and WHEREAS, in 2016 Baldwin and Sons, LLC and its subsidiary, Cornerstone Communities, each exchanged 30 parcels with the other in order to allow for the different landowners to bring their respective housing product types to market in an orderly manner; and WHEREAS, the Fiscal Impact Fees and Extraordinary Public Benefit Fees did not transfer to Baldwin and Sons, LLC when the land swap occurred; and WHEREAS, Baldwin and Sons, LLC, submitted an application requesting an amendment to the Development Agreement to attach the Fiscal Impact Fees and Extraordinary Public Benefit Contributions to the properties acquired in 2016; and WHEREAS, the Development Agreement relied in part on the original Otay Ranch General Development Plan Program Environmental Impact Report 90-01, the Otay Ranch Villages Two, Three and a Portion of Four Section Planning Area Plan Final Second-Tier Environmental Impact Report (“EIR 02-02”; SCH No. 200.30.91.012), and the Village Two Comprehensive SPA Plan Amendment Final Supplemental Environmental Impact Report (“EIR 12-01”; SCH No. 200.30.91.012) the California Environmental Qualities Act (“CEQA”) Findings and Mitigation Monitoring and Reporting Program; and WHEREAS, the Director of Development Services has reviewed the project for compliance with CEQA and has determined that the Development Agreement was covered by a previously adopted Final Supplemental Environmental Impact Report (FSEIR 12-01); thus, no further environmental review is required; and WHEREAS, the Director of Development Services set the time and place for a hearing on the subject amendment to the Development Agreement, and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City at least ten days prior to the hearing; and WHEREAS, the Planning Commission held a duly noticed public hearing to consider said amendment to the Development at the time and place as advertised in the Council Chambers, 276 Fourth Avenue, and said hearing was thereafter closed. NOW, THEREFORE, BE IT RESOLVED that the City of Chula Vista Planning Commission does hereby recommend that the City Council of the City of Chula Vista adopt an ordinance amending the DocuSign Envelope ID: 0CF17EEB-DCF2-46C7-AF2B-B6E054177AEB Page 198 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Development Agreement between the City of Chula Vista and Baldwin and Sons, LLC and its subsidiaries to properly reflect the land exchange engaged in by Baldwin and Sons, LLC and Cornerstone Communities and the attendant fees associated with the parcels received by Baldwin and Sons, LLC. BE IT FURTHER RESOLVED THAT a copy of this Resolution be transmitted to the City Council. Presented by: Approved as to form by: _________________________ _____________________ Laura C. Black, AICP Glen R. Googins Director of Development Services City Attorney PASSED AND APPROVED BY THE PLANNING COMMISSION OF THE CITY OF CHULA VISTA, CALIFORNIA, this 8th day of February, 2023, by the following vote, to-wit: AYES: Burroughs, Combs, De La Rosa, Felber, Torres NOES: ABSENT: Milburn, Zaker ABSTAIN: ________________________ Max Zaker, Chair ATTEST: _______________________ Patricia Salvacion, Secretary DocuSign Envelope ID: 0CF17EEB-DCF2-46C7-AF2B-B6E054177AEB Page 199 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 City Council Item 7.2 March 7, 2023 Otay Ranch Village 2 Development Agreement Amendment Page 200 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda VILLAGE TWO -LOCATION OTAY LANDFILL HERITAGE RD.LA MEDIA RD.OTAY RANCH VILLAGE 3 Page 201 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT A –ORIGINAL OWNERSHIP 2014 –OWNERSHIP LIST VILLAGE II of OTAY HB SUB, GP OTAY RANCH II SUN 12, LLC OTAY RANCH VILLAGE II-PC-15, LLC VILLAGE II of OTAY, LP SUNRANCH CAPITAL PARTNERS, LLC MONTECITO VILLAGE, LLC Page 202 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2014 –OWNERSHIP LIST 2023 –OWNERSHIP LIST VILLAGE II of OTAY HB SUB, GP VILLAGE II of OTAY HB SUB, GP OTAY RANCH II SUN 12, LLC V2 COMMERCIAL, LLC OTAY RANCH VILLAGE II-PC-15, LLC V2 N IND 1(b), LLC VILLAGE II of OTAY, LP VILLAGE II of OTAY, LP SUNRANCH CAPITAL PARTNERS, LLC SUNRANCH CAPITAL PARTNERS, LLC MONTECITO VILLAGE, LLC V2 MIXED USE, LLC BALDWIN & SONS, LLC R25A TOWNHOMES, LLC R25A FLATS, LLC R-12 A, LLC R-12 B, LLC EXHIBIT A –UPDATED OWNERSHIPPage 203 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT B –2014 PROPERTIES OWNED OTAY LANDFILL HERITAGE RD.LA MEDIA RD.Page 204 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT B –2023 PROPERTIES OWNED OTAY LANDFILL HERITAGE RD.LA MEDIA RD.Page 205 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT F -PARCELS SUBJECT TO FEES Neighborhood 2014 2023 R-4B(a)111 111 R-4B(b)275 275 R-8C 51 -- R-9B --21 R-12 600 600 R-16B 17 17 R-17B(a)34 33 Page 206 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT F -PARCELS SUBJECT TO FEES Neighborhood 2014 2023 R-17B(b)95 78 R-18A(b) 24 -- R-18A(c)--18 R-18B(b)5 -- R-19B 39 39 R-20 80 79 R-21A --15 Page 207 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT F -PARCELS SUBJECT TO FEES Neighborhood 2014 Units 2023 Units R-21B 53 53 R-23 93 93 R-24 59 59 R-25A 330 330 R-27 175 175 R-31 25 21 MU-1 38 31 Page 208 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda EXHIBIT F -PARCELS SUBJECT TO FEES Neighborhood 2014 Units 2023 Units MU-2 50 93 MU-3 90 61 C-1 235 277 TOTAL 2,479 2,479 TOTAL FEES & EXTRAORDINARY CONTRIBUTION FROM UNITS: $7,810,000 Page 209 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RECOMMENDATION Place on first reading an Ordinance approving the First Amendment to the Otay Ranch Village Two Development Agreement. Page 210 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE Agreement and Appropriation: Approve a First Amendment to the Legal Services Agreement with Gatzke Dillon & Ballance LLP to Provide On-Call Legal Services for the Development Services Department and Appropriate Funds Report Number: 23-0076 Location: No specific geographic location Department: Development Services Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Recommended Action Adopt a resolution approving the first amendment to the Legal Services Agreement with Gatzke Dillon & Balance LLP for on-call legal services to assist the Development Services Department for a not-to-exceed amount of $412,500 and amend the Fiscal Year 2022/23 Development Services Fund budget for that purpose. (4/5 Vote Required) SUMMARY The Development Services Department processes a variety of permits for private development projects that require legal review and/or consultation throughout the permitting process, including support of the Planning Commission. This amendment will allow Development Services to request legal review directly with Gatzke, Dillon & Ballance, LLP in support of private development project permitting and Planning Commission. As part of their legal services, Gatzke, Dillon & Balance, LLP reviews project documents scheduled for Planning Commission and attends Planning Commission meetings on behalf of the City Attorney’s Office. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed activity for compliance with CEQA and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines Page 211 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 because it will not result in a physical change in the environment; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable DISCUSSION The City of Chula Vista (“City”) has an important business need for on-call legal services to support the Development Services Department for private development projects. On June 23, 2021, the City entered into a Legal Services Agreement (“Agreement”) with Gatzke, Dillon & Balance LLP, for a one-year term after the effective date (June 23, 2021) with the option to extend the term of the Agreement for up to five (5) one-year increments. The Agreement provides on-call legal services to assist the Development Services Department with a not-to-exceed amount of $50,000 (Attachments 1 and 2). The Development Services Department provides permitting services for a variety of projects, from individual home owners to large development of subdivisions, for private development projects throughout the City. Many of these projects may require the need for legal review at any point in the permitting process, including projects that require Planning Commission approval. With retirements of key staff in the City Attorney’s Office, Development Services began to use the on-call legal services of Gatzke, Dillon & Ballance LLP in November 2022. To date, Gatzke, Dillon & Ballance LLP has reviewed many development projects requiring Planning Commission approval; supported staff at a Zoning Administrator Public Hearing; supported staff at City Council for projects and supported staff on an appeal of the Zoning Administrator’s decision. To date, Development Services has found Gatzke, Dillon & Ballance LLP very responsive with all requested legal service needs. Prompt legal review of development projects allows Development Services to continue to provide our customer’s quality services they expect from the City. Additionally, the prompt responsiveness of legal services reduces delays in developer’s being able to deliver housing units within the City. Given the large volume of projects in Development Services, the capacity of $50,000 in the Agreement has been expended. The requested first amendment to the Agreement will increase the capacity an additional not-to-exceed amount of $412,500. The amendment is not requesting any other changes to the provisions within the original Agreement. It is anticipated that most of the work performed under the first amendment will be directly paid by developer deposit accounts. Development Services has recently implemented a regular review and update of the City’s Municipal Code. The code amendment items are funded by the General Fund. Development Services anticipates that work paid from the General Fund will be within the current year’s budget. Staff recommends that the City Council adopt the Resolution to approve the first amendment to the Agreement for a not-to-exceed amount of $412,500. DECISION-MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Council members do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et Page 212 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 seq.). Staff is not independently aware and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT Approval of this action amends the current fiscal year budget of the Development Services Fund, increasing revenues and expenditures in the amount of $412,500, resulting in no net fiscal impact. Any work outside the Development Services Fund will be accommodated within existing budgets. ONGOING FISCAL IMPACT The proposed amendment amount was calculated to cover expected services to be provided through the end of the current contract (October 28, 2023). Any funds not expended in the current fiscal year will be rolled forward to fiscal year 2023-24 to cover the period July 1, 2023 through October 28, 2023. ATTACHMENTS 1. Legal Services Agreement, dated June 23, 2021 2. Option to Extend Legal Services Agreement 3. First Amendment to Legal Services Agreement Staff Contact: Laura C. Black, AICP, Director of Development Services Page 213 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND GATZKE DILLON & BALANCE LLP This Legal Services Agreement (“Agreement”) is entered into June 23, 2021 (“Effective Date”), by and between the City of Chula Vista (“City”) and Gatzke Dillon & Balance LLP (“Attorney”). RECITAL Attorney represents it is qualified by virtue of experience, training, education, and expertise to accomplish the services to be provided under this Agreement. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Term of Agreement. This Agreement shall cover services rendered from the first communication between the City and Attorney until one-year after the Effective Date. Notwithstanding the original term above, the City has the option to extend the term of this Agreement for up to five (5) one-year increments. The City Attorney shall be authorized to exercise the options to extend. If City exercises an option to extend, each extension shall be on the same terms and conditions herein unless otherwise amended in a written amendment between the parties. 2. Services to be Provided. The services to be performed by Attorney shall consist of the performance of any and all tasks and services reasonably required to advise, assist, and fully and competently represent the City in all legal matters presented to Attorney and on any matters in litigation, wherein Attorney is consulted by, or appears on behalf of, the City. Attorney’s services shall include, but are not limited to, any and all reasonably required legal representation on behalf of the City in the matter of on-call legal services to assist the Development Services Department. (collectively, the “Required Services”). 3. Compensation - Attorney shall be compensated for performance of the Required Services as follows: 3.1 Amount. The total amount of service and costs to be paid under this Agreement shall not exceed $50,000 without the express written authorization of the City prior to work or services performed. Any amounts incurred beyond that amount that were not so approved in writing, are subject to non- payment. Attorney shall submit an initial estimated budget and a liability assessment within thirty (30) days following the receipt of initial file and assignment. Prior to commencing services under this Agreement, Attorney shall obtain advance approval of the individual attorneys who will be performing any Required Services. Additionally, Attorney shall obtain advance approval of any changes to the individual attorneys performing any Required Services. The City shall compensate Attorney for the Required Services satisfactorily performed and approved at the following hourly rates: DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 214 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 Partners $375.00/hour Associate Attorneys $295.00/hour Travel time shall be billed at the same hourly rate. Except for reimbursable expenses as defined below, such hourly compensation shall be the sole and total remuneration for services rendered pursuant to this Agreement. 3.2 Billing. Attorney agrees to provide City with a detailed invoice for the Required Services performed each month, within thirty (30) days of the end of the month in which the Required Services were performed. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format and in a manner such that each task is separately explained in reasonable detail, and with a specific time allocation recorded, for each task. The invoice shall include the amount, billing rate, basis for calculation of all fees and costs, total fees and costs incurred, total amount paid and balance remaining. All invoices submitted must include, on the first page of the invoice, the original estimated budget, and all subsequently revised budgets, beginning with the first invoice submitted and all invoices thereafter. The City does not pay for the preparation of billings or for discussions concerning billing. The City will not accept and will not be responsible for block or cumulative invoice entries. Attorney shall not charge the City for more than one Attorney’s time when appearing at a meeting, in Court, or for performing any task unless the City has expressly authorized in writing the use of two or more attorneys for the appearance or task. All billing for work performed under this Agreement shall be sent to the following: City of Chula Vista Attorney’s Office ATTN: Law Office Manager 276 Fourth Avenue Chula Vista, CA 91910 3.3 Payment to Attorney. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed by Attorney, City agrees to pay Attorney for the approved amounts within thirty (30) days. 3.4 Reimbursements for Expenses. Attorney shall keep accurate records of all costs, travel, and expenses. These records shall be made available to the City upon reasonable request. The City will reimburse actual, reasonable, and necessary out of pocket expenses incurred by Attorney in performing any services under this Agreement as follows: a) Photocopying charges at no more than $0.15 per page. b) Parking Fees at the actual amount charged to Attorney. c) Travel/Mileage at the current federal per mile rate. Any travel fees incurred outside of San Diego County must be authorized and approved in advance of the City. DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 215 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 3 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 d) Statutory Fees, Witness fees, Reporters fees, Stenographic transcription, jury fees and the cost of serving process actually incurred by Attorney. e) Attorney may seek reimbursement for any actual, reasonable and necessary expenses incurred on items not identified above with the prior authorization and approval by the City. The City will not reimburse Attorney for any additional charges incurred due to “rush” deliveries or “late” charges, unless such expenses are approved in writing and in advance by the City after the need for such services is determined by the City to be reasonably beyond the control of Attorney. To obtain reimbursement, Attorney shall submit a monthly summary of expenses, along with all supporting receipts, within thirty (30) days of the expense being incurred. 3.5 Expert Consultations and Witnesses. Expert consultations and witnesses, and any investigators, may be retained on terms acceptable to the City, authorized and approved in writing and in advance, for which the City shall reimburse the Attorney or pay investigators, consultants, or experts directly. In no event shall Attorney retain any service of any expert, investigator, or consultant without first receiving express authorization and approval from the City. 4. Insurance. 4.1 Professional Errors and Omissions Insurance. Attorney shall obtain and maintain in full force and effect at all times Professional Errors and Omissions Liability Insurance. Such insurance shall provide coverage in an amount not less than two million dollars ($2,000,000.00) per occurrence and four million dollars ($4,000,000.00) aggregate. The City reserves the right to require insurance for a higher coverage than the minimum limits noted above. All insurance carriers shall hold a Best rating of “A+” or better. The insurance policy required under this paragraph shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage, or in limits, except after thirty (30) days prior written notice, by certified mail return receipt requested, given to the City. If the Attorney maintains higher limits than the minimums stated above, the City requires and shall be entitled to coverage for the higher limits maintained by the Attorney. Said insurance policy shall provide coverage to the City for any damages or losses suffered by the City as a result of any error or omission, or neglect by Attorney which arise out of the services rendered under this Agreement. Such insurance may not be subject to a self-insured retention or deductible in an amount in excess of Twenty-Five thousand ($25,000.00) dollars without prior written authorization and approval by the City. Attorney shall, within ten (10) days after entering into this Agreement, and before commencing or performing any services under the Agreement, deposit with the City Attorney, a Certificate of Insurance certifying that all insurance required herein is, and will be, in full force and effect from the time the Agreement is entered into until the later of the date of expiration or termination of this Agreement. Should Attorney’s insurance policy terminate during the Agreement period, the Attorney shall renew the Certificates of Insurance at least fifteen (15) days prior to expiration and submit to the City at least ten (10) days prior to expiration. Any delay in submission of current Certificates of Insurance may result in a delay of payment. DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 216 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 4 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 Attorney shall not commence any work under this Agreement until Attorney has obtained and submitted all City approved insurance. All insurance required shall be carried only by responsible insurance companies licensed to do business in California. All policies shall contain language to the effect that: (1) the insurer waives any right of subrogation against the City and the City’s elected officials, officers, employees, agents, and representatives; and (2) insurance shall be primary non-contributing and any other insurance carried by the City shall be excess over such insurance. Attorney shall furnish the City with copies of all applicable policies promptly upon receipt. Nothing in this section shall be construed to make Attorney other than an independent contractor for all purposes. Attorney agrees to notify the City in the event that the limits shall fall below the coverage stated above or if the insurance policies noted here are allowed to lapse and substitute insurance is, or is not, obtained. 5. Indemnification. Attorney agrees to protect, hold harmless, defend, and indemnify the City, its employees, elective or appointive boards, officers, agents, agenda and affiliates, from any and all loss, claims liabilities, expenses, or damages of any nature whatsoever, including Attorneys’ fees, arising out of or in any way connected with the misconduct, negligent acts, errors or omissions in the performance of the Required Services under Agreement by Attorney, Attorney’s agents, officers, employees, sub- contractors, or independent contractors of Attorney, except where the loss or liability arises out of the sole negligence or willful misconduct of the City. 6. City Agent. The City Attorney, for the purposes of this Agreement, is the agent for the City. Whenever authorization or approval is required, Attorney understands that the City Attorney has the authority to provide the authorization or approval. 7. Independent Contractor. Attorney, and anyone employed by Attorney, are not and shall not be, deemed employees of the City. Attorney is solely responsible for the payment of employment taxes, workers compensation taxes, and any other taxes for employees. 8. Conflict of Interest. Attorney represents that they presently have no material financial interest other than that which may be held by the general public and shall not acquire any interest, direct or indirect, in any contract or decision made on behalf of the City which may be affected by the services to be performed by Attorney under this Agreement. Attorney further agrees that no person having any such interest shall be employed by them. If Attorney or their employees acquire a direct or indirect personal interest, such interest shall be immediately disclosed to the City and the interested individual shall abstain from any contracts or decisions under this Agreement. In addition to the proscriptions regarding conflicts of interest imposed on Attorney by the Business and Professions Code and by California Rules of Professional Conduct, Attorney represents that no Attorney shall represent clients before any board, commission, committee or agency of the City or represent any client with interests adverse to the City. Furthermore, Attorney shall at all times avoid conflicts of interest or the appearance of a conflict of interest in performance of this Agreement. Attorney shall immediately notify the City Attorney of any circumstances, or change of circumstances, that may provide for the potential for a conflict of interest, or actual conflict of interest. DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 217 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 5 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 9. Non-Liability of Officials/Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Agreement. 10. Compliance with Law. Attorney shall comply with all applicable laws, ordinances, codes, and regulations of all Federal, State, and local governments. In addition, Attorney agrees to abide by all ethical and moral standards as represented by the Rules of Professional Conduct as applied to the California State Bar. 11. Work Product. All documents, or other information developed or received, by Attorney shall be the property of the City. Attorney shall provide the City with copies of items upon reasonable demand or upon termination of this Agreement. 12. Notices. Attorney must immediately advise City of any significant developments in the performance of the Required Services. City requires that drafts of all pleadings or papers filed with the court be provided to City in advance of filing and with adequate time for review and comment by City. Attorney must immediately advise City of all trial related dates, any dates for alternative dispute resolution, and any motion or court hearing dates upon first notification to Attorney of such dates. All notices shall be personally delivered or mailed, via first class mail, to the below listed address. In addition, such addresses shall be used for delivery for service of process. Attorney agrees to notify the City within ten (10) days of the date of any change of address and agree to keep an updated address with the applicable Courts on any matters that Attorney is representing the City. a. Address of Attorney is as follows: Kevin P. Sullivan, Esq. Gatzke Dillon & Ballance LLP 2762 Gateway Road Carlsbad, California 92009 b. Address of City is as follows: Michael Shirey City of Chula Vista Attorney’s Office 276 Fourth Avenue Chula Vista, CA 91910 mshirey@chulavistca.gov 13. Default/Termination of Agreement. City and Attorney shall have the right to terminate this Agreement without cause by giving fifteen (15) days written notice. However, Attorney shall not substitute out as Attorney of Record on any matters it may be representing the City without first obtaining written consent from the City, or first obtaining an appropriate Court Order, allowing Attorney to withdraw as counsel of record. 14. Limitations Upon Assignment/Subcontracting. Attorney agrees that no portion of their performance of Required Services rendered under this Agreement shall be assigned by Attorney or subcontracted to any other party without prior written authorization and approval of the City. DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 218 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 6 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 15. Non-Discrimination. Attorneys covenant there shall be no discrimination based upon race, color, creed, religion, sex, marital status, age, handicap, national origin, or ancestry, in any activity pursuant to this Agreement. 16. Time of Essence. Time is of the essence in the performance of this Agreement. 17. Authority to Execute. The persons executing this Agreement on behalf of the parties warrant that they are duly authorized to execute this Agreement as herein stated. 18. City Audit. The City is required to complete an annual audit. The Auditors may contact and require some input from Attorney concerning matters Attorney is engaged for the City. Attorney agrees to cooperate, at no charge to the City, for such cooperation or input as may be required. 19. Entire Agreement. This Agreement represents the parties’ final and mutual understanding. This Agreement supersedes any previous agreements, oral or written. 20. Modification. This Agreement shall not be modified or replaced except by another signed, written Agreement, properly executed by the parties. 21. Waiver. The waiver of any breach or any provision of this Agreement does not waive any other breach of that term, or any other term, in this Agreement. 22. Partial Invalidity. If any part of this Agreement is found for any reason to be unenforceable, all other parts nonetheless shall remain in force. 23. Governing Law. This Agreement shall be interpreted and construed in accordance with the laws of the State of California. Any action commenced regarding this Agreement shall be filed in the Central Branch of the San Diego Superior Court. 24. Interpretation. This Agreement shall be interpreted as though prepared by both parties. 25. Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating responsibility or liability between the City and Attorney survive the termination of this Agreement. 26. Financial Interests. Attorney is deemed to be a “Consultant” for the purposes of the Political Reform Act conflict of interest and disclosure provisions and shall report economic interests to the City Clerk on the required Statement of Economic Interests in such reporting categories as are specified in Exhibit A, or if none are specified, then as determined by the City Attorney. DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 219 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 7 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 IN WITNESS WHEREOF, these parties have executed this Agreement on the day and year shown hereinabove. CITY OF CHULA VISTA By: ________________________________________________________ Glen R. Googins, City Attorney ATTORNEY By: ________________________________________________________ Kevin P. Sullivan, Partner DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 220 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 8 of 8 LSA-On-Call Legal Services- Development Services Department June 23, 2021 Revised date: 5/27/2021 STATEMENT OF ECONOMIC INTERESTS CITY OF CHULA VISTA AND GATZKE DILLON & BALLANCE LLP Attorney: Kevin P. Sullivan ( X ) Not Applicable. Not a Fair Political Practices Commission (“FPPC”) Filer. ( ) FPPC Filer. If Attorneys in the performance of its services under this agreement: (1) conduct research and arrives at conclusions with respect to its rendition of information, advice, recommendations or counsel independent of the control and direction of the City or of any City official, other than normal contract monitoring; and (2) possesses no authority with respect to any City decision beyond the rendition of information, advice, recommendations or counsel, Attorneys should not be designated as an FPPC Filer. If Attorneys are designated as FPPC filers, specify below which disclosure categories apply: ( ) 1. All investments, sources of income and business positions; ( ) 2. Interests in real property; ( ) 3. Investments, business positions, interests in real property, and sources of income subject to the regulatory, permit or licensing authority of the department; ( ) 4. Investments and business positions in business entities and sources of income that engage in land development, construction or the acquisition or sale of real property; ( ) 5. Investments and business positions in business entities and sources of income that, within the past two years, have contracted with the City of Chula Vista to provide services, supplies, materials, machinery or equipment; ( ) 6. Investments and business positions in business entities and sources of income that within the past two years, have contracted with the designated employee’s department to provide services, supplies, materials, machinery or equipment; ( ) 7. List interests in real property within 2 radial miles of Project Property, if any: ______________________________________________________________________________ ________________________________________________________________ ________________________________________________________________ DocuSign Envelope ID: 1ECF9ADB-9AB5-463A-81C5-1715C49CBD04 Page 221 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Rev. 05/26/2021 NOTICE OF EXERCISE OF OPTION TO EXTEND AGREEMENT LEGAL SERVICES AGREEMENT Pursuant to the terms of that certain agreement entitled Legal Services Agreement (“Agreement”), entered into effective June 23, 2021 between the City of Chula Vista (“City”) and Gatzke Dillon & Ballance LLP (“Attorney”), City hereby exercises its option to extend term of the Agreement as follows: OPTION TERM: October 28, 2022 October 28, 2023 For services performed during this Option Term, City shall compensate Attorney pursuant to the same terms and conditions as provided for in the Agreement. All other terms and conditions of the Agreement shall remain in full force and effect. CITY OF CHULA VISTA BY: _______________________________ Glen R. Googins City Attorney ACKNOWLEDGED AND AGREED GATZKE DILLON & BALLANCE LLP BY: _______________________________ Kevin P. Sullivan Partner DocuSign Envelope ID: EE913567-9C90-4F76-A579-2040CF7C8C21 Page 222 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 1st Amendment to LSA-On-Call Legal Services- Development Services Department 3.28.23 Revised date: 5/27/2021 FIRST AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND GATZKE DILLON & BALLANCE LLP This First Amendment to Legal Services Agreement (“First Amendment”) is entered into this effective date of March 28, 2023 (“Effective Date”), by and between the City of Chula Vista (“City”) and Gatzke Dillon & Ballance LLP (“Attorney”) (City and Attorney together, “Parties”). RECITAL WHEREAS, Attorney has provided legal services on behalf of the City, including but not limited to, any and all reasonably required legal representation on behalf of the City in the matter of on-call legal services to assist the Development Services Department, pursuant to a Legal Services Agreement between City and Attorney effective June 23, 2021 (“Agreement”); and WHEREAS, the Agreement, in section 3.1, provides that the total amount of service and costs to be paid under the Agreement shall not exceed $50,000.00 without the express written authorization of the City; and WHEREAS, the term of the Agreement was previously extended via an executed Notice of Exercise of Option to Extend Agreement from October 28, 2022 to October 28, 2023 on the same terms and conditions provided for in the Agreement; and WHEREAS, the services by Attorney are to include continued representation on behalf of the City in the matter of on-call legal services to assist the Development Services Department , which will result in additional costs exceeding $50,000.00 through October 28, 2023. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Section 3.1 of the Agreement is amended to change the not to exceed amount from fifty thousand dollars ($50,000.00) to four hundred twelve thousand five hundred dollars ($412,500.00) through the term ending on October 28, 2023. Thereafter, the not to exceed amount shall revert to fifty thousand dollars ($50,000.00) for each remaining future one-year extension term unless otherwise amended in writing by the Parties pursuant to the Agreement. 2. Costs that exceeded $50,000.00 that were incurred under the Agreement but prior to this First Amendment are to be covered and compensated by this First Amendment. 3. Except as expressly provided herein, all other terms and conditions of the Legal Services Agreement shall remain in full force and effect. Page 223 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 1st Amendment to LSA-On-Call Legal Services- Development Services Department 3.28.23 Revised date: 5/27/2021 FIRST AMENDMENT TO LEGAL SERVICES AGREEMENT GATZKE DILLON & BALLANCE LLP SIGNATURE PAGE IN WITNESS WHEREOF, by executing this First Amendment where indicated below, City and Attorney agree that they have read and understood all terms and conditions of this First Amendment, that they fully agree and consent to be bound by same, and that they are freely entering into this First Amendment as of Effective Date. CITY OF CHULA VISTA By: ________________________________________________________ Jill D.S. Maland Lounsbery Ferguson Altona & Peak Acting City Attorney ATTORNEY By: ________________________________________________________ Kevin P. Sullivan, Partner Gatzke Dillion & Balance LLP Page 224 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Form Rev 3/6/2023 RESOLUTION NO. __________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE FIRST AMENDMENT TO THE LEGAL SERVICES AGREEMENT FOR ON-CALL LEGAL SERVICES TO ASSIST THE DEVELOPMENT SERVICES DEPARTMENT BETWEEN THE CITY AND GATZKE DILLON & BALLANCE LLP, AMENDING THE FISCAL YEAR 2022/23 BUDGET, AND APPROPRIATING FUNDS THEREFOR WHEREAS, the City previously entered into a legal services agreement with Gatzke Dillon & Ballance LLP, to provide on-call legal services to assist the Development Services Department (“Legal Services Agreement”); and WHEREAS, Section 3.1 of the Legal Services Agreement provides that Gatzke Dillon & Ballance LLP’s compensation shall not exceed $50,000; and WHEREAS, the services provided by Gatzke Dillon & Ballance LLP include continued on-call legal services to assist the Development Services Department, resulting in additional costs; and WHEREAS, staff therefore recommends approving the First Amendment to the Legal Services Agreement, as set forth in Exhibit 1, increasing the not-to-exceed compensation from $50,000 to $412,500 through the term ending on October 28, 2023. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it approves the First Amendment to the Legal Services Agreement for on-call legal services to assist the Development Services Department between the City and Gatzke Dillon & Ballance LLP, in the form presented, with such minor modifications as may be required or approved by the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk; and authorizes and directs the Mayor to execute same. BE IT FURTHER RESOLVED by the City Council of the City of Chula Vista that it does hereby amend the Fiscal Year 2022/23 budget to appropriate $412,500.00 in revenues and expenditures to the Development Services Fund. Presented by Approved as to form By: Laura Black Jill D.S. Maland Development Services Department Director Lounsbery Ferguson Altona & Peak Acting City Attorney Page 225 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE Agreement: Third Amendment to Legal Services Agreement with Colantuono, Highsmith & Whatley, PC to Provide Legal Services Related to Local Gaming Authority Issues Report Number: 23-0081 Location: No specific geographic location Department: City Attorney Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (“CEQA”) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Recommended Action Adopt a resolution approving the third amendment to the Legal Services Agreement with Colantuono Highsmith & Whatley, PC to provide legal services related to local gaming authority issues for a not to exceed amount of $65,000. SUMMARY The City of Chula Vista exercises local authority over gaming operations in its jurisdiction, which requires legal review and consultation from time to time. This amendment to a Legal Services Agreement will allow the City to continue to utilize the legal services of Colantuono, Highsmith & Whatley, PC for ongoing local gaming authority matters. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed activity for compliance with CEQA and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines because it will not result in a physical change in the environment; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable. Page 226 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 DISCUSSION The City of Chula Vista currently exercises local authority over gaming operations within its jurisdiction and contracts with outside legal counsel from time to time for legal review, consultation, and expertise in this area. In accordance with the City’s charter, the City Attorney oversees contracts for legal and related professional services. Chula Vista Municipal Code section 2.56.110(F) requires City Council approval of most legal services contracts in excess of $50,000. The City Attorney’s office initially entered into a Legal Services Agreement (“LSA”) with the law firm of Colantuono, Highsmith & Whatley, PC for legal services related to local authority over gaming operations in June 2022 in a not to exceed amount of $10,000. The LSA was amended in October 2022 and January 2023 to increase the not to exceed amount to a total of $50,000. Due to an ongoing need for legal services in regard to local authority over gaming operations, the City Attorney’s office seeks to amend the LSA again to increase the not to exceed amount to from $50,000 to $65,000. As this proposed third amendment to the LSA would result in a legal services contract in excess of $50,000, staff requests City Council approval of such amendment. DECISION-MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Council members do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et seq.). Staff is not independently aware and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current year fiscal impact as the funds used to pay this contract will be offset by salary savings in the City Attorney Department budget. ONGOING FISCAL IMPACT There is no ongoing fiscal impact as a result of this action. ATTACHMENTS 1. Legal Services Agreement with Colantuono Highsmith & Whatley 2. 1st Amendment to Legal Services Agreement with Colantuono Highsmith & Whatley 3. 2nd Amendment to Legal Services Agreement with Colantuono Highsmith & Whatley 4. 3rd Amendment to Legal Services Agreement with Colantuono Highsmith & Whatley Staff Contact: Megan McClurg Page 227 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Form Rev 3/6/2023 RESOLUTION NO. __________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE THIRD AMENDMENT TO THE LEGAL SERVICES AGREEMENT FOR LEGAL SERVICES RELATED TO GAMING OPERATIONS BETWEEN THE CITY AND COLANTUONO, HIGHSMITH & WHATLEY, PC WHEREAS, the City previously entered into a legal services agreement with Colantuono, Highsmith & Whatley, PC, on June 9, 2022 to provide legal services related to local authority for gaming operations (“Legal Services Agreement”); and WHEREAS, Section 3.1 of the Legal Services Agreement provided that Colantuono, Highsmith & Whatley, PC’s compensation shall not exceed $10,000; and WHEREAS, City subsequently entered into first amendment to the Legal Services Agreement to amend Section 3.1 to increase the not to exceed amount of compensation to $40,000, and then a second amendment to the Legal Services Agreement to amend Section 3.1 to increase the not to exceed amount of compensation to $50,000; and WHEREAS, the there is a continued need for remaining legal services related to local authority for gaming operations, resulting in additional costs; and WHEREAS, staff therefore recommends approving the Third Amendment to the Legal Services Agreement, as set forth in Exhibit 1, increasing the not -to-exceed compensation amount from $50,000 to $65,000. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it approves the Third Amendment to the Legal Services Agreement for legal services to related to local authority for gaming operations, in the form presented, with such minor modifications as may be required or approved by the City Attorney, a copy of which shall be kept on file in the Office of the City Clerk; and authorizes and directs the City Attorney to execute same. Presented by Approved as to form By: Maria Kachadoorian Jill D.S. Maland City Manager Lounsbery Ferguson Altona & Peak Acting City Attorney Page 228 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 8 LSA-Seven Mile Casino gaming operations LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC This Legal Services Agreement (“Agreement”) is entered into June 9, 2022(“Effective Date”), by and between the City of Chula Vista (“City”) and Colantuono, Highsmith & Whatley, PC (“Attorney”). RECITAL Attorney represents it is qualified by virtue of experience, training, education, and expertise to accomplish the services to be provided under this Agreement. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Term of Agreement. This Agreement shall cover services rendered from the first communication between the City and Attorney until one-year after the Effective Date. Notwithstanding the original term above, the City has the option to extend the term of this Agreement for up to five (5) one-year increments. The City Attorney shall be authorized to exercise the options to extend. If City exercises an option to extend, each extension shall be on the same terms and conditions herein unless otherwise amended in a written amendment between the parties. 2. Services to be Provided. The services to be performed by Attorney shall consist of the performance of any and all tasks and services reasonably required to advise, assist, and fully and competently represent the City in all legal matters presented to Attorney and on any matters in litigation, wherein Attorney is consulted by, or appears on behalf of, the City. Attorney’s services shall include, but are not limited to, advising the City on local authority regarding gaming operations (collectively, the “Required Services”). 3. Compensation - Attorney shall be compensated for performance of the Required Services as follows: 3.1 Amount. The total amount of service and costs to be paid under this Agreement shall not exceed $10,000 without the express written authorization of the City prior to work or services performed. Any amounts incurred beyond that amount that were not so approved in writing, are subject to non- payment. Attorney shall submit an initial estimated budget and a liability assessment within thirty (30) days following the receipt of initial file and assignment. Prior to commencing services under this Agreement, Attorney shall obtain advance approval of the individual attorneys who will be performing any Required Services. Additionally, Attorney shall obtain advance approval of any changes to the individual attorneys performing any Required Services. The City shall compensate Attorney for the Required Services satisfactorily performed and approved at the following hourly rates: DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 229 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 8 LSA-Seven Mile Casino gaming operations Senior Counsel $385.00/hour Associate Attorneys $350.00/hour Paralegal $180.00/hour Travel time shall be billed at the same hourly rate. Except for reimbursable expenses as defined below, such hourly compensation shall be the sole and total remuneration for services rendered pursuant to this Agreement. 3.2 Billing. Attorney agrees to provide City with a detailed invoice for the Required Services performed each month, within thirty (30) days of the end of the month in which the Required Services were performed. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format and in a manner such that each task is separately explained in reasonable detail, and with a specific time allocation recorded, for each task. The invoice shall include the amount, billing rate, basis for calculation of all fees and costs, total fees and costs incurred, total amount paid and balance remaining. All invoices submitted must include, on the first page of the invoice, the original estimated budget, and all subsequently revised budgets, beginning with the first invoice submitted and all invoices thereafter. The City does not pay for the preparation of billings or for discussions concerning billing. The City will not accept and will not be responsible for block or cumulative invoice entries. Attorney shall not charge the City for more than one Attorney’s time when appearing at a meeting, in Court, or for performing any task unless the City has expressly authorized in writing the use of two or more attorneys for the appearance or task. All billing for work performed under this Agreement shall be sent to the following: City of Chula Vista Attorney’s Office ATTN: Law Office Manager 276 Fourth Avenue Chula Vista, CA 91910 snecochea@chulavistaca.gov (619) 585-5731 3.3 Payment to Attorney. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed by Attorney, City agrees to pay Attorney for the approved amounts within thirty (30) days. 3.4 Reimbursements for Expenses. Attorney shall keep accurate records of all costs, travel, and expenses. These records shall be made available to the City upon reasonable request. The City will reimburse actual, reasonable, and necessary out of pocket expenses incurred by Attorney in performing any services under this Agreement as follows: a) Photocopying charges at no more than $0.15 per page. b) Parking Fees at the actual amount charged to Attorney. DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 230 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 3 of 8 LSA-Seven Mile Casino gaming operations c) Travel/Mileage at the current federal per mile rate. Any travel fees incurred outside of San Diego County must be authorized and approved in advance of the City. d) Statutory Fees, Witness fees, Reporters fees, Stenographic transcription, jury fees and the cost of serving process actually incurred by Attorney. e) Attorney may seek reimbursement for any actual, reasonable and necessary expenses incurred on items not identified above with the prior authorization and approval by the City. The City will not reimburse Attorney for any additional charges incurred due to “rush” deliveries or “late” charges, unless such expenses are approved in writing and in advance by the City after the need for such services is determined by the City to be reasonably beyond the control of Attorney. To obtain reimbursement, Attorney shall submit a monthly summary of expenses, along with all supporting receipts, within thirty (30) days of the expense being incurred. 3.5 Expert Consultations and Witnesses. Expert consultations and witnesses, and any investigators, may be retained on terms acceptable to the City, authorized and approved in writing and in advance, for which the City shall reimburse the Attorney or pay investigators, consultants, or experts directly. In no event shall Attorney retain any service of any expert, investigator, or consultant without first receiving express authorization and approval from the City. 4. Insurance. 4.1 Professional Errors and Omissions Insurance. Attorney shall obtain and maintain in full force and effect at all times Professional Errors and Omissions Liability Insurance. Such insurance shall provide coverage in an amount not less than two million dollars ($2,000,000.00) per occurrence and four million dollars ($4,000,000.00) aggregate. The City reserves the right to require insurance for a higher coverage than the minimum limits noted above. All insurance carriers shall hold a Best rating of “A+” or better. The insurance policy required under this paragraph shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage, or in limits, except after thirty (30) days prior written notice, by certified mail return receipt requested, given to the City. If the Attorney maintains higher limits than the minimums stated above, the City requires and shall be entitled to coverage for the higher limits maintained by the Attorney. Said insurance policy shall provide coverage to the City for any damages or losses suffered by the City as a result of any error or omission, or neglect by Attorney which arise out of the services rendered under this Agreement. Such insurance may not be subject to a self-insured retention or deductible in an amount in excess of Twenty-Five thousand ($25,000.00) dollars without prior written authorization and approval by the City. Attorney shall, within ten (10) days after entering into this Agreement, and before commencing or performing any services under the Agreement, deposit with the City Attorney, a Certificate of Insurance certifying that all insurance required herein is, and will be, in full force and effect from the time the Agreement is entered into until the later of the date of expiration or termination of this Agreement. Should Attorney’s insurance policy terminate during the Agreement period, the Attorney shall renew the Certificates of Insurance at least fifteen (15) days prior to expiration and submit to the DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 231 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 4 of 8 LSA-Seven Mile Casino gaming operations City at least ten (10) days prior to expiration. Any delay in submission of current Certificates of Insurance may result in a delay of payment. Attorney shall not commence any work under this Agreement until Attorney has obtained and submitted all City approved insurance. All insurance required shall be carried only by responsible insurance companies licensed to do business in California. All policies shall contain language to the effect that: (1) the insurer waives any right of subrogation against the City and the City’s elected officials, officers, employees, agents, and representatives; and (2) insurance shall be primary non-contributing and any other insurance carried by the City shall be excess over such insurance. Attorney shall furnish the City with copies of all applicable policies promptly upon receipt. Nothing in this section shall be construed to make Attorney other than an independent contractor for all purposes. Attorney agrees to notify the City in the event that the limits shall fall below the coverage stated above or if the insurance policies noted here are allowed to lapse and substitute insurance is, or is not, obtained. 5. Indemnification. Attorney agrees to protect, hold harmless, defend, and indemnify the City, its employees, elective or appointive boards, officers, agents, agenda and affiliates, from any and all loss, claims liabilities, expenses, or damages of any nature whatsoever, including Attorneys’ fees, arising out of or in any way connected with the misconduct, negligent acts, errors or omissions in the performance of the Required Services under Agreement by Attorney, Attorney’s agents, officers, employees, sub- contractors, or independent contractors of Attorney, except where the loss or liability arises out of the sole negligence or willful misconduct of the City. 6. City Agent. The City Attorney, for the purposes of this Agreement, is the agent for the City. Whenever authorization or approval is required, Attorney understands that the City Attorney has the authority to provide the authorization or approval. 7. Independent Contractor. Attorney, and anyone employed by Attorney, are not and shall not be, deemed employees of the City. Attorney is solely responsible for the payment of employment taxes, workers compensation taxes, and any other taxes for employees. 8. Conflict of Interest. Attorney represents that they presently have no material financial interest other than that which may be held by the general public and shall not acquire any interest, direct or indirect, in any contract or decision made on behalf of the City which may be affected by the services to be performed by Attorney under this Agreement. Attorney further agrees that no person having any such interest shall be employed by them. If Attorney or their employees acquire a direct or indirect personal interest, such interest shall be immediately disclosed to the City and the interested individual shall abstain from any contracts or decisions under this Agreement. In addition to the proscriptions regarding conflicts of interest imposed on Attorney by the Business and Professions Code and by California Rules of Professional Conduct, Attorney represents that no Attorney shall represent clients before any board, commission, committee or agency of the City or represent any client with interests adverse to the City. Furthermore, Attorney shall at all times avoid DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 232 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 5 of 8 LSA-Seven Mile Casino gaming operations conflicts of interest or the appearance of a conflict of interest in performance of this Agreement. Attorney shall immediately notify the City Attorney of any circumstances, or change of circumstances, that may provide for the potential for a conflict of interest, or actual conflict of interest. 9. Non-Liability of Officials/Employees of the City. No official or employee of the City shall be personally liable for any default or liability under this Agreement. 10. Compliance with Law. Attorney shall comply with all applicable laws, ordinances, codes, and regulations of all Federal, State, and local governments. In addition, Attorney agrees to abide by all ethical and moral standards as represented by the Rules of Professional Conduct as applied to the California State Bar. 11. Work Product. All documents, or other information developed or received, by Attorney shall be the property of the City. Attorney shall provide the City with copies of items upon reasonable demand or upon termination of this Agreement. 12. Notices. Attorney must immediately advise City of any significant developments in the performance of the Required Services. City requires that drafts of all pleadings or papers filed with the court be provided to City in advance of filing and with adequate time for review and comment by City. Attorney must immediately advise City of all trial related dates, any dates for alternative dispute resolution, and any motion or court hearing dates upon first notification to Attorney of such dates. All notices shall be personally delivered or mailed, via first class mail, to the below listed address. In addition, such addresses shall be used for delivery for service of process. Attorney agrees to notify the City within ten (10) days of the date of any change of address and agree to keep an updated address with the applicable Courts on any matters that Attorney is representing the City. a. Address of Attorney is as follows: Michael Colantuono Colantuono, Highsmith & Whatley, P.C. 420 Sierra College Drive, Suite 140 Grass Valley, CA 95945-7357 b. Address of City is as follows: Glen Googins, City Attorney City of Chula Vista Attorney’s Office 276 Fourth Avenue Chula Vista, CA 91910 13. Default/Termination of Agreement. City and Attorney shall have the right to terminate this Agreement without cause by giving fifteen (15) days written notice. However, Attorney shall not substitute out as Attorney of Record on any matters it may be representing the City without first obtaining written consent from the City, or first obtaining an appropriate Court Order, allowing Attorney to withdraw as counsel of record. DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 233 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 6 of 8 LSA-Seven Mile Casino gaming operations 14. Limitations Upon Assignment/Subcontracting. Attorney agrees that no portion of their performance of Required Services rendered under this Agreement shall be assigned by Attorney or subcontracted to any other party without prior written authorization and approval of the City. 15. Non-Discrimination. Attorneys covenant there shall be no discrimination based upon race, color, creed, religion, sex, marital status, age, handicap, national origin, or ancestry, in any activity pursuant to this Agreement. 16. Time of Essence. Time is of the essence in the performance of this Agreement. 17. Authority to Execute. The persons executing this Agreement on behalf of the parties warrant that they are duly authorized to execute this Agreement as herein stated. 18. City Audit. The City is required to complete an annual audit. The Auditors may contact and require some input from Attorney concerning matters Attorney is engaged for the City. Attorney agrees to cooperate, at no charge to the City, for such cooperation or input as may be required. 19. Entire Agreement. This Agreement represents the parties’ final and mutual understanding. This Agreement supersedes any previous agreements, oral or written. 20. Modification. This Agreement shall not be modified or replaced except by another signed, written Agreement, properly executed by the parties. 21. Waiver. The waiver of any breach or any provision of this Agreement does not waive any other breach of that term, or any other term, in this Agreement. 22. Partial Invalidity. If any part of this Agreement is found for any reason to be unenforceable, all other parts nonetheless shall remain in force. 23. Governing Law. This Agreement shall be interpreted and construed in accordance with the laws of the State of California. Any action commenced regarding this Agreement shall be filed in the Central Branch of the San Diego Superior Court. 24. Interpretation. This Agreement shall be interpreted as though prepared by both parties. 25. Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating responsibility or liability between the City and Attorney survive the termination of this Agreement. 26. Financial Interests. Attorney is deemed to be a “Consultant” for the purposes of the Political Reform Act conflict of interest and disclosure provisions and shall report economic interests to the City Clerk on the required Statement of Economic Interests in such reporting categories as are specified in Exhibit A, or if none are specified, then as determined by the City Attorney. DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 234 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 7 of 8 LSA-Seven Mile Casino gaming operations IN WITNESS WHEREOF, these parties have executed this Agreement on the day and year shown hereinabove. CITY OF CHULA VISTA By: ________________________________________________________ Glen R. Googins, City Attorney ATTORNEY By: ________________________________________________________ Michael G. Colantuono, President DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 235 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 8 of 8 LSA-Seven Mile Casino gaming operations STATEMENT OF ECONOMIC INTERESTS CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH, WHATLEY, PC Attorney: Michael G. Colantuono ( X ) Not Applicable. Not a Fair Political Practices Commission (“FPPC”) Filer. ( ) FPPC Filer. If Attorneys in the performance of its services under this agreement: (1) conduct research and arrives at conclusions with respect to its rendition of information, advice, recommendations or counsel independent of the control and direction of the City or of any City official, other than normal contract monitoring; and (2) possesses no authority with respect to any City decision beyond the rendition of information, advice, recommendations or counsel, Attorneys should not be designated as an FPPC Filer. If Attorneys are designated as FPPC filers, specify below which disclosure categories apply: ( ) 1. All investments, sources of income and business positions; ( ) 2. Interests in real property; ( ) 3. Investments, business positions, interests in real property, and sources of income subject to the regulatory, permit or licensing authority of the department; ( ) 4. Investments and business positions in business entities and sources of income that engage in land development, construction or the acquisition or sale of real property; ( ) 5. Investments and business positions in business entities and sources of income that, within the past two years, have contracted with the City of Chula Vista to provide services, supplies, materials, machinery or equipment; ( ) 6. Investments and business positions in business entities and sources of income that within the past two years, have contracted with the designated employee’s department to provide services, supplies, materials, machinery or equipment; ( ) 7. List interests in real property within 2 radial miles of Project Property, if any: ______________________________________________________________________________ ________________________________________________________________ ________________________________________________________________ DocuSign Envelope ID: DF355623-7BEA-4300-ACF4-BAC5C1BCEB5C Page 236 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 2 1st Amendment to LSA-Seven Mile Casino gaming operations FIRST AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC This First Amendment to Legal Services Agreement (“First Amendment”) is entered into this effective day of October 24, 2022 (“Effective Date”), by and between the City of Chula Vista (“City”) and Colantuono, Highsmith & Whatley, PC (“Attorney”) (City and Attorney together, “Parties”). RECITAL WHEREAS, Attorney has provided legal services on behalf of the City related to advising the City on local authority regarding gaming operations pursuant to a Legal Services Agreement between City and Attorney effective June 9, 2022 (“Legal Services Agreement”); and WHEREAS, the Legal Services Agreement, in Section 3.1, provides that the Legal Services Agreement shall not exceed $10,000.00 without the express written authorization of the City; and WHEREAS, the services by Attorney are to include continued assistance in advising the City on local authority regarding gaming operations, which will result in additional costs exceeding $10,000.00. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Section 3.1 of the Legal Services Agreement is amended to change the not to exceed amount from ten thousand dollars ($10,000.00) to forty thousand dollars ($40,000.00). 2. Costs that exceeded $10,000.00 that were incurred under the Legal Services Agreement but prior to this First Amendment are to be covered and compensated by this First Amendment. 3. Except as expressly provided herein, all other terms and conditions of the Legal Services Agreement shall remain in full force and effect. (Signature Page to follow) DocuSign Envelope ID: 954EA46C-BC93-4A15-8C35-483DADFEABEF Page 237 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 2 1st Amendment to LSA-Seven Mile Casino gaming operations FIRST AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC SIGNATURE PAGE IN WITNESS WHEREOF, by executing this First Amendment where indicated below, City and Attorney agree that they have read and understood all terms and conditions of this First Amendment, that they fully agree and consent to be bound by same, and that they are freely entering into this First Amendment as of Effective Date. CITY OF CHULA VISTA By: ________________________________________________________ Glen R. Googins, City Attorney ATTORNEY By: ________________________________________________________ Michael G. Colantuono, President DocuSign Envelope ID: 954EA46C-BC93-4A15-8C35-483DADFEABEF Page 238 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 2 2nd Amendment to LSA-Seven Mile Casino gaming operations 1.3.23 SECOND AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC This Second Amendment to Legal Services Agreement (“Second Amendment”) is entered into this effective day of January 3, 2023 (“Effective Date”), by and between the City of Chula Vista (“City”) and Colantuono, Highsmith & Whatley, PC (“Attorney”) (City and Attorney together, “Parties”). RECITAL WHEREAS, Attorney has provided legal services on behalf of the City related to advising the City on local authority regarding gaming operations pursuant to a Legal Services Agreement between City and Attorney effective June 9, 2022 (“Legal Services Agreement”); and WHEREAS, the Legal Services Agreement, in Section 3.1, provides that the Legal Services Agreement shall not exceed $10,000.00 without the express written authorization of the City; and WHEREAS, City and Attorney entered into a First Amendment to Legal Services Agreement on October 24, 2022 (“First Amendment”) amending Section 3.1 of the Original Agreement to change the not to exceed amount from ten thousand dollars ($10,000.00) to forty thousand dollars ($40,000.00) (Original Agreement and First Amendment collectively, “Agreements”); and WHEREAS, the services by Attorney are to include continued assistance in advising the City on local authority regarding gaming operations, which will result in additional costs exceeding $40,000.00. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Section 3.1 of the Legal Services Agreement is amended to change the not to exceed amount from forty thousand dollars ($40,000.00) to fifty thousand dollars ($50,000.00). 2. Costs that exceeded $40,000.00 that were incurred under the Legal Services Agreement but prior to this Second Amendment are to be covered and compensated by this Second Amendment. 3. Except as expressly provided herein, all other terms and conditions of the Legal Services Agreement shall remain in full force and effect. (Signature Page to follow) DocuSign Envelope ID: D6CA1FCE-253B-49D2-9D1A-5C5C15F10C06 Page 239 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 2 2nd Amendment to LSA-Seven Mile Casino gaming operations 1.3.23 SECOND AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC SIGNATURE PAGE IN WITNESS WHEREOF, by executing this Second Amendment where indicated below, City and Attorney agree that they have read and understood all terms and conditions of this Second Amendment, that they fully agree and consent to be bound by same, and that they are freely entering into this Second Amendment as of Effective Date. CITY OF CHULA VISTA By: ________________________________________________________ Glen R. Googins, City Attorney ATTORNEY By: ________________________________________________________ Michael G. Colantuono, President DocuSign Envelope ID: D6CA1FCE-253B-49D2-9D1A-5C5C15F10C06 Page 240 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 1 of 2 THIRD AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC This Third Amendment to Legal Services Agreement (“Third Amendment”) is entered into this effective day of March 28, 2023 (“Effective Date”), by and between the City of Chula Vista (“City”) and Colantuono, Highsmith & Whatley, PC (“Attorney”) (City and Attorney together, “Parties”). RECITAL WHEREAS, Attorney has provided legal services on behalf of the City related to advising the City on local authority regarding gaming operations pursuant to a Legal Services Agreement between City and Attorney effective June 9, 2022 (“Legal Services Agreement”); and WHEREAS, the Legal Services Agreement, in Section 3.1, provides that the Legal Services Agreement shall not exceed $10,000.00 without the express written authorization of the City; and WHEREAS, City and Attorney entered into a First Amendment to Legal Services Agreement on October 24, 2022 amending Section 3.1 of the Legal Services Agreement to change the not to exceed amount from ten thousand dollars ($10,000.00) to forty thousand dollars ($40,000.00); and WHEREAS, City and Attorney entered into a Second Amendment to Legal Services Agreement on January 3, 2023 amending Section 3.1 of the Legal Services Agreement to change the not to exceed amount from forty thousand dollars ($40,000.00) to fifty thousand dollars ($50,000); and WHEREAS, the services by Attorney are to include continued assistance in advising the City on local authority regarding gaming operations, which will result in additional costs exceeding $50,000.00. AGREEMENT THE PARTIES MUTUALLY AGREE AS FOLLOWS: 1. Section 3.1 of the Legal Services Agreement is amended to change the not to exceed amount from fifty thousand dollars ($50,000.00) to sixty-five thousand dollars ($65,000.00). 2. Costs that exceeded $50,000.00 that were incurred under the Legal Services Agreement but prior to this Third Amendment are to be covered and compensated by this Third Amendment. 3. Except as expressly provided herein, all other terms and conditions of the Legal Services Agreement shall remain in full force and effect. (signature page to follow) Page 241 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 2 of 2 THIRD AMENDMENT TO LEGAL SERVICES AGREEMENT CITY OF CHULA VISTA AND COLANTUONO, HIGHSMITH & WHATLEY, PC SIGNATURE PAGE IN WITNESS WHEREOF, by executing this Third Amendment where indicated below, City and Attorney agree that they have read and understood all terms and conditions of this Third Amendment, that they fully agree and consent to be bound by same, and that they are freely entering into this Third Amendment as of Effective Date. CITY OF CHULA VISTA By: ________________________________________________________ Jill D.S. Maland Lounsbery Ferguson Altona & Peak LLP Acting City Attorney ATTORNEY By: ________________________________________________________ Michael G. Colantuono, President Page 242 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE State Legislation: Support of Assembly Bill 91 “Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association.” Report Number: 23-0096 Location: No specific geographic location Department: City Manager Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Recommended Action Adopt a resolution supporting Assembly Bill 91 “Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association.” SUMMARY On January 5, 2023, Assemblymember David Alvarez introduced Assembly Bill 91 (AB 91) titled Community colleges: exemption from nonresident tuition fee: San Diego and Imperial Counties Community Colleges Association. AB 91 is co-authored by Assemblymembers Garcia and McCarthy as well as Senator Padilla. AB 91 will create a binational tuition exemption pilot program for local community colleges. Specifically, the bill would exempt from the nonresident tuition fee a nonresident, low-income student who resides within 45 miles from the California-Mexico border, and registers for lower division courses at a San Diego and Imperial Counties Community Colleges Association (SDICCCA) college. In alignment with the Council approved 2023-2024 Legislative Platform, AB 91 supports the City’s vision of developing a four-year multi-institutional and binational university to the South Bay by reducing barriers to education for local students as well as promoting local workforce investment and training. Staff recommends adopting a resolution in support of AB 91. Page 243 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines because it will not result in a physical change in the environment; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable. DISCUSSION On January 5, 2023, Assemblymember David Alvarez introduced Assembly Bill 91 (AB 91) titled “Community colleges: exemption from nonresident tuition fee: San Diego and Imperial Counties Community Colleges Association.” AB 91 is co-authored by Assemblymembers Garcia and McCarthy as well as Senator Padilla. Existing law authorizes community college districts to admit nonresident students and requires that nonresident students be charged a nonresident tuition fee unless an exemption applies. Additionally, existing law includes among these exemptions any nonresident who is both a citizen and resident of a foreign country if the nonresident has demonstrated a financial need. AB 91 seeks to make an additional exemption by creating a binational tuition exemption pilot program for local community colleges. Specifically, the bill would exempt from the nonresident tuition fee a nonresident, low-income student who resides within 45 miles from the California-Mexico border, and registers for lower division courses at a San Diego and Imperial Counties Community Colleges Association (SDICCCA) college. These colleges could each accept up to 150 students under this five-year pilot program. The SDICCCA is supportive of the bill including Southwestern Community College located in Chula Vista. Southwestern Community College is the only public institution of higher education in southern San Diego County, providing services to a diverse community of students by providing a wide range of dynamic and high-quality academic programs. Additionally, the College stimulates the development and growth of the region through its educational, economic and workforce opportunities, community partnerships and services. According to the San Diego Regional Economic Development Corporation, San Diego County must double the number of people with postsecondary education by 2030 to meet the demands of the local economy. This would require approximately 20,000 new skilled workers each year. AB 91 seeks to increase the number of students attending local community colleges to then increase the number of students obtaining two- or four- year degrees leading to a more skilled workforce in the local economy. For these reasons, and in alignment with the Council approved 2023-2024 Legislative Platform, AB 91 supports the City’s vision of bringing a four-year multi-institutional and binational university to the South Bay by reducing barriers to education for local students as well as promoting local workforce investment and training. Page 244 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 DECISION-MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the real property holdings of the City Council members do not create a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et seq.). Staff is not independently aware and has not been informed by any Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current-year fiscal impact associated with approval of this item. ONGOING FISCAL IMPACT There is no ongoing fiscal impact associated with approval of this item. ATTACHMENTS 1. Assembly Bill 91 (As Amended 3-13) Staff Contact: Adrianna Hernandez, Special Projects and Legislative Manager, City Manager’s Office Page 245 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. ________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA SUPPORTING ASSEMBLY BILL 91 (ALVAREZ) “COMMUNITY COLLEGES: EXEMPTION FROM NONRESIDENT TUITION FEE: SAN DIEGO AND IMPERIAL COUNTIES COMMUNITY COLLEGES ASSOCIATION.” WHEREAS, Assemblymember David Alvarez introduced Assembly Bill 91 (AB 91) titled Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association; and WHEREAS, AB 91 would exempt from the nonresident tuition fee a nonresident, low- income student who resides within 45 miles from the California-Mexico border, and registers for lower division courses at a San Diego and Imperial Counties Community Colleges Association (SDICCCA) college; and WHEREAS, AB 91 is supported by SDICCCA, which includes Southwestern Community College located in Chula Vista; and WHEREAS, according to the San Diego Regional Economic Development Corporation, San Diego County must double the amount of people with post-secondary education by 2030 to meet the demands of the local economy; and WHEREAS, in conformance with the approved 2023-2024 Legislative Platform, AB 91 reinforces and supports the City’s vision of developing a four-year multi-institutional and binational university to the South Bay by reducing barriers to education. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it supports Assembly Bill 91 (Alvarez) “Community Colleges: Exemption from Nonresident Tuition Fee: San Diego and Imperial Counties Community Colleges Association.” Presented by Approved as to form By: Maria V. Kachadoorian Jill D.S. Maland City Manager Lounsbery Ferguson Altona & Peak Acting City Attorney Page 246 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 1 March 28, 2023 File ID: 23-0069 ERRATA SHEET Replace the Staff Report with attached Revised Staff Report. Text Updates to Taxable Bond from $1M to $1.5M Since original publication, the financing has updated the project pro form and authorized a higher taxable bond amount. The staff report is being updated to acknowledge an aggregate taxable bond amount not to exceed $1,500,000. Updated Table 1 Updated to reflect minor updates in pro forma. Replace Resolution B with the attached Revised Resolution B. Text Updates to Taxable Bond from $1M to $1.5M Per above. Replace Attachment 2 with the attached Revised Pro Forma dated 3.21.23. Staff Contact: Stacey Kurz, Director of Housing & Homeless Services Item 7.1 Page 247 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE Housing Authority Bond Issuance: Approving the Issuance, Sale, and Delivery of a Tax-Exempt Multifamily Housing Revenue Note and a Taxable Multifamily Housing Revenue Note for the Otay Ranch Apartments, Also Known as Encelia Report Number: 23-0069 Location: 1910 Encelia Circle Department: Housing and Homeless Services Environmental Notice: The Project was adequately covered in previously certified Final Environmental Impact Report (FEIR 10-03) – SCH No. 2010062093 for Otay Ranch Village 8 West Sectional Planning Area (SPA) and Tentative Map. Recommended Action Hold a Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) public hearing and adopt: Resolution A (of the City Council) approving the sale, execution, and delivery of additional multifamily housing revenue notes of the Housing Authority of the City of Chula Vista for Otay Ranch Apartments; and Resolution B (of the Housing Authority) authorizing the sale, execution, and delivery of a tax-exempt multifamily housing revenue note in an aggregate principal amount not to exceed $4,000,000 and a taxable note in the amount up to $1,000500,000 for the purpose of financing a portion of construction costs of the Otay Ranch Apartments multifamily rental housing project; approving and authorizing the execution and delivery of any and all documents necessary to execute and deliver the notes, complete the transaction and implement the resolution, and ratifying and approving any action heretofore taken in connection with the notes. SUMMARY In November 2020, the City Council and the Chula Vista Housing Authority (“CVHA” or the “Authority”) took actions needed for the issuance by the CVHA of $35 million in tax-exempt multifamily revenue notes for the purpose of financing the acquisition and construction of Otay Ranch Apartments, known under the marketing name of “Encelia” (the “Project”). Located at the northwest corner of La Media Parkway South and Main Street East in the Otay Ranch Village 8 West master planned community, the Project is currently under construction and will provide 175 affordable rental units to be restricted for 55-years for occupancy by very low-and low-income families, with two units for resident managers. Item 7.1 - Revised 3/28/23 Page 248 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 Due to construction cost increases, the Project is no longer able to qualify for Federal low-income housing tax credits under Federal tax law under the original financing. To continue to qualify for such tax credits, there was need to increase the amount of tax-exempt bonds issued to finance the Project. Accordingly, an application was submitted to the California Debt Allocation Committee (“CDLAC”) and approved on November 30, 2022, via Resolution No. 22-286, for a supplemental private activity bond allocation of $4 million. This allocation will allow the issuance of up to $4,000,000 in additional tax-exempt multifamily revenue notes and a taxable note in an amount up to $1,000500,000 for the Project. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed project for compliance with the California Environmental Quality Act (CEQA) and has determined that the Project was adequately covered in previously certified Otay Ranch Village 8 West Sectional Planning Area and Tentative Map Final Environmental Impact Report (FEIR 10-03) – SCH No. 2010062093. Thus, no further CEQA review is necessary. BOARD/COMMISSION/COMMITTEE RECOMMENDATION The Housing and Homeless Advisory Commission provided an advisory recommendation (5-0) at their March 16, 2023 Special Meeting for the Housing Authority to approve the supplemental bond issuance. DISCUSSION Chula Vista Housing Authority Role The Chula Vista Housing Authority coordinates and administers the City’s programs for promoting balanced housing for families of all income levels. The Housing Authority often serves as the financing vehicle for the issuance of bonds for acquiring, developing, and rehabilitating housing. The City Council serves as the five- member Board of Directors of the Housing Authority and the City’s Housing and Homelessness Advisory Commission serves as an advisory body on such matters. The Chula Vista Housing Authority’s Multifamily Mortgage Revenue Bond Program (“Bond Program” or “Bonds”) has been utilized since 1993 to support the development of affordable housing in the City. With interest on the Bonds exempt from federal and state taxation, Bonds provide below market financing for qualified rental projects. The Bond Program is self-supporting with the Project Owner responsible for the payment of all related costs and repayment of the obligations. The Bond Program is able to provide below- market rate financing because interest earnings on bonds issued for eligible projects are excluded from federal gross income and is therefore exempt from federal income taxation. Tax exempt bon ds generate a lower interest rate than comparable taxable bonds; thereby allowing borrowers to borrow at a lower rate. Additionally, projects issuing Bonds are eligible for allocations of federal four percent (4%) Low-income Housing Tax Credits (“LIHTC” or “Tax Credits”). Equity from the sale of Tax Credits can provide a significant portion of the financing necessary to develop affordable housing (approximately 30 % of the development cost). Under federal and state law, to be eligible for bond financing, multifamily housing projects must set aside at least 20% of their units at affordable rents by households earning no more 50% of Area Median Income (“AMI”) ($65,050 for a family of four during 2022). Alternatively, a minimum of 40% of the units may be restricted at 60% of AMI ($78,060 for a family of four during 2022). Due to the combined requirements of state, local, and federal funding sources, projects financed under the Bond Program are normally deed restricted as affordable for 55 years and often provide deeper affordability levels than the minimum levels Item 7.1 - Revised 3/28/23 Page 249 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 required under the Bond Program. Another important element of the tax-exempt Bond Program is that Bonds must meet “the 50% test”, whereby tax-exempt bond proceeds must be used to finance 50% or more of the aggregate basis of any building and the land on which the building is located. Before the Housing Authority can issue tax-exempt obligations for the Project, it must apply for and be awarded a private activity bond allocation from CDLAC. Prior to submitting applications to CDLAC, developments are brought before the City Council and the CVHA. CVHA bond inducement resolutions must be approved prior to a CDLAC application submittal. In addition, to comply with Section 147(f) of the Internal Revenue Service Code of 1986, reflecting the TEFRA Act of 1982 TEFRA, the City must hold a public hearing (the “TEFRA hearing”) to provide the public an opportunity to comment on the use of the tax-exempt funds to finance the Project prior to the issuance of the tax-exempt obligations. While the Housing Authority acts as the issuer of the notes, there is no direct liability of the City or the Housing Authority in connection with the issuance or repayment of the notes. There is no pledge of the City’s or Housing Authority’s faith, credit, or taxing power and the Bonds do not constitute general obligations of the City or Housing Authority. The notes are special, limited obligations of the Housing Authority payable solely from private revenue sources, such as project cash flows and equity payments, and secured by a first deed of trust on the note-financed property. Prior Project City Approvals and Project Status On October 1, 2019, a TEFRA hearing was held before the Chula Vista City Council and approved via Resolution No. 2019-193. In February 2020, the Project received a 2020 State Ceiling on Qualified Private Activity Bonds Allocation in the amount of $35 million, pursuant to CDLAC Resolution No. 20-434. Additionally, the Project received a Preliminary Reservation Letter from the California Tax Credit Allocation Committee (“CTCAC”) for federal and state tax credits. The bond allocation and tax credit contributions will be used to substantially finance the Project. On December 1, 2020, a second TEFRA hearing was held before the Chula Vista City Council (TEFRA hearings must be refreshed if tax-exempt obligations are not issued within one-year of the public hearing) and approved by Resolution No. 2020-263. Also on December 1, 2020, Chula Vista Housing Authority, by CVHA Resolution No. 2019-005, approved the issuance of multifamily housing revenue notes, to be issued by the CVHA in an aggregate amount not to exceed $35 million, to finance the new construction and operation of the Project, Attachment 1, Locator Map. Since the initial allocation, unforeseen economic conditions created by the COVID-19 pandemic have resulted in significant construction delays, supply chain issues, and cost overruns. The Project managed to absorb as much construction cost increase as it could at closing while maintaining the standard 5% hard cost contingency. When the Project closed the note financing in December 2020, the $35 million in tax-exempt private activity bonds qualified for low-income housing tax credits as the amount exceeded the 50% of the aggregate depreciable basis plus land – the threshold required by the Federal tax code. The cost increase caused by construction delays and cost increases caused the $35 million issuance to fall below the 50% threshold. More tax-exempt obligations were needed. Project Financing The supplemental application of $4 million would allow the developer to complete the Project and ensure that the private activity bonds account for at least 50% of depreciable basis plus land. Since the aggregate tax-exempt financing of $39 million is still under the $70 million limit contained in the original inducement resolution adopted in 2019, a new inducement was not necessary, and the Housing Authority applied for a supplemental allocation, which was approved by CDLAC Resolution No. 22-286 on November 30, 2022. Item 7.1 - Revised 3/28/23 Page 250 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 4 The supplemental issuance of $4 million in a tax-exempt note and up to $1.5 million in a taxable note, coupled with Low-Income Housing Tax Credits, and the notes previously issued in December 2020 will finance the majority of the estimated $80.3 million total development cost of the Project. Citibank, N.A. (“Citi”) will fund the supplemental notes and will continue to provide a construction-converting-to-permanent loan. Boston Financial Investment Management, LP will be the Tax Credit Investor. The balance of needed funds for the construction and permanent financing of the Project is proposed to be provided by deferred developer fee and seller carryback financing by HomeFed Village 8, LLC, as seller of the property. No financial assistance from the City or the CVHA is being requested for the Project. A summary of the estimated sources and uses submitted by the Project Sponsor is provided in Attachment 2. The notes will meet all requirements of the CVHA’s Multifamily Housing Revenue Bond Program and will fully comply with the City bond disclosure policies. At this time, the City Council Appointee is asked to hold the TEFRA with respect to the supplemental tax- exempt private activity note for the Project and to approve the issuance, sale, and delivery of multi-family housing revenue bonds in the amount of $4 million by the CVHA. The Resolutions presented for the City Council and Housing Authority’s consideration has been prepared by Stradling Yocca Carlson & Rauth, serving as Bond Counsel for the City of Chula Vista and CVHA. The Development Team The Project is being developed by Meta Housing Corporation (“Meta”), a for-profit affordable housing developer (“Project Sponsor”). The Project Sponsor will be responsible for managing the construction of the property through completion and cost certification, with a general contractor overseeing construction. Meta, or an authorized property management company, will also be responsible for marketing, leasing, overseeing property management and maintenance, income-qualification of residents, annual reporting to the CVHA and provide resident services. The Project Sponsor was selected by the master developer of Otay Ranch Village 8 West as their partner in developing affordable housing in compliance with the City’s Balanced Communities Policy. Meta has developed over 80 affordable communities, totaling 6,400 units, throughout California with the majority of the communities within Los Angeles County. Their communities include special needs housing, senior housing, family housing, and mixed-use/transit-oriented developments. Encelia represents the first bond and tax credit financed affordable housing development for Meta in the San Diego region. The Project The Project is currently under construction and the low-income units will satisfy the requirements of the City's Balanced Communities Policy for the provision of affordable housing within this community. The Project envisions a total of 175 units, with 173 affordable to very low- and low-income households and 2 units for the resident managers. It will consist of 55 one-bedroom units, 72 two-bedroom units, 46 three- bedroom units. Two of the two-bedroom units will be reserved for on-site resident managers. Project amenities include community rooms, property management offices, game room, outdoor courtyards, and a tot lot. The Project is ideally located for the convenience of residents. The Project is within comfortable walking and biking distance to recreational opportunities and neighborhood services and has direct access to public transportation. Item 7.1 - Revised 3/28/23 Page 251 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 5 Nearby amenities and services are located: • Less than 1.5 miles from grocery store and other shopping; and, • Less than 0.50 mile from a planned park and elementary school. Total Project costs for both acquisition and construction are estimated at $80.3 million, as outlined in Table 1. A financial feasibility analysis, Attachment 3, was conducted and concluded that issuance of the 2023 notes would: • Enable the completion of the Development, which will achieve a public purpose by providing 173 affordable units, with all units restricted to income levels at 50% and 60% of AMI. • Evidence tax-exempt and taxable loans funded by a well-established, highly capitalized bank that is active in affordable housing lending and will always be subject to restrictive transfer limitations. • Borrower will pay issuance costs from sources other than tax-exempt Series 2023A-1 Note proceeds. • Based on revised estimates provided by the Borrower, there should be sufficient funds to complete the Development and the Development provides adequate cash flow to cover debt service on the 2020 Note and the subordinate 2020 Taxable Loan made by Citi. Table 1 Estimated Costs & Key Performance Indicators Total Estimated Costs Estimated Costs per Unit Estimated Costs per Gross Building Sq Ft Construction & Soft Costs $ 46,402,876 $ 265,159 $184 Soft Costs $ 24,461,83024,328,513 $ 139,782139,020 $9796 Developer Costs $ 9,498,0529,474,901 $ 54,27554,142 $38 TOTAL COSTS $80,362,75780,206,290 $ 459,216458,322 $ 318 TOTAL Dwelling Units (DUs) 175 TOTAL Gross Bldg Sq Ft 252,411 Income & Rent Restrictions The project will exceed the affordability requirements of bond financing with 173 of the 175 units of the Project to be restricted as affordable for very low- and low-income households, with two units reserved for the resident managers (see Table 2). The Project proposes to maintain the income and rent restrictions for 55 years from the effective date of the bond financing agreements. These income and rent restrictions will be outlined within the bond regulatory agreement to be recorded against the p roperty and shall be in compliance with the CDLAC Committee Regulations and the LIHTC as set forth in Section 42 of the Internal Revenue Code in 1986. Compliance with the income and rent restrictions will be subject annually to a regulatory audit and annual tax credit certification. Compliance with strict property management policies and procedures will ensure that income and rent restrictions will be maintained for the full 55-year compliance period. Item 7.1 - Revised 3/28/23 Page 252 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 6 Table 2 Affordability & Estimated Monthly Rent/Income (Effective March 2023) Unit Type Very Low @ 50% AMI Low Income @ 60% AMI No. of Units CTCAC Monthly Gross Rents Max Annual Income No. of Units CTCAC Monthly Gross Rents Max Annual Income Manager Units 1 Bdrm/1 Ba 41 $ 1,220 $ 45,550* 14 $ 1,464 $ 54,660* 2 Bdrm/1 Ba 7 $ 1,463 $ 52,050* 65 $ 1,756 $ 62,460* 2 3 Bdrm 5 $ 1,691 $ 58,550* 41 $ 2,030 $ 70,260* TOTAL DUS 175 53 120 2 *Assumes 1 person occupying a one-bedroom, 2 persons occupying a two-bedroom, and three persons occupying a three- bedroom. Max Annual Income would increase depending on actual occupancy. Conclusion Approval of the $4 million (tax-exempt) and up to $1.5 million (taxable) supplemental funding will fund the remaining construction costs of the Encelia Project and allow the project to continue to meet tax -exempt bond requirements, which will provide 173 units of affordable housing in Village 8 West. The project is currently taking information for its interest list and will begin lease up in Summer 2023 with final construction anticipated in late 2023. For more information visit https://www.enceliaapts.com or call (619) 436-1860. DECISION-MAKER CONFLICT Staff has reviewed the property holdings of the Housing Authority members and has found no property holdings within 1,000 feet of the boundaries of the property which is the subject of this action. Consequently, this item does not present a disqualifying real property-related financial conflict of interest under California Code of Regulations Title 2, section 18702.2(a)(7) or (8), for purposes of the Political Reform Act (Cal. Gov’t Code §87100, et seq.). Staff is not independently aware, and has not been informed by any Housing Authority member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT Multifamily Housing Revenue Bond Financing is a self-supporting program, with the borrower/property owner, responsible for the payment of all costs of issuance and other costs of the notes. The CVHA will receive compensation for its services in execution and delivery of the notes by charging an origination fee equal to 20 basis points (0.20%) of the additional principal amount of the notes, with a minimum fee of $15,000 with the final amount determined at the transaction closing. The borrower is responsible for payment of all costs under the financing, including Bond Counsel, Outside Counsel, Financial Advisor Fees, and Fiscal Agent Fees. ONGOING FISCAL IMPACT Multifamily Housing Revenue Bond Financing is self-supporting program. Staff costs associated with monitoring compliance of the regulatory restrictions and administration of the outstanding notes will be reimbursed from an annual administrative fee of $17,000 paid to the CVHA by the borrower. The notes will Item 7.1 - Revised 3/28/23 Page 253 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 7 not constitute a debt of the City or financially obligate the City of the CVHA because the security for the repayment of the notes will be limited to specific private sources of the development. Neither the faith and credit nor the taxing power of the City or the CVHA will be pledged to the payment of the notes. The borrower is responsible for payment of all costs under the financing, including CVHA’s annual administrative fee. ATTACHMENTS 1. Locator Map 2. Revised Pro Forma, Meta Housing 3.7.233.21.23 3. Project Feasibility Analysis, Ross Financial 3.9.23 Bond Loan Documents (Transaction Documents): 4. Funding Loan Agreement 5. Borrower Loan Agreement 6. Bond Regulatory Agreement and Declaration of Restrictive Covenants Other: 7. Public Disclosures Relating to Conduit Revenue Obligations Staff Contact: Stacey Kurz, Director of Housing and Homeless Services Bradley R. Neal, Counsel to the Housing Authority, Stradling Yocca Carlson & Rauth Item 7.1 - Revised 3/28/23 Page 254 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE Housing Authority Bond Issuance: Approving the Issuance, Sale, and Delivery of a Tax-Exempt Multifamily Housing Revenue Note and a Taxable Multifamily Housing Revenue Note for the Otay Ranch Apartments, Also Known as Encelia Report Number: 23-0069 Location: 1910 Encelia Circle Department: Housing and Homeless Services Environmental Notice: The Project was adequately covered in previously certified Final Environmental Impact Report (FEIR 10-03) – SCH No. 2010062093 for Otay Ranch Village 8 West Sectional Planning Area (SPA) and Tentative Map. Recommended Action Hold a Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) public hearing and adopt: Resolution A (of the City Council) approving the sale, execution, and delivery of additional multifamily housing revenue notes of the Housing Authority of the City of Chula Vista for Otay Ranch Apartments; and Resolution B (of the Housing Authority) authorizing the sale, execution, and delivery of a tax-exempt multifamily housing revenue note in an aggregate principal amount not to exceed $4,000,000 and a taxable note in the amount up to $1,000,000 for the purpose of financing a portion of construction costs of the Otay Ranch Apartments multifamily rental housing project; approving and authorizing the execution and delivery of any and all documents necessary to execute and deliver the notes, complete the transaction and implement the resolution, and ratifying and approving any action heretofore taken in connection with the notes. SUMMARY In November 2020, the City Council and the Chula Vista Housing Authority (“CVHA” or the “Authority”) took actions needed for the issuance by the CVHA of $35 million in tax-exempt multifamily revenue notes for the purpose of financing the acquisition and construction of Otay Ranch Apartments, known under the marketing name of “Encelia” (the “Project”). Located at the northwest corner of La Media Parkway South and Main Street East in the Otay Ranch Village 8 West master planned community, the Project is currently under construction and will provide 175 affordable rental units to be restricted for 55-years for occupancy by very low-and low-income families, with two units for resident managers. Page 255 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 Due to construction cost increases, the Project is no longer able to qualify for Federal low-income housing tax credits under Federal tax law under the original financing. To continue to qualify for such tax credits, there was need to increase the amount of tax-exempt bonds issued to finance the Project. Accordingly, an application was submitted to the California Debt Allocation Committee (“CDLAC”) and approved on November 30, 2022, via Resolution No. 22-286, for a supplemental private activity bond allocation of $4 million. This allocation will allow the issuance of up to $4,000,000 in additional tax-exempt multifamily revenue notes and a taxable note in an amount up to $1,000,000 for the Project. ENVIRONMENTAL REVIEW The Director of Development Services has reviewed the proposed project for compliance with the California Environmental Quality Act (CEQA) and has determined that the Project was adequately covered in previously certified Otay Ranch Village 8 West Sectional Planning Area and Tentative Map Final Environmental Impact Report (FEIR 10-03) – SCH No. 2010062093. Thus, no further CEQA review is necessary. BOARD/COMMISSION/COMMITTEE RECOMMENDATION The Housing and Homeless Advisory Commission provided an advisory recommendation (5-0) at their March 16, 2023 Special Meeting for the Housing Authority to approve the supplemental bond issuance. DISCUSSION Chula Vista Housing Authority Role The Chula Vista Housing Authority coordinates and administers the City’s programs for promoting balanced housing for families of all income levels. The Housing Authority often serves as the financing vehicle for the issuance of bonds for acquiring, developing, and rehabilitating housing. The City Council serves as the five- member Board of Directors of the Housing Authority and the City’s Housing and Homelessness Advisory Commission serves as an advisory body on such matters. The Chula Vista Housing Authority’s Multifamily Mortgage Revenue Bond Program (“Bond Program” or “Bonds”) has been utilized since 1993 to support the development of affordable housing in the City. With interest on the Bonds exempt from federal and state taxation, Bonds provide below market financing for qualified rental projects. The Bond Program is self-supporting with the Project Owner responsible for the payment of all related costs and repayment of the obligations. The Bond Program is able to provide below- market rate financing because interest earnings on bonds issued for eligible projects are excluded from federal gross income and is therefore exempt from federal income taxation. Tax exempt bonds generate a lower interest rate than comparable taxable bonds; thereby allowing borrowers to borrow at a lower rate. Additionally, projects issuing Bonds are eligible for allocations of federal four percent (4%) Low-income Housing Tax Credits (“LIHTC” or “Tax Credits”). Equity from the sale of Tax Credits can provide a significant portion of the financing necessary to develop affordable housing (approximately 30% of the development cost). Under federal and state law, to be eligible for bond financing, multifamily housing projects must set aside at least 20% of their units at affordable rents by households earning no more 50% of Area Median Income (“AMI”) ($65,050 for a family of four during 2022). Alternatively, a minimum of 40% of the units may be restricted at 60% of AMI ($78,060 for a family of four during 2022). Due to the combined requirements of state, local, and federal funding sources, projects financed under the Bond Program are normally deed restricted as affordable for 55 years and often provide deeper affordability levels than the minimum levels Page 256 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 required under the Bond Program. Another important element of the tax-exempt Bond Program is that Bonds must meet “the 50% test”, whereby tax-exempt bond proceeds must be used to finance 50% or more of the aggregate basis of any building and the land on which the building is located. Before the Housing Authority can issue tax-exempt obligations for the Project, it must apply for and be awarded a private activity bond allocation from CDLAC. Prior to submitting applications to CDLAC, developments are brought before the City Council and the CVHA. CVHA bond inducement resolutions must be approved prior to a CDLAC application submittal. In addition, to comply with Section 147(f) of the Internal Revenue Service Code of 1986, reflecting the TEFRA Act of 1982 TEFRA, the City must hold a public hearing (the “TEFRA hearing”) to provide the public an opportunity to comment on the use of the tax-exempt funds to finance the Project prior to the issuance of the tax-exempt obligations. While the Housing Authority acts as the issuer of the notes, there is no direct liability of the City or the Housing Authority in connection with the issuance or repayment of the notes. There is no pledge of the City’s or Housing Authority’s faith, credit, or taxing power and the Bonds do not constitute general obligations of the City or Housing Authority. The notes are special, limited obligations of the Housing Authority payable solely from private revenue sources, such as project cash flows and equity payments, and secured by a first deed of trust on the note-financed property. Prior Project City Approvals and Project Status On October 1, 2019, a TEFRA hearing was held before the Chula Vista City Council and approved via Resolution No. 2019-193. In February 2020, the Project received a 2020 State Ceiling on Qualified Private Activity Bonds Allocation in the amount of $35 million, pursuant to CDLAC Resolution No. 20-434. Additionally, the Project received a Preliminary Reservation Letter from the California Tax Credit Allocation Committee (“CTCAC”) for federal and state tax credits. The bond allocation and tax credit contributions will be used to substantially finance the Project. On December 1, 2020, a second TEFRA hearing was held before the Chula Vista City Council (TEFRA hearings must be refreshed if tax-exempt obligations are not issued within one-year of the public hearing) and approved by Resolution No. 2020-263. Also on December 1, 2020, Chula Vista Housing Authority, by CVHA Resolution No. 2019-005, approved the issuance of multifamily housing revenue notes, to be issued by the CVHA in an aggregate amount not to exceed $35 million, to finance the new construction and operation of the Project, Attachment 1, Locator Map. Since the initial allocation, unforeseen economic conditions created by the COVID-19 pandemic have resulted in significant construction delays, supply chain issues, and cost overruns. The Project managed to absorb as much construction cost increase as it could at closing while maintaining the standard 5% hard cost contingency. When the Project closed the note financing in December 2020, the $35 million in tax-exempt private activity bonds qualified for low-income housing tax credits as the amount exceeded the 50% of the aggregate depreciable basis plus land – the threshold required by the Federal tax code. The cost increase caused by construction delays and cost increases caused the $35 million issuance to fall below the 50% threshold. More tax-exempt obligations were needed. Project Financing The supplemental application of $4 million would allow the developer to complete the Project and ensure that the private activity bonds account for at least 50% of depreciable basis plus land. Since the aggregate tax-exempt financing of $39 million is still under the $70 million limit contained in the original inducement resolution adopted in 2019, a new inducement was not necessary, and the Housing Authority applied for a supplemental allocation, which was approved by CDLAC Resolution No. 22-286 on November 30, 2022. Page 257 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 4 The supplemental issuance of $4 million in a tax-exempt note and up to $1 million in a taxable note, coupled with Low-Income Housing Tax Credits, and the notes previously issued in December 2020 will finance the majority of the estimated $80.3 million total development cost of the Project. Citibank, N.A. (“Citi”) will fund the supplemental notes and will continue to provide a construction-converting-to-permanent loan. Boston Financial Investment Management, LP will be the Tax Credit Investor. The balance of needed funds for the construction and permanent financing of the Project is proposed to be provided by deferred developer fee and seller carryback financing by HomeFed Village 8, LLC, as seller of the property. No financial assistance from the City or the CVHA is being requested for the Project. A summary of the estimated sources and uses submitted by the Project Sponsor is provided in Attachment 2. The notes will meet all requirements of the CVHA’s Multifamily Housing Revenue Bond Program and will fully comply with the City bond disclosure policies. At this time, the City Council Appointee is asked to hold the TEFRA with respect to the supplemental tax- exempt private activity note for the Project and to approve the issuance, sale, and delivery of multi-family housing revenue bonds in the amount of $4 million by the CVHA. The Resolutions presented for the City Council and Housing Authority’s consideration has been prepared by Stradling Yocca Carlson & Rauth, serving as Bond Counsel for the City of Chula Vista and CVHA. The Development Team The Project is being developed by Meta Housing Corporation (“Meta”), a for-profit affordable housing developer (“Project Sponsor”). The Project Sponsor will be responsible for managing the construction of the property through completion and cost certification, with a general contractor overseeing construction. Meta, or an authorized property management company, will also be responsible for marketing, leasing, overseeing property management and maintenance, income-qualification of residents, annual reporting to the CVHA and provide resident services. The Project Sponsor was selected by the master developer of Otay Ranch Village 8 West as th eir partner in developing affordable housing in compliance with the City’s Balanced Communities Policy. Meta has developed over 80 affordable communities, totaling 6,400 units, throughout California with the majority of the communities within Los Angeles County. Their communities include special needs housing, senior housing, family housing, and mixed-use/transit-oriented developments. Encelia represents the first bond and tax credit financed affordable housing development for Meta in the San Diego region. The Project The Project is currently under construction and the low-income units will satisfy the requirements of the City's Balanced Communities Policy for the provision of affordable housing within this community. The Project envisions a total of 175 units, with 173 affordable to very low- and low-income households and 2 units for the resident managers. It will consist of 55 one-bedroom units, 72 two-bedroom units, 46 three- bedroom units. Two of the two-bedroom units will be reserved for on-site resident managers. Project amenities include community rooms, property management offices, game room, outdoor courtyards, and a tot lot. The Project is ideally located for the convenience of residents. The Project is within comfortable walking and biking distance to recreational opportunities and neighborhood services and has direct access to public transportation. Page 258 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 5 Nearby amenities and services are located:  Less than 1.5 miles from grocery store and other shopping; and,  Less than 0.50 mile from a planned park and elementary school. Total Project costs for both acquisition and construction are estimated at $80.3 million, as outlined in Table 1. A financial feasibility analysis, Attachment 3, was conducted and concluded that issuance of the 2023 notes would:  Enable the completion of the Development, which will achieve a public purpose by providing 173 affordable units, with all units restricted to income levels at 50% and 60% of AMI.  Evidence tax-exempt and taxable loans funded by a well-established, highly capitalized bank that is active in affordable housing lending and will always be subject to restrictive transfer limitations.  Borrower will pay issuance costs from sources other than tax-exempt Series 2023A-1 Note proceeds.  Based on revised estimates provided by the Borrower, there should be sufficient funds to complete the Development and the Development provides adequate cash flow to cover debt service on the 2020 Note and the subordinate 2020 Taxable Loan made by Citi. Table 1 Estimated Costs & Key Performance Indicators Total Estimated Costs Estimated Costs per Unit Estimated Costs per Gross Building Sq Ft Construction & Soft Costs $ 46,402,876 $ 265,159 $184 Soft Costs $ 24,461,830 $ 139,782 $97 Developer Costs $ 9,498,052 $ 54,275 $38 TOTAL COSTS $80,362,757 $ 459,216 $ 318 TOTAL Dwelling Units (DUs) 175 TOTAL Gross Bldg Sq Ft 252,411 Income & Rent Restrictions The project will exceed the affordability requirements of bond financing with 173 of the 175 units of the Project to be restricted as affordable for very low- and low-income households, with two units reserved for the resident managers (see Table 2). The Project proposes to maintain the income and rent restrictions for 55 years from the effective date of the bond financing agreements. These income and rent restrictions will be outlined within the bond regulatory agreement to be recorded against the property and shall be in compliance with the CDLAC Committee Regulations and the LIHTC as set forth in Section 42 of the Internal Revenue Code in 1986. Compliance with the income and rent restrictions will be subject annually to a regulatory audit and annual tax credit certification. Compliance with strict property management policies and procedures will ensure that income and rent restrictions will be maintained for the full 55-year compliance period. Page 259 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 6 Table 2 Affordability & Estimated Monthly Rent/Income (Effective March 2023) Unit Type Very Low @ 50% AMI Low Income @ 60% AMI No. of Units CTCAC Monthly Gross Rents Max Annual Income No. of Units CTCAC Monthly Gross Rents Max Annual Income Manager Units 1 Bdrm/1 Ba 41 $ 1,220 $ 45,550* 14 $ 1,464 $ 54,660* 2 Bdrm/1 Ba 7 $ 1,463 $ 52,050* 65 $ 1,756 $ 62,460* 2 3 Bdrm 5 $ 1,691 $ 58,550* 41 $ 2,030 $ 70,260* TOTAL DUS 175 53 120 2 *Assumes 1 person occupying a one-bedroom, 2 persons occupying a two-bedroom, and three persons occupying a three- bedroom. Max Annual Income would increase depending on actual occupancy. Conclusion Approval of the $4 million (tax-exempt) and up to $1 million (taxable) supplemental funding will fund the remaining construction costs of the Encelia Project and allow the project to continue to meet tax -exempt bond requirements, which will provide 173 units of affordable housing in Village 8 West. The project is currently taking information for its interest list and will begin lease up in Summer 2023 with final construction anticipated in late 2023. For more information visit https://www.enceliaapts.com or call (619) 436-1860. DECISION-MAKER CONFLICT Staff has reviewed the property holdings of the Housing Authority members and has found no property holdings within 1,000 feet of the boundaries of the property which is the subject of this action. Consequently, this item does not present a disqualifying real property-related financial conflict of interest under California Code of Regulations Title 2, section 18702.2(a)(7) or (8), for purposes of the Political Reform Act (Cal. Gov’t Code §87100, et seq.). Staff is not independently aware, and has not been informed by any Housing Authority member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT Multifamily Housing Revenue Bond Financing is a self-supporting program, with the borrower/property owner, responsible for the payment of all costs of issuance and other costs of the notes. The CVHA will receive compensation for its services in execution and delivery of the notes by charging an origination fee equal to 20 basis points (0.20%) of the additional principal amount of the notes, with a minimum fee of $15,000 with the final amount determined at the transaction closing. The borrower is responsible for payment of all costs under the financing, including Bond Counsel, Outside Counsel, Financial Advisor Fees, and Fiscal Agent Fees. ONGOING FISCAL IMPACT Multifamily Housing Revenue Bond Financing is self-supporting program. Staff costs associated with monitoring compliance of the regulatory restrictions and administration of th e outstanding notes will be reimbursed from an annual administrative fee of $17,000 paid to the CVHA by the borrower. The notes will Page 260 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 7 not constitute a debt of the City or financially obligate the City of the CVHA because the security for the repayment of the notes will be limited to specific private sources of the development. Neither the faith and credit nor the taxing power of the City or the CVHA will be pledged to the payment of the notes. The borrower is responsible for payment of all costs under the financing, including CVHA’s annual administrative fee. ATTACHMENTS 1. Locator Map 2. Revised Pro Forma, Meta Housing 3.7.23 3. Project Feasibility Analysis, Ross Financial 3.9.23 Bond Loan Documents (Transaction Documents): 4. Funding Loan Agreement 5. Borrower Loan Agreement 6. Bond Regulatory Agreement and Declaration of Restrictive Covenants Other: 7. Public Disclosures Relating to Conduit Revenue Obligations Staff Contact: Stacey Kurz, Director of Housing and Homeless Services Bradley R. Neal, Counsel to the Housing Authority, Stradling Yocca Carlson & Rauth Page 261 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 262 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments SOURCES OF FUNDS 3/21/2023 Construction Sources Term (Months)% Rate $ Amount $ Per Unit Tax Exempt: Citibank 42 7.92%35,000,000 200,000 Taxable Tail: Citibank 42 8.42%17,420,000 99,543 Tax-Exempt Supplemental 36 7.92%4,000,000 22,857 Taxable Tail: Taxable Supplemental 36 8.42%1,436,683 8,210 Seller Carryback Loan - 0.00%3,000,000 17,143 META/GP Loan - 0.00%1,032,658 5,901 Tax Credit Equity - Federal 6,380,981 36,463 Tax Credit Equity - State 902,414 5,157 Deferred Operating Reserve 1,319,419 7,540 Def. Dev. Fee and Costs 9,714,135 55,509 TOTAL SOURCES 80,206,290 458,322 Permanent Sources Term (Months)% Rate $ Amount $ Per Unit Tax Exempt: TE: Original Loan 480 3.83%33,090,000 189,086 Taxable Tail: TT: Original Loan 480 4.28%2,900,000 16,571 Seller Carryback Loan - 0.00%3,000,000 17,143 Tax Credit Equity - Federal 29,341,440 167,665 Tax Credit Equity - State 3,281,000 18,749 Deferred Dev Fee 8,593,850 49,108 TOTAL SOURCES 80,206,290 458,322 Page 263 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments USES Use Total Project Cost Residential Commercial 70% PVC for New Construction/Rehab Per Unit Costs LAND COST/ACQUISITION Land Cost or Value 60,000 57,564 2,436 - 343 Total Land Cost or Value 60,000 57,564 2,436 - 343 Predevelopment Interest/Holding Cost 219,933 211,005 8,928 211,005 1,257 Total Acquisition Cost 219,933 211,005 8,928 - 1,257 Total Land Cost / Acquisition Cost 279,933 268,569 11,364 - 1,600 NEW CONSTRUCTION Site Work 2,940,000 2,820,647 119,353 2,820,647 16,800 Structures 40,041,643 38,416,103 1,625,540 38,416,103 228,809 General Requirements 1,836,373 1,761,823 74,550 1,761,823 10,494 Contractor Overhead 595,686 571,503 24,183 571,503 3,404 Contractor Profit 595,686 571,503 24,183 571,503 3,404 Payment and Performance Bonds 378,489 363,124 15,365 363,124 2,163 General Liability Insurance 15,000 14,391 609 14,391 86 Total New Construction Costs 46,402,876 44,519,094 1,883,782 44,519,094 265,159 ARCHITECTURAL FEES Design 1,281,250 1,229,236 52,014 1,229,236 7,321 Supervision 343,300 329,363 13,937 329,363 1,962 Total Architectural Costs 1,624,550 1,558,599 65,951 1,558,599 9,283 Total Survey & Engineering 1,649,036 1,582,092 66,945 1,582,092 9,423 CONSTRUCTION INTEREST & FEES Construction Loan Interest 3,474,008 3,332,977 141,032 3,332,977 19,851 Origination Fee 523,925 502,656 21,269 502,656 2,994 Credit Enhancement/Application Fee 62,000 59,483 2,517 59,483 354 Bond Premium 302,100 289,836 12,264 - 1,726 Title & Recording 104,687 100,437 4,250 96,593 598 Taxes 115,920 111,214 4,706 111,214 662 Deferred Dev Fee 971,980 932,521 39,459 932,521 5,554 Total Construction Interest & Fees 5,554,620 5,329,123 225,497 5,035,444 31,741 Page 264 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments USES Use Total Project Cost Residential Commercial 70% PVC for New Construction/Rehab Per Unit Costs PERMANENT FINANCING Credit Enhancement/Application Fee 17,500 16,790 710 - 100 Title & Recording 20,000 19,188 812 - 114 Other: Perm Loan Interest ( Const Lender)2,474,983 2,374,508 100,475 - 14,143 Total Permanent Financing Costs 2,512,483 2,410,486 101,997 - 14,357 LEGAL FEES Lender Legal Paid by Applicant 185,000 177,490 7,510 158,302 1,057 Legal: Partnership Legal / Other 343,845 329,886 13,959 236,542 1,965 Total Legal / Other Costs 528,845 507,376 21,469 394,844 3,022 RESERVES 6-Month Operating Reserve 1,319,419 1,265,856 53,563 - 7,540 Total Reserve Costs 1,319,419 1,265,856 53,563 - 7,540 CONTINGENCY COSTS Hard Cost Contingency 900,000 863,463 36,537 863,463 5,143 Total Contingency Cost 900,000 863,463 36,537 863,463 5,143 OTHER PROJECT COSTS TCAC/CDLAC App/Allocation/Monitoring Fees 125,520 120,424 5,096 - 717 Environmental Audit 7,730 7,416 314 7,416 44 Local Development Impact Fees 7,470,483 7,167,210 303,273 7,167,210 42,688 Permit Processing Fees 487,581 467,787 19,794 467,787 2,786 Marketing 154,500 148,228 6,272 - 883 Furnishings 407,980 391,418 16,562 391,418 2,331 Market Study 9,825 9,426 399 9,426 56 Accounting/Reimbursables 97,000 93,062 3,938 93,062 554 Appraisal Costs 8,938 8,575 363 8,575 51 Other: Misc City/County/Other fees 13,450 12,904 546 - 77 Other: Organizational Costs 77,000 73,874 3,126 73,874 440 Other: Utility Connectons/Deposits 815,819 782,700 33,119 782,700 4,662 Other: Tenant Improvements 283,800 272,279 11,521 - 1,622 Total Other Costs 9,959,627 9,555,303 404,323 9,001,468 56,912 SUBTOTAL PROJECT COST 70,731,389 67,859,961 2,871,428 63,166,009 404,179 DEVELOPER COSTS Developer Overhead/Profit 9,474,901 9,090,256 384,645 9,090,256 54,142 Total Developer Costs 9,474,901 9,090,256 384,645 9,090,256 54,142 TOTAL PROJECT COSTS 80,206,290 76,950,217 3,256,073 72,256,266 458,322 Page 265 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments INCOME ANALYSIS 0 Bed 1 Bed 2 Bed 3 Bed Date Link/Source 654 823 1,116 Estimated Rents 0.0%-$ 2,440$ 2,927$ 3,383$ Rent Schedules: Rent @ 100% AMI TCAC $2,440 $2,927 $3,383 2022 Rents Utility Allowance PHA 48.00$ 63.00$ 76.00$ 10/1/2022 Chula Vista UA Unit Breakdown TCAC Max Rent/Unit 1 Bed 1 Bath 41 50%50%1,220$ 1,220$ 48$ 1,172$ 48,052$ 1 Bed 1 Bath 14 60%60%1,464$ 1,464$ 48$ 1,416$ 19,824$ 2 Bed 1 Bath 7 50%50%1,463$ 1,463$ 63$ 1,400$ 9,800$ 2 Bed 1 Bath 65 60%60%1,756$ 1,756$ 63$ 1,693$ 110,058$ 3 Bed 2 Bath 5 50%50%1,691$ 1,691$ 76$ 1,615$ 8,075$ 3 Bed 2 Bath 41 60%60%2,030$ 2,030$ 76$ 1,954$ 80,106$ Managers Unit Manager? 2 Bed Yes 2 Market 175 57%1,638$ 1,657$ 1,595$ 275,915$ Monthly Annual Affordable Rent <= 80%275,915$ 3,310,978$ -$ -$ 275,915$ 3,310,978$ Vacancy - GA 7.0%(19,314)$ (231,768)$ Other - Income Deferred Dev Fee 6,747$ 80,964$ Other - Inc. Vacancy 5.0%(337)$ (4,048)$ 263,010$ 3,156,125$ Rent from Property Manager Unit Effective Gross Income (Affordable/Property Mgr) Potential Gross Income Averages/Totals Effective Gross Income AMI Restrict.Actual AMI's TCAC: (San Diego County) Avg. Sq. Ft. Utility Allow. Rent Received Total Rent Lower of TCAC & # of Bedrooms # of Baths # of Units Page 266 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments OPERATING EXPENSES Expenses Budget Salaries & Benefits Manager 58,688$ Asst. Manager(s) 58,688$ Maintenance Manager 58,688$ Asst. Maintenance (Porter)58,688$ Employee Burden 58,688$ Total Salaries & Benefits 410,816$ General Admin Administrative 58,688$ Advertising/Marketing 58,688$ Total Administrative 176,064$ Repairs & Maintenance Painting & Cleaning 58,688$ Repairs & Maint.58,688$ Total Repairs & Maintenance 234,752$ Contract Services Fire Sprinkler/Alarm Service 6,640$ Trash 35,700$ Pest Control 4,660$ Landscape/Grounds Maintenance 24,000$ Total Contract Services 71,000$ Utilities Electric 30,228$ Water 93,432$ Gas 25,572$ Total Utilities 149,232$ Other Expenses Management Fees 121,511$ Legal 2,500$ Audit 12,250$ Supportive Services 20,000$ Real Estate Taxes (Market Rate)3,500$ Real Estate Taxes (CFD)3,354$ Insurance 52,115$ Replacement Reserves 43,750$ Free Tenant WiFi 6,500$ Chula Vista Annual Bond Issuer Fee 17,000$ Total Other 282,480$ Total Expenses 1,324,344$ Page 267 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments 30-YEAR CASH FLOW Calendar Year 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 Stabilized Year 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 Revenues Gross Potential Rent 3,310,978 3,393,752 3,478,596 3,565,561 3,654,700 3,746,067 3,839,719 3,935,712 4,034,105 4,134,957 4,238,331 4,344,290 4,452,897 4,564,219 4,678,325 Vacancy Loss - Residential (231,768) (237,563) (243,502) (249,589) (255,829) (262,225) (268,780) (275,500) (282,387) (289,447) (296,683) (304,100) (311,703) (319,495) (327,483) Other Income 80,964 82,988 85,063 87,189 89,369 91,603 93,893 96,241 98,647 101,113 103,641 106,232 108,888 111,610 114,400 Other Vacancy Loss (4,048) (4,149) (4,253) (4,359) (4,468) (4,580) (4,695) (4,812) (4,932) (5,056) (5,182) (5,312) (5,444) (5,580) (5,720) Total Net Revenues 3,156,125 3,235,028 3,315,904 3,398,801 3,483,771 3,570,866 3,660,137 3,751,641 3,845,432 3,941,568 4,040,107 4,141,109 4,244,637 4,350,753 4,459,522 - Total Expenses 1,324,344 1,367,932 1,411,211 1,457,795 1,505,978 1,555,815 1,607,363 1,660,680 1,715,828 1,772,870 1,831,872 1,892,901 1,956,027 2,021,322 2,088,862 Net Operating Income 1,831,781 1,867,096 1,904,693 1,941,006 1,977,793 2,015,051 2,052,775 2,090,961 2,129,604 2,168,697 2,208,235 2,248,209 2,288,610 2,329,431 2,370,660 Debt Service: TE: Original Loan 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 TT: Original Loan 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 Total Debt 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1.03 1.05 1.07 1.09 1.11 1.13 1.15 1.17 1.20 1.22 1.24 1.26 1.28 1.31 1.33 Cash Flow After Debt Service 50,454 85,769 123,366 159,679 196,466 233,724 271,448 309,634 348,277 387,370 426,908 466,882 507,283 548,104 589,333 Page 268 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments SOURCES OF FUNDS 3/7/2023 Construction Sources Term (Months)% Rate $ Amount $ Per Unit Tax Exempt: Citibank 42 7.92%35,000,000 200,000 Taxable Tail: Citibank 42 8.42%17,420,000 99,543 Tax-Exempt Supplemental 36 7.92%4,000,000 22,857 Taxable Tail: Taxable Supplemental 36 8.42%870,000 4,971 Seller Carryback Loan - 0.00%3,000,000 17,143 META/GP Loan - 0.00%1,732,658 9,901 Tax Credit Equity - Federal 6,380,981 36,463 Tax Credit Equity - State 902,414 5,157 Deferred Operating Reserve 1,319,419 7,540 Def. Dev. Fee and Costs 9,737,285 55,642 TOTAL SOURCES 80,362,757 459,216 Permanent Sources Term (Months)% Rate $ Amount $ Per Unit Tax Exempt: TE: Original Loan 480 3.83%33,090,000 189,086 Taxable Tail: TT: Original Loan 480 4.28%2,900,000 16,571 Seller Carryback Loan - 0.00%3,000,000 17,143 Tax Credit Equity - Federal 29,341,440 167,665 Tax Credit Equity - State 3,281,000 18,749 GAP/Deferred Dev Fee 8,750,318 50,002 TOTAL SOURCES 80,362,757 459,216 Page 269 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments USES Use Total Project Cost Residential Commercial 70% PVC for New Construction/Rehab Per Unit Costs LAND COST/ACQUISITION Land Cost or Value 60,000 57,564 2,436 - 343 Total Land Cost or Value 60,000 57,564 2,436 - 343 Predevelopment Interest/Holding Cost 219,933 211,005 8,928 211,005 1,257 Total Acquisition Cost 219,933 211,005 8,928 211,005 1,257 Total Land Cost / Acquisition Cost 279,933 268,569 11,364 211,005 1,600 NEW CONSTRUCTION Site Work 2,940,000 2,820,647 119,353 2,820,647 16,800 Structures 40,041,643 38,416,103 1,625,540 38,416,103 228,809 General Requirements 1,836,373 1,761,823 74,550 1,761,823 10,494 Contractor Overhead 595,686 571,503 24,183 571,503 3,404 Contractor Profit 595,686 571,503 24,183 571,503 3,404 Payment and Performance Bonds 378,489 363,124 15,365 363,124 2,163 General Liability Insurance 15,000 14,391 609 14,391 86 Total New Construction Costs 46,402,876 44,519,094 1,883,782 44,519,094 265,159 ARCHITECTURAL FEES Design 1,281,250 1,229,236 52,014 1,229,236 7,321 Supervision 343,300 329,363 13,937 329,363 1,962 Total Architectural Costs 1,624,550 1,558,599 65,951 1,558,599 9,283 Total Survey & Engineering 1,649,036 1,582,092 66,945 1,582,092 9,423 CONSTRUCTION INTEREST & FEES Construction Loan Interest 3,657,187 3,508,719 148,468 3,508,719 20,898 Origination Fee 519,675 498,578 21,097 498,578 2,970 Credit Enhancement/Application Fee 62,000 59,483 2,517 59,483 354 Bond Premium 302,100 289,836 12,264 - 1,726 Title & Recording 104,687 100,437 4,250 96,593 598 Taxes 65,000 62,361 2,639 62,361 371 Insurance 971,980 932,521 39,459 932,521 5,554 Total Construction Interest & Fees 5,682,628 5,451,935 230,693 5,158,256 32,472 Page 270 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments USES Use Total Project Cost Residential Commercial 70% PVC for New Construction/Rehab Per Unit Costs PERMANENT FINANCING Credit Enhancement/Application Fee 17,500 16,790 710 - 100 Title & Recording 20,000 19,188 812 - 114 Other: Perm Loan Interest ( Const Lender)2,447,435 2,348,079 99,357 - 13,985 Total Permanent Financing Costs 2,484,935 2,384,056 100,879 - 14,200 LEGAL FEES Lender Legal Paid by Applicant 185,000 177,490 7,510 158,302 1,057 Legal: Partnership Legal / Other 343,845 329,886 13,959 236,542 1,965 Total Legal / Other Costs 528,845 507,376 21,469 394,844 3,022 RESERVES 6-Month Operating Reserve 1,319,419 1,265,856 53,563 - 7,540 Total Reserve Costs 1,319,419 1,265,856 53,563 - 7,540 CONTINGENCY COSTS Soft Cost Contingency 100,000 95,940 4,060 95,940 571 Hard Cost Contingency 900,000 863,463 36,537 863,463 5,143 Total Contingency Cost 1,000,000 959,404 40,596 959,404 5,714 OTHER PROJECT COSTS TCAC/CDLAC App/Allocation/Monitoring Fees 125,520 120,424 5,096 - 717 Environmental Audit 7,730 7,416 314 7,416 44 Local Development Impact Fees 7,470,483 7,167,210 303,273 7,167,210 42,688 Permit Processing Fees 422,000 404,868 17,132 404,868 2,411 Marketing 154,500 148,228 6,272 - 883 Furnishings 407,980 391,418 16,562 391,418 2,331 Market Study 9,075 8,707 368 8,707 52 Accounting/Reimbursables 97,000 93,062 3,938 93,062 554 Appraisal Costs 8,125 7,795 330 7,795 46 Other: Misc City/County/Other fees 13,450 12,904 546 - 77 Other: Organizational Costs 77,000 73,874 3,126 73,874 440 Other: Utility Connectons/Deposits 815,819 782,700 33,119 782,700 4,662 Other: Tenant Improvements 283,800 272,279 11,521 - 1,622 Total Other Costs 9,892,483 9,490,885 401,597 8,937,050 56,528 SUBTOTAL PROJECT COST 70,864,706 67,987,866 2,876,840 63,320,344 404,941 DEVELOPER COSTS Developer Overhead/Profit 9,498,052 9,112,466 385,585 9,112,466 54,275 Total Developer Costs 9,498,052 9,112,466 385,585 9,112,466 54,275 TOTAL PROJECT COSTS 80,362,757 77,100,333 3,262,425 72,432,810 459,216 Page 271 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments INCOME ANALYSIS 0 Bed 1 Bed 2 Bed 3 Bed Date Link/Source 654 823 1,116 Rent Schedules: Rent @ 100% AMI TCAC $2,440 $2,927 $3,383 2022 Rents Utility Allowance PHA 43.00$ 58.00$ 69.00$ 12/1/2021 Chula Vista UA Unit Breakdown TCAC Max Rent/Unit 1 Bed 1 Bath 41 50%50%1,220$ 1,220$ 43$ 1,177$ 48,257$ 1 Bed 1 Bath 14 60%60%1,464$ 1,464$ 43$ 1,421$ 19,894$ 2 Bed 1 Bath 7 50%50%1,463$ 1,463$ 58$ 1,405$ 9,835$ 2 Bed 1 Bath 65 60%60%1,756$ 1,756$ 58$ 1,698$ 110,383$ 3 Bed 2 Bath 5 50%50%1,691$ 1,691$ 69$ 1,622$ 8,110$ 3 Bed 2 Bath 41 60%60%2,030$ 2,030$ 69$ 1,961$ 80,393$ Managers Unit Manager? 2 Bed Yes 2 Market 175 57%1,638$ 1,657$ 1,600$ 276,872$ Monthly Annual Affordable Rent <= 80%276,872$ 3,322,462$ 276,872$ 3,322,462$ Vacancy - GA 7.0%(19,381)$ (232,572)$ Other - Income 6,747$ 80,964$ Other - Inc. Vacancy 5.0%(337)$ (4,048)$ 263,900$ 3,166,805$ Effective Gross Income (Affordable/Property Mgr) Potential Gross Income Averages/Totals Effective Gross Income AMI Restrict.Actual AMI's TCAC: (San Diego County) Avg. Sq. Ft. Utility Allow. Rent Received Total RentLower of TCAC & # of Bedrooms # of Baths # of Units Page 272 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments OPERATING EXPENSES Expenses Budget Salaries & Benefits Manager 58,688$ Asst. Manager(s) 45,074$ Maintenance Manager 54,496$ Asst. Maintenance (Porter)41,920$ Employee Burden 62,850$ Total Salaries & Benefits 263,028$ General Admin Administrative 47,463$ Advertising/Marketing 2,500$ Total Administrative 49,963$ Repairs & Maintenance Painting & Cleaning 15,500$ Repairs & Maint.16,500$ Total Repairs & Maintenance 32,000$ Contract Services Fire Sprinkler/Alarm Service 6,640$ Trash 35,700$ Pest Control 4,660$ Landscape/Grounds Maintenance 24,000$ Total Contract Services 71,000$ Utilities Electric 30,228$ Water 93,432$ Gas 25,572$ Total Utilities 149,232$ Other Expenses Management Fees 121,922$ Legal 2,500$ Audit 12,250$ Supportive Services 20,000$ Real Estate Taxes (Market Rate)3,500$ Real Estate Taxes (CFD)3,354$ Insurance 52,115$ Replacement Reserves 43,750$ Free Tenant WiFi 6,500$ Chula Vista Annual Bond Issuer Fee 17,000$ Total Other 282,891$ Total Expenses 848,114$ Page 273 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Encelia "Otay Ranch" Apartments 30-YEAR CASH FLOW Calendar Year 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 Stabilized Year 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 Revenues Gross Potential Rent 3,322,462 3,405,523 3,490,661 3,577,928 3,667,376 3,759,060 3,853,037 3,949,363 4,048,097 4,149,299 4,253,032 4,359,358 4,468,341 4,580,050 4,694,551 Vacancy Loss - Residential (232,572) (238,387) (244,346) (250,455) (256,716) (263,134) (269,713) (276,455) (283,367) (290,451) (297,712) (305,155) (312,784) (320,604) (328,619) Other Income 80,964 82,988 85,063 87,189 89,369 91,603 93,893 96,241 98,647 101,113 103,641 106,232 108,888 111,610 114,400 Other Vacancy Loss (4,048) (4,149) (4,253) (4,359) (4,468) (4,580) (4,695) (4,812) (4,932) (5,056) (5,182) (5,312) (5,444) (5,580) (5,720) Total Net Revenues 3,166,805 3,245,975 3,327,125 3,410,303 3,495,560 3,582,949 3,672,523 3,764,336 3,858,444 3,954,906 4,053,778 4,155,123 4,259,001 4,365,476 4,474,613 Total Expenses 848,114 875,030 902,875 931,664 961,428 992,201 1,024,017 1,056,913 1,090,924 1,126,090 1,162,449 1,200,043 1,238,913 1,279,104 1,320,661 Net Operating Income 2,318,691 2,370,945 2,424,249 2,478,639 2,534,132 2,590,748 2,648,506 2,707,423 2,767,520 2,828,816 2,891,329 2,955,080 3,020,088 3,086,372 3,153,952 Debt Service: TE: Original Loan 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 1,629,766 TT: Original Loan 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 151,561 Total Debt 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1,781,327 1.30 1.33 1.36 1.39 1.42 1.45 1.49 1.52 1.55 1.59 1.62 1.66 1.70 1.73 1.77 Cash Flow After Debt Service 537,364 589,618 642,922 697,312 752,805 809,421 867,179 926,096 986,193 1,047,489 1,110,002 1,173,753 1,238,761 1,305,045 1,372,625 Page 274 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda ROSS FINANCIAL 1736 Stockton Street, Suite One • San Francisco, CA 94133 • (415) 912-5612 • Cell: (415) 505-4331 March 9, 2023 Ms. Stacey Kurz Director, Department of Housing and Homeless Services City of Chula Vista 276 Fourth Street, Building A Chula Vista, CA 91910 Re: Otay Ranch Apartments Dear Ms. Kurz: This analysis is provided in connection with the proposed issuance by the Chula Vista Housing Authority (the “Housing Authority”) of a $4,000,000 tax-exempt multifamily housing revenue note (the “2023 Series A-1 Note”) and an $870,000 taxable multifamily housing revenue note (the “2023 Series A-2 Note” and with the 2023 Series A-1 Note, the “2023 Notes”) for the Otay Ranch Apartments currently known as the Encelia Apartments (the “Development”). The 2023 Notes will supplement the Housing Authority’s prior issuance of a tax-exempt $35,000,000 multifamily housing revenue note on December 17, 2020 (the “2020 Note”). Citibank, N.A. (“Citi”) in its capacity as construction and permanent lender purchased the 2020 Note and has agreed to purchase the 2023 Notes. Citi also made a subordinate taxable loan to the Borrower at the same time it purchased the 2020 Note. This analysis updates the one prepared by Ross Financial, dated October 28, 2020 (the “Original Analysis”), for the Housing Authority in connection with its approval of the 2020 Note. The Original Analysis is attached. BACKGROUND The Development is to consist of the new construction of three buildings providing an aggregate of 173 one, two and three-bedroom apartments to be rented to households earning 50% and 60% area median income (AMI) plus two managers’ units. The Development is in a Planned Community or Sectional Planning Area identified as Village 8 West. The Developer, Meta Housing Corporation (“Meta”), anticipated a construction start date of March 1, 2021 based on the projected completion date of the site work that the master developer, HomeFed Corporation, needed to perform. That sitework included the relocation of a City of San Diego pipeline located beneath the Development site – which needed to occur before construction could commence on two of the three proposed residential buildings. Due to COVID-19 impacts, HomeFed was not able to complete the sitework until January 2022 – a ten month delay. While Meta was able to start construction of the residential building not affected by the pipeline relocation, the construction start of the other two buildings was delayed. As subcontractors could not hold their original pricing Page 275 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 2 of 7 under volatile market conditions for construction materials, the Development was faced with higher costs. The increased costs, in turn, created another problem. The higher costs caused the transaction to no longer qualify for low-income housing tax credits, which was a needed source of funding for the Development. Under Federal tax rules, to qualify for such tax credits, the tax-exempt obligations must exceed 50% of the Development’s depreciable costs plus land (the “50% Test”). When the 2020 Note was issued in December 2020, the projections supported the conclusion that the 50% Test would be met. With higher costs, additional tax-exempt financing is needed. As many other projects in California experienced a similar situation, the California Debt Limit Allocation Committee (“CDLAC”) created a special process to allow issuers to seek a “supplemental allocation” for purposes of the 50% Test. On September 27, 2022, the Housing Authority on behalf of the Borrower, Otay Affordable I V8, LP, created by Meta, applied to CDLAC for a supplemental private activity bond alocation of $4,000,000. On November 30, 2022, CDLAC awarded the Housing Authority the requested Supplemental Allocation. PROPOSED FINANCING Project Costs and Funding. According to most recent projections provided by Meta, the revised total cost of the Development, including construction and all soft costs, is now estimated at $80,362,757 – up from Meta’s estimate of $73,407,980 contained it the Original Analysis. As with the Original Analysis, the estimated sources of funds will differ during the construction period and following construction and lease-up (“at permanent”). The current sources and uses are shown in the following table: Page 276 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 3 of 7 Sources of Funds Construction Permanent 2020 Tax-Exempt Note $35,000,000 $33,090,000 2020 Taxable Note 17,420,000 2,900,000 2023 Tax-Exempt Note (Supplemental) 4,000,000 0 2023 Taxable Note (Supplemental) 870,000 0 Seller Carryback 3,000,000 3,000,000 General Partner/Meta Loan 1,732,658 0 Low Income Housing Tax Credit Equity (Federal) 6,380,981 29,341,440 State Tax Credit Equity 902,414 3,281,000 Deferred Operating Reserve 1,319,419 0 Deferred Developer Fee and Costs 9,737,285 8,750,317 Total $80,362,757 $80,362,757 Uses of Funds Construction Costs (including site work) $46,402,876 46,402,876 Acquisition Costs 279,933 279,993 Contingency Costs 1,000,000 1,000,000 Impact and Permit Fees 7,892,483 7,892,483 Architectural & Engineering 3,273,586 3,273,586 Construction Interest and Fee 5,682,628 5,682,628 Legal and Miscellaneous Soft Costs 5,013,780 5,013,780 Reserves 1,319,419 1,319,419 Developer Fee* 9,498,052 9,498,052 Total $80,362,757 $80,362,757 *Cash portion of the developer fee is $747,735 The Financing Approach. The 2023 Notes will consist of a tax-exempt note and taxable note evidencing a loan to be made by Citi on a parity with the 2020 Note. The 2023 Notes Housing Authority will issue the tax-exempt 2023 Series A-1 Note in the estimated amount of $4,000,000 and the taxable Series 2023A-2 in the estimated amount of $870,000 (but not to exceed $1,000,000) to finance a portion of the increased costs of constructing the Development. The 2023 Notes will have the following features: • The 2023 Notes will be purchased and funded by Citi on a draw down basis; • The 2023 Notes will be issued in a separate series – one tax-exempt and the other taxable; • The 2023 Notes will bear a variable rate based on the SOFR1 index plus a spread (currently estimated at 7.92% for the 2023 Series A-1 Note and 8.42% for the 2023 Series A-2 Note; • The 2023 Notes will be repaid after construction and lease-up (at “Conversion”) anticipated to occur in June 2024; • The Note is expected to close on April 1, 2023. 1 SOFR is an acronym for “Secured Overnight Funding Rate”, which is the primary successor index to LIBOR. Page 277 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 4 of 7 Citi will execute an investor letter in which it will represent that it has sufficient knowledge and experience to evaluate the risks and merits associated with making the loans evidenced by the 2023 Notes and has indicated its intention to hold the 2023 Notes for its account. Citi may transfer all or a portion of the 2023 Notes only to transferees that execute a document with similar representations. Housing Authority Financial Involvement. The Housing Authority does not have any financial involvement with the Development. However, it previously executed an Inclusionary Housing Agreement with the Borrower that contains affordability restrictions that mirroring those contained in the tax-exempt Amended and Restated Regulatory Agreement and Declaration of Restricted Covenants (the “Tax-Exempt Note Regulatory Agreement”). Affordability Restrictions. The Development will continue to be subject to the following regulatory restrictions (collectively, the “Regulatory Agreements”) and terms: • Tax-Exempt Note Regulatory Agreement requirements (including voluntary elections made to CDLAC) for a 55-year term – which will be amended and restated to incorporate the 2023 Notes. • Tax Credit Regulatory Agreement requirements under which all units must be affordable at 60% AMI for a 55-year term to remain eligible for tax credits; and • Inclusionary Housing Agreement requirements which contain similar restrictions as contained in the Tax-Exempt Note Regulatory Agreement. Development Cash Flow. The Borrower provided updated pro forma cash flows for the Development, reflecting changed revenue and expense assumptions. Page 278 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 5 of 7 Assumptions Vacancy 7% Revenue Escalation 2.5% Expense Escalation 3% Cash Flow and Coverage Stabilized Net Income – First Full Year1 $3,166,806 Expenses (includes Housing Authority monitoring fee and reserves) (848,114) Net Operating Income Available for Debt Service $2,318,692 Tax-Exempt Note Debt Service2 (1,629,786) Taxable Loan Debt Service3 (151,561) Debt Service Coverage4 1.30x Cash Flow after Debt Service 537,365 LP Fee (15,000) AGM Fee (20,000) MGP Fee (12,000) Estimated Net Project Cash Flow $490,365 Deferred Developer Fee (Priority Payment) (490,365) Available Cash Flow after Deferred Developer Fee $0 1 Conversion is projected to occur in June 2024 2 Assumes an initial permanent tax-exempt note par of $33,090,000 @ 3.83% interest and 40 year amortization 3 Assumes initial permanent taxable loan par of $2,900,000 @ 4.28% interest and 40 year amortization 4 Net operating income divided by total tax-exempt and taxable debt service The following table shows the Borrower’s most recent projected cash flow for the Development during first full five years following stabilized occupancy: Escalation Revenues 1 2 3 4 5 2.50%Gross Scheduled Rent 3,322,462 3,405,524 3,490,662 3,577,928 3,667,376 2.50%Other Income 80,964 82,988 85,063 87,189 89,369 less 7% vacancy (232,572)(238,387)(244,346)(250,455)(256,716) 2.50%Other Vacancy Loss (4,048)(4,149)(4,253)(4,359)(4,468) Total Net Income 3,166,806 3,245,976 3,327,125 3,410,303 3,495,561 3.00%Total Expenses (848,114)(875,030)(902,875)(931,664)(961,428) Net Operating Income 2,318,692 2,370,946 2,424,250 2,478,639 2,534,133 Tax-exempt 2020 Note (1,629,766)(1,629,766)(1,629,766)(1,629,766)(1,629,766) Taxable 2020 Note (151,561)(151,561)(151,561)(151,561)(151,561) Total Debt Service (1,781,327)(1,781,327)(1,781,327)(1,781,327)(1,781,327) Debt Service Coverage 1.30x 1.33x 1.36x 1.39x 1.42x Available Cash Flow after Bond Debt Service 537,365 589,619 642,923 697,312 752,806 3.00%LP Fee (15,000)(15,450)(15,914)(16,391)(16,883) 3.00%AGP Fee (20,000)(20,600)(21,218)(21,855)(22,510) 3.00%MGP Fee (12,000)(12,360)(12,731)(13,113)(13,506) Project Cash Flow after GP and LP Fees 490,365 541,209 593,061 645,954 699,907 Deferred Developer Fee (Priority Payment)(490,365)(541,209)(593,061)(645,954)(699,907) Project Cash Flow after Priority Deferred Developer Fee 0 0 0 0 0 *Most expenses escalate at 3%; other expense components may vary Year Page 279 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 6 of 7 PUBLIC PURPOSE The 2023 Notes will provide needed additional funding to complete the Development, which is expected to result in the long-term affordability of 173 one, two and three-bedroom units in the City of Chula Vista: 53 units will be restricted and affordable to households earning 50% AMI; 120 units will be restricted and affordable to households earning 60% AMI; 2 units will be occupied by resident managers. The Regulatory Agreements will require that these affordability levels be maintained for a period of 55 years. BENEFITS AND RISKS TO THE HOUSING AUTHORITY The 2023 Notes provide a vehicle for funding the increased costs of the Development. As proposed, the 2023 Notes will enable the Borrower to complete the Development, which will result in the long-term affordability of 173 one, two and three-bedroom units in the City of Chula Vista with units restricted to income levels described in “Public Purpose” above. The 2023 Notes do not pose undue financial risk to the Housing Authority. The 2023 Notes are not direct obligations of the Housing Authority or the City of Chula Vista. The 2023 Notes will evidence loans to be funded by Citi, which has indicated its intention to hold the 2023 Notes for its own account. All of the 2023 Notes will be repaid after construction and lease-up, expected in June 2024. If the Housing Authority issues the 2023 Notes, it will receive an issuer fee at closing of $15,000 – equal to the larger of the minimum fee required under the Housing Authority’s policy ($15,000) or 0.20% times the initial aggregate par amount of the 2023 Notes ($4,870,000) based on current projections ($9,740). The Housing Authority will continue to receive an annual monitoring fee of $17,000. Costs of issuance will be funded by the Borrower from a source other than tax-exempt Series 2023A-1 Note proceeds. RECOMMENDATIONS Ross Financial recommends that the Housing Authority proceed with the issuance of the 2023 Notes based on the following findings: • The 2023 Notes will enable the completion of the Development, which will achieve a public purpose by providing 173 affordable units, with all units restricted to income levels at 50% and 60% of AMI. • The 2023 Notes will evidence tax-exempt and taxable loans funded by a well-established, highly capitalized bank that is active in affordable housing lending. The 2023 Notes will be always subject to restrictive transfer limitations. Page 280 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ms. Stacey Kurz Re: Otay Ranch Apartments March 9, 2023 Page 7 of 7 • The Borrower will pay issuance costs from sources other than tax-exempt Series 2023A-1 Note proceeds. • Based on revised estimates provided by the Borrower, there should be sufficient funds to complete the Development and the Development provides adequate cash flow to cover debt service on the 2020 Note and the subordinate 2020 Taxable Loan made by Citi. If there is any additional information you require concerning the Development, Ross Financial will be pleased to provide a supplemental analysis. Very truly yours, Peter J. Ross Principal Page 281 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Stradling Yocca Carlson & Rauth Draft dated March 9, 2023 4864-7914-0946/024036-0096 FUNDING LOAN AGREEMENT among CITIBANK, N.A., as Funding Lender and CHULA VISTA HOUSING AUTHORITY, as Governmental Lender and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Fiscal Agent dated as of March 1, 2023 relating to: $_____________ Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt) $_____________ Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable) Page 282 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS Page i 4864-7914-0946/024036-0096 ARTICLE I DEFINITIONS; PRINCIPLES OF CONSTRUCTION Section 1.1 Definitions ................................................................................................................. 2 Section 1.2 Effect of Headings and Table of Contents ............................................................... 12 Section 1.3 Date of Funding Loan Agreement ........................................................................... 12 Section 1.4 Designation of Time for Performance ..................................................................... 12 Section 1.5 Interpretation ............................................................................................................ 12 ARTICLE II TERMS; GOVERNMENTAL LENDER NOTE Section 2.1 Terms ....................................................................................................................... 12 Section 2.2 Form of Governmental Lender Notes ...................................................................... 14 Section 2.3 Execution and Delivery of Governmental Lender Notes ......................................... 14 Section 2.4 Required Transferee Representations; Participations; Sale and Assignment .......... 15 ARTICLE III PREPAYMENT Section 3.1 Prepayment of the Governmental Lender Notes from Prepayment under the Corresponding Borrower Notes ............................................................................... 16 Section 3.2 Notice of Prepayment .............................................................................................. 16 ARTICLE IV SECURITY Section 4.1 Security for the Funding Loan ................................................................................. 16 Section 4.2 Delivery of Security ................................................................................................. 17 ARTICLE V LIMITED LIABILITY Section 5.1 Source of Payment of Funding Loan and Other Obligations ................................... 18 Section 5.2 Exempt from Individual Liability ............................................................................ 18 ARTICLE VI CLOSING CONDITIONS; APPLICATION OF FUNDS Section 6.1 Conditions Precedent to Closing .............................................................................. 19 ARTICLE VII FUNDS AND ACCOUNTS Section 7.1 Authorization to Create Funds and Accounts .......................................................... 20 Section 7.2 Investment of Funds ................................................................................................. 20 Section 7.3 Establishment of Funds ............................................................................................ 20 Section 7.4 Funding Loan Payment Fund ................................................................................... 21 Section 7.5 Expense Fund ........................................................................................................... 21 Section 7.6 Closing Costs Fund .................................................................................................. 22 Section 7.7 Project Fund ............................................................................................................. 22 Section 7.8 Rebate Fund ............................................................................................................. 25 Page 283 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS (continued) Page ii 4864-7914-0946/024036-0096 Section 7.9 Investments .............................................................................................................. 26 ARTICLE VIII REPRESENTATIONS AND COVENANTS Section 8.1 General Representations .......................................................................................... 27 Section 8.2 No Encumbrance on Security .................................................................................. 28 Section 8.3 Repayment of Funding Loan ................................................................................... 28 Section 8.4 Servicer .................................................................................................................... 28 Section 8.5 Borrower Loan Agreement Performance ................................................................. 28 Section 8.6 Maintenance of Records; Inspection of Records ..................................................... 28 Section 8.7 Tax Covenants ......................................................................................................... 29 Section 8.8 Performance by the Borrower .................................................................................. 30 ARTICLE IX DEFAULT; REMEDIES Section 9.1 Events of Default ..................................................................................................... 30 Section 9.2 Acceleration of Maturity; Rescission and Annulment ............................................. 31 Section 9.3 Additional Remedies; Funding Lender Enforcement .............................................. 31 Section 9.4 Application of Money Collected .............................................................................. 33 Section 9.5 Remedies Vested in Funding Lender ....................................................................... 33 Section 9.6 Restoration of Positions ........................................................................................... 34 Section 9.7 Rights and Remedies Cumulative ............................................................................ 34 Section 9.8 Delay or Omission Not Waiver ............................................................................... 34 Section 9.9 Waiver of Past Defaults ........................................................................................... 34 Section 9.10 Remedies Under Borrower Loan Agreement or Borrower Notes ........................... 34 Section 9.11 Waiver of Appraisement and Other Laws ............................................................... 34 Section 9.12 Suits to Protect the Security ..................................................................................... 35 Section 9.13 Remedies Subject to Applicable Law ...................................................................... 35 Section 9.14 Assumption of Obligations ...................................................................................... 35 ARTICLE X AMENDMENT; AMENDMENT OF BORROWER LOAN AGREEMENT AND OTHER DOCUMENTS Section 10.1 Amendment of Funding Loan Agreement ............................................................... 35 Section 10.2 Amendments Require Funding Lender Consent ...................................................... 36 Section 10.3 Consents and Opinions ............................................................................................ 36 ARTICLE XI THE FISCAL AGENT Section 11.1 Appointment of Fiscal Agent; Acceptance .............................................................. 36 Section 11.2 Certain Duties and Responsibilities of Fiscal Agent ............................................... 36 Section 11.3 Notice of Defaults .................................................................................................... 37 Section 11.4 Certain Rights of Fiscal Agent ................................................................................. 37 Section 11.5 Not Responsible for Recitals ................................................................................... 39 Section 11.6 May Hold Funding Loan .......................................................................................... 39 Page 284 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS (continued) Page iii 4864-7914-0946/024036-0096 Section 11.7 Moneys Held Hereunder .......................................................................................... 39 Section 11.8 Compensation and Reimbursement ......................................................................... 39 Section 11.9 Fiscal Agent Required; Eligibility ........................................................................... 40 Section 11.10 Resignation and Removal; Appointment of Successor ............................................ 40 Section 11.11 Acceptance of Appointment by Successor .............................................................. 41 Section 11.12 Merger, Conversion, Consolidation or Succession to Business .............................. 41 Section 11.13 Appointment of Co-Fiscal Agent ............................................................................. 41 Section 11.14 Loan Servicing ......................................................................................................... 42 Section 11.15 No Recourse Against Officers or Employees of Fiscal Agent................................. 42 ARTICLE XII MISCELLANEOUS Section 12.1 Notices ..................................................................................................................... 42 Section 12.2 Term of Funding Loan Agreement .......................................................................... 45 Section 12.3 Successors and Assigns ........................................................................................... 45 Section 12.4 Legal Holidays ......................................................................................................... 45 Section 12.5 Governing Law ........................................................................................................ 45 Section 12.6 Severability .............................................................................................................. 45 Section 12.7 Execution in Several Counterparts........................................................................... 45 Section 12.8 Nonrecourse Obligation of the Borrower ................................................................ 45 Section 12.9 Waiver of Trial by Jury ............................................................................................ 46 Section 12.10 Electronic Transactions ............................................................................................ 46 Section 12.11 Reference Date ......................................................................................................... 46 EXHIBIT A-1 FORM OF TAX EXEMPT GOVERNMENTAL LENDER NOTE ................. A-1-1 EXHIBIT A-2 FORM OF TAXBLE GOVERNMENTAL LENDER NOTE ........................... A-2-1 EXHIBIT B FORM OF REQUIRED TRANSFEREE REPRESENTATIONS ........................ B-1 EXHIBIT C FORM OF WRITTEN REQUISITION OF THE BORROWER – PROJECT FUND ................................................................................................... C-1 EXHIBIT D FORM OF WRITTEN REQUISITION OF THE BORROWER – CLOSING COSTS FUND ..................................................................................... D-1 EXHIBIT E FISCAL AGENT WIRING INSTRUCTIONS ..................................................... E-1 Page 285 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4864-7914-0946/024036-0096 FUNDING LOAN AGREEMENT This Funding Loan Agreement, dated as of March 1, 2023 (this “Funding Loan Agreement”), is entered into by CITIBANK, N.A., (together with any successor hereunder, the “Funding Lender”), the CHULA VISTA HOUSING AUTHORITY, a public body corporate and politic, organized and existing under the laws of the State of California (together with its successors and assigns, the “Governmental Lender”) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States of America, as fiscal agent (together with its successors and assigns, the “Fiscal Agent”). R E C I T A L S : WHEREAS, the Governmental Lender is a public body, corporate and politic, duly organized and validly existing under the laws of the State of California; and WHEREAS, the Governmental Lender is empowered pursuant to Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code (the “Act”) to: (a) make loans to any person to provide financing for residential rental developments located within the jurisdiction of the Governmental Lender and intended to be occupied in part by persons of lo w and moderate income; (b) incur indebtedness for the purpose of obtaining moneys to make such loans and provide such financing, to establish any required reserve funds and to pay administrative costs and other costs incurred in connection with the incurrence of such indebtedness of the Governmental Lender; and (c) pledge all or any part of the revenues, receipts or resources of the Governmental Lender, including the revenues and receipts to be received by the Governmental Lender from or in connection with such loans, and to mortgage, pledge or grant security interests in such loans or other property of the Governmental Lender in order to secure the payment of the principal of, prepayment premium, if any, on and interest on such indebtedness of the Governmental Lender; and WHEREAS, Otay Affordable I V8, L.P., a California limited partnership (the “Borrower”), previously requested and received a funding loan (the “2020 Funding Loan”) pursuant to that certain Funding Loan Agreement, by and among the Funding Lender, the Governmental Lender and Fiscal Agent, dated as of December 1, 2020 (the “2020 Funding Loan Agreement”), which was used to make a borrower loan (the “2020 Borrower Loan”) made pursuant to that certain Borrower Loan Agreement, by and between the Governmental Lender and the Borrower, dated as of December 1, 2020 (the “2020 Borrower Loan Agreement”), to finance a 173 unit plus 2 manager’s units multifamily rental housing project located at Northwest Corner of La Media Parkway South and Main Street East in the City of Chula Vista, County of San Diego, California, known as Otay Ranch Apartments (the “Project”); and WHEREAS, the Borrower has requested that the Governmental Lender enter into this Funding Loan Agreement under which the Funding Lender will (i) advance additional funds (the “Funding Loan”) to or for the account of the Governmental Lender, and (ii) apply the proceeds of the Funding Loan to make an additional loan (the “Borrower Loan”) to the Borrower to provide additional financing for the acquisition, construction and equipping of the Project; and WHEREAS, simultaneously with the delivery of this Funding Loan Agreement, the Governmental Lender and the Borrower will enter into a Borrower Loan Agreement of even date Page 286 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 4864-7914-0946/024036-0096 herewith (as it may be supplemented or amended, the “Borrower Loan Agreement”), whereby the Borrower agrees to make loan payments to the Governmental Lender in an amount that, when added to other funds available under this Funding Loan Agreement, will be sufficient to enable the Governmental Lender to repay the Funding Loan and to pay all costs and expenses related thereto when due; and WHEREAS, to evidence its payment obligations under the Borrower Loan Agreement, the Borrower will execute and deliver to the Governmental Lender its Borrower Notes (as defined herein) and the obligations of the Borrower under the Borrower Notes will be secured by a lien on and security interest in the Project (as defined herein) pursuant to a Multifamily Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing (California), of even date herewith (the “Security Instrument”), made by the Borrower in favor of the Governmental Lender, as assigned to the Funding Lender to secure the performance by the Governmental Lender of its obligations under the Funding Loan; and WHEREAS, the Governmental Lender has executed and delivered to the Funding Lender its Multifamily Housing Revenue Note (Otay Ranch Apartments), 2023 Series A -1 (Tax Exempt) (the “Tax Exempt Governmental Lender Note”) and its Multifamily Housing Revenue Note (Otay Ranch Apartments), 2023 Series A-2 (Taxable) (the “Taxable Governmental Lender Note,” and, together with the Tax Exempt Governmental Lender Note, the “Governmental Lender Notes”), each dated as of the Closing Date, evidencing its obligation to make the payments due to the Funding Lender under the Funding Loan as provided in this Funding Loan Agreement, all things necessary to make the Funding Loan Agreement the valid, binding and legal limited obligation of the Governmental Lender, have been done and performed and the execution and delivery of this Funding Loan Agreement and the execution and delivery of the Governmental Lender Notes, subject to the terms hereof, have in all respects been duly authorized. A G R E E M E N T : NOW, THEREFORE, in consideration of the premises and the mutual representations, covenants and agreements herein contained, the parties hereto do hereby agree as follows: ARTICLE I DEFINITIONS; PRINCIPLES OF CONSTRUCTION Section 1.1 Definitions. For all purposes of this Funding Loan Agreement, except as otherwise expressly provided or unless the context otherwise clearly requires: (a) Unless specifically defined herein, all capitalized terms shall have the meanings ascribed thereto in the Borrower Loan Agreement. (b) The terms “herein, “hereof” and “hereunder” and other words of similar import refer to this Funding Loan Agreement as a whole and not to any particular Article, Section or other subdivision. The terms “agree” and “agreements” contained herein are intended to includ e and mean “covenant” and “covenants.” (c) All references made (i) in the neuter, masculine or feminine gender shall be deemed to have been made in all such genders, and (ii) in the singular or plural number shall be Page 287 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 4864-7914-0946/024036-0096 deemed to have been made, respectively, in the plural or singular number as well. Singular terms shall include the plural as well as the singular, and vice versa. (d) All accounting terms not otherwise defined herein shall have the meanings assigned to them, and all computations herein provided for sh all be made, in accordance with the Approved Accounting Method. All references herein to “Approved Accounting Method” refer to such principles as they exist at the date of application thereof. (e) All references in this instrument to designated “Articles,” “S ections” and other subdivisions are to the designated Articles, Sections and subdivisions of this instrument as originally executed. (f) All references in this instrument to a separate instrument are to such separate instrument as the same may be amended or su pplemented from time to time pursuant to the applicable provisions thereof. (g) References to the Tax Exempt Governmental Lender Note as “tax -exempt” or to the “tax-exempt status” of the Tax Exempt Governmental Lender Note are to the exclusion of interest on the Tax Exempt Governmental Lender Note (other than any portion of the Tax Exempt Governmental Lender Note held by a “substantial user” of the Project or a “related person” within the meaning of Section 147 of the Code) from gross income for federal income tax purposes pursuant to Section 103(a) of the Code. (h) The following terms have the meanings set forth below: “Act” means Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code. “Additional Borrower Payments” shall have the meaning given such term in the Borrower Loan Agreement. “Affiliate” means, as to any Person, any other Person that, directly or indirectly, is in Control of, is Controlled by or is under common Control with such Person. “Approved Transferee” means (a) a “qualified institutional buyer” (“QIB”) as defined in Rule 144A promulgated under the Securities Act that is a financial institution or commercial bank having capital and surplus of $5,000,000,000 or more, (b) an affiliate of the Funding Lender, (c) a trust or custodial arrangement established by the Funding Lender or one of its affiliates or any state or local government or any agency or entity which is a political subdivision of a federal, state or local government (a “Governmental Entity”), in each case (i) the benefi cial interests in which will be owned only by QIBs or (ii) the beneficial interests in which will be rated in the “BBB” category or higher without regard to modifier (or the equivalent investment grade category) by at least one nationally recognized rating agency, or (4) a Governmental Entity. “Authorized Amount” means $_____________, the maximum principal amount of the Funding Loan under this Funding Loan Agreement. “Authorized Governmental Lender Representative” means the Chairperson, Vice Chairperson, Executive Director, or Treasurer of the Governmental Lender, or any person or persons designated to act on behalf of the Governmental Lender by a certificate filed with the Borrower, Funding Lender and Servicer, if any, containing the specimen signatures of such person or persons Page 288 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 4864-7914-0946/024036-0096 and signed on behalf of the Governmental Lender by its Chairperson, Vice Chairperson, Executive Director, or Treasurer of the Governmental Lender. “Borrower” means Otay Affordable I V8, L.P., a California limited partnership. “Borrower Loan” shall mean the mortgage loan made by the Governmental Lender to the Borrower pursuant to the Borrower Loan Agreement in the aggregate principal amount of the Borrower Loan Amount, as evidenced by the Borrower Notes. “Borrower Loan Agreement” shall mean the Borrower Loan Agreement, of even date herewith, between the Governmental Lender and the Borrower, as supplemented, amended or replaced from time to time in accordance with its terms. “Borrower Loan Agreement Default” shall mean any event of default set forth in Section 8.1 of the Borrower Loan Agreement. A Borrower Loan Agreement Default shall “exist” if a Borrower Loan Agreement Default shall have occurred and be continuing beyond any applicable cure period. “Borrower Loan Amount” shall mean $_____________, the maximum principal amount of the Borrower Loan under the Borrower Loan Agreement. “Borrower Loan Documents” shall have the meaning given such term in the Borrower Loan Agreement. “Borrower Notes” shall mean, collectively, the Taxable Borrower Note and the Tax Exempt Borrower Note. “Business Day” shall mean any day other than (i) a Saturday or a Sunday, or (ii) a day on which federally insured depository institutions in New York, New York or California are authorized or obligated by law, regulation, governmental decree or executive order to be closed. “Closing Costs” has the meaning given to the term Costs of Funding in the Borrower Loan Agreement. “Closing Date” shall mean ___________, 2023, the date that initial Funding Loan proceeds are disbursed hereunder. “Code” means the Internal Revenue Code of 1986 as in effect on the date of execution and delivery of the Tax Exempt Governmental Lender Note or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the Closing Date, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance published, under the Code. “Construction Funding Agreement” means that certain Construction Funding Agreement of even date herewith, between the Funding Lender, as agent for the Governmental Lender, and Borrower, pursuant to which the Borrower Loan will be advanced by the Funding Lender (or the Servicer on its behalf), as agent of the Governmental Lender, to the Fi scal Agent for disbursement to the Borrower and setting forth certain provisions relating to disbursement of the Borrower Loan during construction, insurance and other matters, as such agreement may be amended, modified, supplemented and replaced from time to time. Page 289 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 4864-7914-0946/024036-0096 “Contingency Draw-Down Agreement” means the Contingency Draw-Down Agreement of even date herewith among the Fiscal Agent, the Funding Lender, and the Borrower relating to possible conversion of the portion of the Funding Loan evidenced by the Governmental Lender Notes from a draw down loan to a fully funded loan. “Control” shall mean, with respect to any Person, either (a) ownership directly or through other entities of more than 50% of all beneficial equity interest in such Person, or (b) the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, through the ownership of voting securities, by contract or otherwise. “Conversion” has the meaning given to such term in the Borrower Loan Agreement. “Conversion Date” shall have the meaning given such term in the Construction Funding Agreement. “Default” shall mean the occurrence of an event, which, under any Funding Loan Document, would, but for the giving of notice or passage of time, or both, be an event of default under the applicable Funding Loan Document or a Borrower Loan Agreement Default. “Draw-Down Notice” shall mean a notice described in Section 1.01 of the Contingency Draw-Down Agreement regarding the conversion of the Funding Loan from a draw down loan to a fully funded loan. “Equity Investor” shall mean BF Otay Ranch LLLP, a Delaware limited liability limited partnership, and its permitted successors and assigns. “Event of Default” shall have the meaning ascribed thereto in Section 9.1 hereof. “Fair Market Value” shall mean the price at which a willing buyer would purchase the investment from a willing seller in a bona fide, arm’s length transaction (determined as of the date the contract to purchase or sell the investmen t becomes binding) if the investment is traded on an established securities market (within the meaning of section 1273 of the Code) and, otherwise, the term “Fair Market Value” means the acquisition price in a bona fide arm’s length transaction (as referenced above) if (a) the investment is a certificate of deposit that is acquired in accordance with applicable regulations under the Code, (b) the investment is an agreement with specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Code, (c) the investment is a United States Treasury Security--State and Local Government Series that is acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or (d) any commingled investment fund in which the City and related parties do not own more than a ten percent (10%) beneficial interest therein if the return paid by the fund is without regard to the source of the investment. To the extent required by the Regulations, the term “investment” will include a hedge. “Fiscal Agent” shall mean U.S. Bank Trust Company, National Association, which entity is appointed pursuant to Section 11.1 to serve as Fiscal Agent under this Funding Loan Agreement, and any successor thereto pursuant to Section 11.10. Page 290 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 4864-7914-0946/024036-0096 “Fiscal Agent’s Fees” shall mean the annual administration fee for the Fiscal Agent’s ordinary fees and expenses in rendering its services under this Funding Loan Agreement during each 12-month period, payable on the Closing Date and annually in advance, which fee is equal to $__________. “Funding Lender” shall mean Citibank N.A., a national banking association, and any successor under this Funding Loan Agreement and the Borrower Loan Documents. “Funding Loan Agreement” shall mean this Funding Loan Agreement, by and among the Funding Lender, the Governmental Lender and the Fiscal Agent, as it may from time to time be supplemented, modified or amended by one or more agreements or other instruments supplemental hereto entered into pursuant to the applicable provisions hereof. “Funding Loan Documents” shall mean (a) this Funding Loan Agreement, (b) the Borrower Loan Agreement, (c) the Regulatory Agreement, (d) the Tax Certificate, (e) the Borrower Loan Documents, (f) all other documents evidencing, securing, governing or otherwise pertaining to the Funding Loan, and (g) all amendments, modifications, renewals and substitutions of any of the foregoing. “Governmental Lender” shall mean the Chula Vista Housing Authority. “Governmental Lender Notes” shall mean, collectively, the Taxable Governmental Lender Note and the Tax Exempt Governmental Lender Note. “Highest Rating Category” shall mean, with respect to a Permitted Investment, that the Permitted Investment is rated by S&P or Moody’s in the highest rating category given by that rating agency for that general category of security. B y way of example, the Highest Rating Category for tax-exempt municipal debt established by S&P is “A1+” for debt with a term of one year or less and “AAA” for a term greater than one year, with corresponding ratings by Moody’s of “MIG1” (for fixed rate) or “VMIG1” (for variable rate) for three months or less and “Aaa” for greater than three months. If at any time (a) both S&P and Moody’s rate a Permitted Investment and (b) one of those ratings is below the Highest Rating Category, then such Permitted Inves tment will, nevertheless, be deemed to be rated in the Highest Rating Category if the lower rating is no more than one rating category below the highest rating category of that rating agency. For example, a Permitted Investment rated “AAA” by S&P and “Aa3” by Moody’s is rated in the Highest Rating Category. If, however, the lower rating is more than one full rating category below the Highest Rating Category of that rating agency, then the Permitted Investment will be deemed to be rated below the Highest Rating Category. For example, a Permitted Investment rated “AAA” by S&P and “A1” by Moody’s is not rated in the Highest Rating Category. “Maturity Date” shall mean July 1, 2054. “Maximum Rate” shall mean the lesser of (a) 12% per annum, and (b) the maximum interest rate that may be paid on the Funding Loan under State law. “Minimum Beneficial Ownership Amount” shall mean an amount no less than fifteen percent (15%) of the outstanding principal amount of the Funding Loan, or the full outstanding principal amount of the Funding Loan, if such principal amount is less than $100,000. Page 291 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 4864-7914-0946/024036-0096 “Moody’s” shall mean Moody’s Investors Service, Inc., or its successor. “Negative Arbitrage Account” means the Negative Arbitrage Account of the Project Fund established under Section 7.3, as otherwise described in the Contingency Draw-Down Agreement. “Negative Arbitrage Deposit” has the meaning set forth in the Contingency Draw-Down Agreement. “Noteowner” or “owner of the Governmental Lender Notes” means the owner of the Governmental Lender Notes as shown on the registration books maintained by the Funding Lender pursuant to Section 2.4(e). “Ongoing Governmental Lender Fee” shall mean the ongoing portion of the Annual Administration Fee (as that term is defined in the Regulatory Agree ment) that is payable after the Closing Date. “Opinion of Counsel” shall mean a written opinion from an attorney or firm of attorneys, acceptable to the Funding Lender and the Governmental Lender with experience in the matters to be covered in the opinion; provided that whenever an Opinion of Counsel is required to address the exclusion of interest on the Tax Exempt Governmental Lender Note from gross income for purposes of federal income taxation, such opinion shall be provided by Tax Counsel. “Permitted Investments” shall mean, to the extent authorized by law for investment of any moneys held under this Funding Loan Agreement, but only to the extent that the same are acquired at Fair Market Value: (a) Direct obligations of the United States of America including obligations issued or held in book-entry form on the books of the Department of the Treasury of the United States of America (“Government Obligations”). (b) Direct obligations of, and obligations on which the full and timely payment of principal and interest is unconditionally guaranteed by, any agency or instrumentality of the United States of America or direct obligations of the World Bank, which obligations are rated in the Highest Rating Category. (c) Demand deposits or time deposits with certific ates of deposit issued by the Fiscal Agent or its affiliates or any bank organized under the laws of the United States of America or any state or the District of Columbia which has combined capital, surplus and undivided profits of not less than $50,000,000 and maturing in less than 365 days; provided that the Fiscal Agent or such other institution has been rated at least “VMIG-1”/”A-1+” by Moody’s/S&P which deposits or certificates are insured by the Federal Deposit Insurance Corporation or collateralized pursuant to the requirements of the Office of the Comptroller of the Currency. (d) Bonds (including tax-exempt bonds), bills, notes or other obligations of or secured by Fannie Mae, Freddie Mac, the Federal Home Loan Bank or the Federal Farm Credit Bank. (e) Money market funds rated AAA by S&P which are registered with the Securities and Exchange Commission and which meet the requirements of Rule 2(a)(7) of the Page 292 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 4864-7914-0946/024036-0096 Investment Company Act of 1940, as amended, which may be administered by the Fiscal Agent or its affiliates. (f) Collateralized Investment Agreements or Repurchase Agreements with financial institutions rated in the “A” category or higher without regard to qualifiers, by at least one Rating Agency. The agreement must be continually collateralized wit h obligations specified in paragraphs (a), (b) and/or (d) above, eligible for wire through the Federal Reserve Bank System or the DTC/PTC as applicable, and at a level of at least 103% of the amount on deposit and valued no less than daily. The collateral must be held by a third party custodian and be free and clear of all liens and claims of third parties. Securities must be valued daily, marked -to-market at current market price plus accrued interest. If the market value of the securities is found to be b elow the required level, the provider must restore the market value of the securities to the required level within one (1) business day. Permitted collateral must be delivered to and held in a segregated account by the Fiscal Agent or a custodian (the “Collateral Agent”), and the Collateral Agent cannot be the provider. The collateral must be delivered to the Collateral Agent before/simultaneous with payment (perfection by possession of certificated securities). Acceptable collateral must be free and clea r of all liens and claims of third parties and shall be registered in the name of the Collateral Agent for the benefit of the Governmental Lender and Fiscal Agent. The agreement shall state that the Collateral Agent has a valid and perfected first priority security interest in the securities, any substituted securities and all proceeds thereof. (g) Any other investment authorized by the laws of the State, if such investment is approved in advance in writing by the Funding Lender in its sole discretion. Permitted Investments shall not include any of the following: (1) Except for any investment described in the next sentence, any investment or any agreement with a maturity profile greater than the date(s) on which funds representing the corpus of the investment may be needed under the Funding Loan Documents. This exception (1) shall not apply to Permitted Investments listed in paragraph (g). (2) Any obligation bearing interest at an inverse floating rate. (3) Any investment which may be prepaid or cal led at a price less than its purchase price prior to stated maturity. (4) Any investment the interest rate on which is variable and is established other than by reference to a single index plus a fixed spread, if any, and which interest rate moves proportionately with that index. “Person” shall mean any individual, corporation, limited liability company, partnership, joint venture, estate, trust, unincorporated association, any federal, state, county or municipal government or any bureau, department or agency thereof and any fiduciary acting in such capacity on behalf of any of the foregoing. “Pledged Revenues” shall mean the amounts pledged under this Funding Loan Agreement to the payment of the principal of, prepayment premium, if any, and interest on the Funding Loan and the Governmental Lender Notes, consisting of the following: (i) all income, revenues, proceeds and Page 293 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 4864-7914-0946/024036-0096 other amounts to which the Governmental Lender is entitled (other than amounts received by the Governmental Lender with respect to the Unassigned Rights) derived from or in connection with the Project and the Funding Loan Documents, including all Borrower Loan Payments due under the Borrower Loan Agreement and the Borrower Notes, payments with respect to the Borrower Loan Payments and all amounts obtained through the exercise of the remedies provided in the Funding Loan Documents and all receipts credited under the provisions of this Funding Loan Agreement against said amounts payable, and (ii) moneys held in the funds and accounts established under this Funding Loan Agreement, together with investment earnings thereon. “Prepayment Premium” shall mean (i) any premium payable by the Borrower pursuant to the Borrower Loan Documents in connection with a prepayment of the Borrower Notes (including any prepayment premium as set forth in the Borrower Notes) and (ii) any premium payable on the Governmental Lender Notes pursuant to this Funding Loan Agreement. “Project” shall have the meaning given to that term in the Borrower Loan Agreement. “Regulations” shall mean with respect to the Code, the relevant U.S. Treasury regulations and proposed regulations thereunder or any relevant successor provision to such regulations and proposed regulations. “Regulatory Agreement” shall mean that certain Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants, dated as of the date hereof, between the Governmental Lender and the Borrower, as hereafter amended or modified. “Remaining Funding Loan Proceeds Account” means the Remaining Funding Loan Proceeds Account of the Project Fund established under Section 7.3, as otherwise described in the Contingency Draw-Down Agreement. “Required Transferee Representations” shall mean the representations in substantially the form attached to this Funding Loan Agreement as Exhibit B. “Resolution” shall mean the resolution of the Governmental Lender authorizing the Funding Loan and the execution and delivery of the Funding Loan Documents to which the Governmental Lender is a party. “Responsible Officer” means, when used with respect to the Fiscal Agent, the president, any vice president, any assistant vice president, the secretary, any assistant secretary, the treasurer, any assistant treasurer, any senior associate, any associate or any other officer of the Fiscal Agent within the corporate trust office designated for the Fiscal Agent in Section 12.1 hereof (or any successor corporate trust office, the “Corporate Trust Office”) customarily performing functions similar to those performed by the persons who at the time shall be such officers, respectively, or to whom any corporate trust matter is referred at the Corporate Trust Office because of such person’s knowledge of and familiarity with the particular subject and having direct responsibility for the admini stration of this Funding Loan Agreement. “Securities Act” shall mean the Securities Act of 1933, as amended. “Security” shall have the meaning assigned to it in Section 4.1. Page 294 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 4864-7914-0946/024036-0096 “Security Instrument” shall mean the Multifamily Deed of Trust, Assignment of Rent s, Security Agreement and Fixture Filing (California) (as amended, restated and/or supplemented from time to time) of even date herewith, made by the Borrower in favor of the Governmental Lender, as assigned to the Funding Lender to secure the performance by the Governmental Lender of its obligations under the Funding Loan. “Servicer” shall mean any Servicer appointed by the Funding Lender to perform certain servicing functions with respect to the Funding Loan and on the Borrower Loan pursuant to a separate servicing agreement to be entered into between the Funding Lender and the Servicer. Initially the Servicer shall be the Funding Lender pursuant to this Funding Loan Agreement. “Servicing Agreement” shall mean any servicing agreement entered into between t he Funding Lender and a Servicer with respect to the servicing of the Funding Loan and/or the Borrower Loan. “S&P” shall mean S&P Global Ratings, a business unit of Standard & Poor’s Ratings Services, and its successors “State” shall mean the State of California. “Tax Certificate” shall mean the Tax Certificate and Agreement, dated the Closing Date, executed and delivered by the Governmental Lender and the Borrower, as it may be amended from time to time. “Tax Counsel” shall mean (a) Stradling Yocca Carlson & Rauth, a Professional Corporation, or (b) any other attorney or firm of attorneys designated by the Governmental Lender and approved by the Funding Lender having a national reputation for skill in connection with the authorization and issuance of municipal obligations under Sections 103 and 141 through 150 (or any successor provisions) of the Code. “Tax Counsel Approving Opinion” shall mean an opinion of Tax Counsel substantially to the effect that the Governmental Lender Notes constitute valid and bindi ng obligations of the Governmental Lender and that, under existing statutes, regulations published rulings and judicial decisions, the interest on the Tax Exempt Governmental Lender Note is excludable from gross income for federal income tax purposes (subject to the inclusion of such customary exceptions as are acceptable to the recipient thereof). “Tax Counsel No Adverse Effect Opinion” shall mean an opinion of Tax Counsel substantially to the effect that the taking of the action specified therein will not , in and of itself, adversely affect any exclusion of interest on the Tax Exempt Governmental Lender Note from gross income for purposes of federal income taxation (subject to the inclusion of such customary exceptions as are acceptable to the recipient thereof). “Tax Exempt Borrower Note” shall mean that certain Multifamily Note, dated the Closing Date, in the original maximum principal amount of $_____________, made by the Borrower and payable to the Governmental Lender, evidencing the loan of the proceed s of the Tax Exempt Governmental Lender Note, as endorsed and assigned by the Governmental Lender without recourse to the Funding Lender, as executed by the Borrower, and as it may thereafter be amended or supplemented from time to time. Page 295 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 4864-7914-0946/024036-0096 “Tax Exempt Governmental Lender Note” shall mean that certain Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt), dated the Closing Date, in the original maximum principal amount of $_____________, made by the Governmental Lender and payable to the Funding Lender, as executed by the Governmental Lender and as it may thereafter be amended or supplemented from time to time. “Taxable Borrower Note” shall mean that certain Multifamily Note, dated the Closing Date, in the original maximum principal amount of $_____________, made by the Borrower and payable to the Governmental Lender, evidencing the loan of the proceeds of the Taxable Governmental Lender Note, as endorsed and assigned by the Governmental Lender without recourse to the Funding Lender, as executed by the Borrower, and as it may thereafter be amended or supplemented from time to time. “Taxable Governmental Lender Note” shall mean that certain Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable), dated the Closing Date, in the original maximum principal amount of $_____________, made by the Governmental Lender and payable to the Funding Lender, as executed by the Governmental Lender and as it may thereafter be amended or supplemented from time to time. “2020 Borrower Loan” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “2020 Borrower Loan Agreement” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “2020 Funding Loan” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “2020 Funding Loan Agreement” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “UCC” shall mean the Uniform Commercial Code as in effect in the State. “Unassigned Rights” shall mean the Governmental Lender’s rights to (a) reimbursement and payment of its fees, costs and expenses and the Rebate Amount under Section 2.5 of the Borrower Loan Agreement and Section 5 of the Regulatory Agreement, (b) access to the Project under Section 5.17 of the Borrower Loan Agreement, (c) indemnification under Section 5.15 of the Borrower Loan Agreement and Section 9 of the Regulatory Agreement, (d) attorneys’ fees under Sections 5.11, 5.14 and 10.05 of the Borrower Loan Agreement and Section 20 of the Regulatory Agreement, (e) receive notices, reports and other statements and its rights to consent to certain matters, including but not limited to its right to consent to amendments to this Funding Loan Agreement, the Borrower Loan Agreement and the Regulatory Agreement, and otherwise as provided in this Funding Loan Agreement and the Borrower Loan Agreement, (f) seek performance by the Borrower of its obligations under the Regulatory Agreement, and (g) seek performance of, and enforce, various tax covenants as described in Section 2.2(b)(i) of the Borrower Loan Agreement, including but not limited to those in Sections 5.34 and 5.35 of the Borrower Loan Agreement. “Written Certificate,” “Written Certification,” “Written Consent,” “Written Direction,” “Written Notice,” “Written Order,” “Written Registration,” “Written Request,” and “Written Page 296 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 4864-7914-0946/024036-0096 Requisition” shall mean a written certificate, direction, notice, order or requisition signed by an Authorized Borrower Representative, an Authorized Governmental Lender Representative or an authorized representative of the Funding Lender and delivered to the Funding Lender, the Servicer or such other Person as required under the Funding Loan Documents. “Yield” shall mean yield as defined in Section 148(h) of the Code and any regulations promulgated thereunder. Section 1.2 Effect of Headings and Table of Contents. The Article and Section headings herein and in the Table of Contents are for convenience only and shall not affect the construction hereof. Section 1.3 Date of Funding Loan Agreement. The date of this Funding Loan Agreement is intended as and for a date for the convenient identification of this Funding Loan Agreement and is not intended to indicate that this Funding Loan Agreement was executed and delivered on said date. Section 1.4 Designation of Time for Performance. Except as otherwise expressly provided herein, any reference in this Funding Loan Agreement to the time of day shall mean the time of day in the city where the Fun ding Lender maintains its place of business for the performance of its obligations under this Funding Loan Agreement. Section 1.5 Interpretation. The parties hereto acknowledge that each of them and their respective counsel have participated in the drafting and revis ion of this Funding Loan Agreement. Accordingly, the parties agree that any rule of construction that disfavors the drafting party shall not apply in the interpretation of this Funding Loan Agreement or any amendment or supplement or exhibit hereto. ARTICLE II TERMS; GOVERNMENTAL LENDER NOTE Section 2.1 Terms. (a) Principal Amount. The total principal amount of the Funding Loan is hereby expressly limited to the Authorized Amount. (b) Draw-Down Funding. The Funding Loan is originated on a draw-down basis. The proceeds of the Funding Loan shall be advanced by the Funding Lender to the Fiscal Agent (pursuant to the wiring instructions on Exhibit E attached hereto) for deposit by the Fiscal Agent to the Project Fund for the account of the Governmental Lender as and when needed to make each advance in accordance with the disbursement provisions of the Borrower Loan Agreement and the Construction Funding Agreement. Subject to the terms and conditions of the Borrower Loan Agreement, the Funding Lender agrees to advance, on behalf of the Governmental Lender, to the Fiscal Agent for deposit by the Fiscal Agent to the Project Fund $__________ on the Closing Date. Notwithstanding anything in this Funding Loan Agreement to the contrary, no additional amounts of the Funding Loan may be drawn down and funded hereunder after the third anniversary of the Closing Date; provided, however, that upon the delivery of a Tax Counsel No Adverse Effect Opinion to the Governmental Lender and the Funding Lender such date may be changed to a later Page 297 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 4864-7914-0946/024036-0096 date as specified in such Tax Counsel No Adverse Effect Opinion. Borrower Loan advances and Funding Loan advances shall be allocated first to the Tax Exempt Borrower Note and the related Tax Exempt Governmental Lender Note and, once the Tax Exempt Borrower Note and th e related Tax Exempt Governmental Lender Note have been fully funded, then to the Taxable Borrower Note and the related Taxable Governmental Lender Note. The Governmental Lender consents to the terms of the Contingency Draw -Down Agreement and agrees to take all actions requested in writing by the Funding Lender or the Borrower that are reasonably required of the Governmental Lender, in connection with the conversion of the Funding Loan to a fully drawn loan pursuant to the provisions of the Contingency Draw-Down Agreement in the event a Draw-Down Notice is filed by the Funding Lender or the Borrower, all at the expense of the Borrower. The Funding Lender authorizes and directs the Fiscal Agent to enter into the Contingency Draw-Down Agreement. (c) Origination Date; Maturity. The Funding Loan shall be originated on the Closing Date and shall mature on the Maturity Date at which time the entire principal amount of the portion of the Funding Loan evidenced by the Governmental Lender Notes, to the extent not previously paid, and all accrued and unpaid interest, shall be due and payable. (d) Principal. The outstanding principal amount of the Governmental Lender Notes and of the Funding Loan as of any given date shall be the total amount advanced to the Fiscal Agent by the Funding Lender to or for the account of the Governmental Lender to fund advances with respect to the Borrower Notes under the Borrower Loan Agreement and the Construction Funding Agreement as proceeds of the Borrower Loan, less any payments of principa l of the Governmental Lender Notes previously received upon payment of principal amounts under the Borrower Notes, including regularly scheduled principal payments and voluntary and mandatory prepayments. The principal amount of the Governmental Lender No tes and interest thereon shall be payable on the basis specified in this paragraph (d) and in paragraphs (e) and (f) of this Section 2.1. The Fiscal Agent shall keep a record of all principal advances and principal repayments made under the Governmental Lender Notes and shall upon written request provide the Governmental Lender with a statement of the outstanding principal balance of the Governmental Lender Notes and the Funding Loan. (e) Interest. Interest shall be paid on the outstanding principal amount of the Governmental Lender Notes at the rate or rates set forth in the corresponding Borrower Notes and otherwise as set forth in the Borrower Loan Agreement. (f) Corresponding Payments. The payment or prepayment of principal, interest and premium, if any, due on the Funding Loan and the Governmental Lender Notes shall be identical with and shall be made on the same dates, terms and conditions, as the principal, interest, premiums, late payment fees and other amounts due on the corresponding Borrower Notes. Any payment or prepayment made by the Borrower of principal, interest, Premium, if any, due on the corresponding Borrower Notes shall be deemed to be like payments or prepayments of principal, interest and Premium, if any, due on the Funding Loan and the corresponding Governmental Lender Notes. (g) Usury. The Governmental Lender intends to conform strictly to the usury laws applicable to this Funding Loan Agreement and the Governmental Lender Notes and all agreements made in the Governmental Lender Notes, this Fun ding Loan Agreement and the Funding Page 298 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 4864-7914-0946/024036-0096 Loan Documents are expressly limited so that in no event whatsoever shall the amount paid or agreed to be paid as interest or the amounts paid for the use of money advanced or to be advanced hereunder exceed the highest lawful rate prescribed under any law which a court of competent jurisdiction may deem applicable hereto. If, from any circumstances whatsoever, the fulfillment of any provision of the Governmental Lender Notes, this Funding Loan Agreement or the other Fun ding Loan Documents shall involve the payment of interest in excess of the limit prescribed by any law which a court of competent jurisdiction may deem applicable hereto, then the obligation to pay interest hereunder shall be reduced to the maximum limit prescribed by law. If from any circumstances whatsoever, the Funding Lender shall ever receive anything of value deemed interest, the amount of which would exceed the highest lawful rate, such amount as would be excessive interest shall be deemed to have been applied, as of the date of receipt by the Funding Lender, to the reduction of the principal remaining unpaid hereunder and not to the payment of interest, or if such excessive interest exceeds the unpaid principal balance, such excess shall be refunded to the Borrower. This paragraph shall control every other provision of the Governmental Lender Notes, this Funding Loan Agreement and all other Funding Loan Documents. In determining whether the amount of interest charged and paid might otherwise exceed the limit prescribed by law, the Governmental Lender intends and agrees that (i) interest shall be computed upon the assumption that payments under the Borrower Loan Agreement and other Funding Loan Documents will be paid according to the agreed terms, and (ii) any sums of money that are taken into account in the calculation of interest, even though paid at one time, shall be spread over the actual term of the Funding Loan. Section 2.2 Form of Governmental Lender Notes. As evidence of its obligation to repay the Funding Loan, simultaneously with the delivery of this Funding Loan Agreement to the Funding Lender, the Governmental Lender hereby agrees to execute and deliver the Governmental Lender Notes. The Tax Exempt Governmental Lender Note shall be substantially in the form set forth in Exhibit A-1 attached hereto and the Taxable Governmental Lender Note shall be substantially in the form set forth in Exhibit A-2 attached hereto, with such appropriate insertions, omissions, substitutions and other variations as are re quired or permitted by this Funding Loan Agreement. In connection with Conversion, the Funding Lender shall have the right to exchange the then existing Governmental Lender Notes on or after the Conversion Date for a new corresponding Governmental Lender Note with a dated date of the Conversion Date and in a stated principal amount equal to the then outstanding principal amount of the corresponding Governmental Lender Note, which amount will equal the Permanent Period Amount (as defined in the Borrower Loa n Agreement) of the applicable portion of the Borrower Loan, but shall not otherwise change any material terms of the applicable Governmental Lender Note. Section 2.3 Execution and Delivery of Governmental Lender Notes. The Governmental Lender Notes shall be executed on behalf of the Governmental Lender by the manual or facsimile signature of the Authorized Governmental Lender Representative and attested by the manual or facsimile signature of its Secretary or Deputy Secretary of Chula Vista Housing Authority. The manual or facsimile signatures of individuals who were the proper officers of the Governmental Lender at the time of execution shall bind the Governmental Lender, notwithstanding that such individuals or any of them shall have ceased to hold such offices pri or to the execution and delivery of the Governmental Lender Notes or shall not have held such offices at the date of the Governmental Lender Notes. Page 299 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 4864-7914-0946/024036-0096 Section 2.4 Required Transferee Representations; Participations; Sale and Assignment. (a) The Funding Lender shall deliver to the Governmental Lender and the Fiscal Agent the Required Transferee Representations in substantially the form attached hereto as Exhibit B on the Closing Date. (b) The Funding Lender shall have the right to sell (i) the Governmental Lender Notes and the Funding Loan or (ii) any portion of or a participation interest in the Governmental Lender Notes and the Funding Loan, to the extent permitted by clause (c) below, provided that such sale shall be only to Approved Transferees that execute and deliver to the F unding Lender, with a copy to the Governmental Lender and the Fiscal Agent, the Required Transferee Representations; provided, however, that no Required Transferee Representations shall be required to be delivered by transferees or beneficial interest holders described in clauses (3) or (4) of the definition of “Approved Transferee.” (c) Notwithstanding the other provisions of this Section 2.4, no beneficial ownership interest in the Governmental Lender Notes and Funding Loan shall be sold in an amount that is less than the Minimum Beneficial Ownership Amount; provided, however, that beneficial ownership interests in the Governmental Lender Notes and Funding Loan described in clause (3) of the definition of “Approved Transferee” may be sold in any amount without regard to the Minimum Beneficial Ownership Amount. (d) No service charge shall be made for any sale or assignment of any portion of the Governmental Lender Notes, but the Governmental Lender may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such sale or assignment. Such sums shall be paid in every instance by the purchaser or assignee of the Funding Loan or portion thereof. (e) The Governmental Lender Notes, or any interest therein, sh all be in fully registered form transferable to subsequent owners only on the registration books which shall be maintained by the Funding Lender for such purpose and which shall be open to inspection by the Governmental Lender. The Governmental Lender Notes shall not be transferred through the services of the Depository Trust Company or any other third party registrar. The Fiscal Agent acknowledges that the Funding Lender is the initial registered owner of the Governmental Lender Notes and shall remain the sole registered owner of the Governmental Lender Notes except as provided herein. The Funding Lender shall provide written notice to the Fiscal Agent of any transfer by the Funding Lender of the Governmental Lender Notes or any interest of the Funding Lender in the Governmental Lender Notes. (f) The parties agree that no rating shall be sought from a rating agency with respect to the Funding Loan or the Governmental Lender Notes. Page 300 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 4864-7914-0946/024036-0096 ARTICLE III PREPAYMENT Section 3.1 Prepayment of the Governmental Lender Notes from Prepayment under the Corresponding Borrower Notes. The Governmental Lender Notes are subject to voluntary and mandatory prepayment as follows: (a) The Governmental Lender Notes shall be subject to voluntary prepayment in full or in part by the Governmental Lender, from funds r eceived by the Fiscal Agent from the Borrower under the Borrower Loan Agreement to the extent and in the manner and on any date that the Borrower Notes are subject to voluntary prepayment as set forth therein, at a prepayment price equal to the principal balance of the Borrower Notes to be prepaid, plus interest thereon to the date of prepayment and the amount of any Prepayment Premium payable under the Borrower Notes, plus any Additional Borrower Payments due and payable under the Borrower Loan Agreement t hrough the date of prepayment. Except as specifically permitted in the Borrower Notes, the Borrower shall not have the right to voluntarily prepay all or any portion of the Borrower Notes, thereby causing the Governmental Lender Notes to be prepaid, without the prior written consent of Funding Lender, which may be withheld in Funding Lender’s sole and absolute discretion. (b) The Governmental Lender Notes shall be subject to mandatory prepayment in whole or in part upon prepayment of the Borrower Notes at the direction of the Funding Lender in accordance with the terms of the Borrower Notes at a prepayment price equal to the outstanding principal balance of the Borrower Notes prepaid, plus accrued interest plus any other amounts payable under the Borrower Notes or the Borrower Loan Agreement. Section 3.2 Notice of Prepayment. Notice of prepayment of the Governmental Lender Notes shall be deemed given to the extent that notice of prepayment of the Borrower Notes is timely and properly given to the Funding Lender (with a copy to the Governmental Lender) in accordance with the terms of the Borrower Notes and the Borrower Loan Agreement, and no separate notice of prepayment of the Governmental Lender Notes is required to be given. ARTICLE IV SECURITY Section 4.1 Security for the Funding Loan. To secure the payment of the Funding Loan and the Governmental Lender Notes, to declare the terms and conditions on which the Funding Loan and the Governmental Lender Notes are secured, and in consideration of the premises and of the funding of the Funding Loan by the Funding Lender, the Governmental Lender by these presents does grant, bargain, sell, remise, release, convey, assign, transfer, mortgage, hypothecate, pledge, set over and confirm to the Funding Lender (except as limited herein), a lien on and secu rity interest in the following described property (excepting, however, in each case, the Unassigned Rights) (said property, rights and privileges being herein collectively called, the “Security”): (a) All right, title and interest of the Governmental Lender in , to and under the Borrower Loan Agreement and the Borrower Notes, including, without limitation, all rents, revenues Page 301 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 4864-7914-0946/024036-0096 and receipts derived by the Governmental Lender from the Borrower relating to the Project and including, without limitation, all Pledged Revenues, Borrower Loan Payments and Additional Borrower Payments derived by the Governmental Lender under and pursuant to, and subject to the provisions of, the Borrower Loan Agreement; provided that the pledge and assignment made under this Funding Loan Agreement shall not impair or diminish the obligations of the Governmental Lender under the provisions of the Borrower Loan Agreement; (b) All right, title and interest of the Governmental Lender in, to and under, together with all rights, remedies, privileges and options pertaining to, the Funding Loan Documents, and all other payments, revenues and receipts derived by the Governmental Lender under and pursuant to, and subject to the provisions of, the Funding Loan Documents; (c) Any and all moneys and investments from time to time on deposit in, or forming a part of, all funds and accounts created and held under this Funding Loan Agreement and any amounts held at any time in the Remaining Funding Loan Proceeds Account, any Negative Arbitrage Deposit and any other amounts held under the Contingency Draw-Down Agreement, subject to the provisions of this Funding Loan Agreement permitting the application thereof for the purposes and on the terms and conditions set forth herein; and (d) Any and all other real or personal property of every kind and nature or description, which may from time to time hereafter, by delivery or by writing of any kind, be subjected to the lien of this Funding Loan Agreement as additional security by the Governmental Lender or anyone on its part or with its consent, or which pursuant to any of the provisions hereof or of the Borrower Loan Agreement may come into the possession or control of the Fiscal Agent, the Funding Lender or a receiver appointed pursuant to this Funding Loan Agreement; and the Funding Lender and the Fiscal Agent are hereby authorized to receive any and all such property as and for additional security for the Funding Loan and the Governmental Lender Notes and to hold and apply all such property subject to the terms hereof. The pledge and assignment of and the security interest granted in the Security pursuant to this Section 4.1 for the payment of the principal of, premium, if any, and interest on the Governmental Lender Notes, in accordance with its terms and provisions, and for t he payment of all other amounts due hereunder, shall attach and be valid and binding from and after the time of the delivery of the Governmental Lender Notes by the Governmental Lender. The Security so pledged and then or thereafter received by the Governmental Lender, Fiscal Agent or the Funding Lender shall immediately be subject to the lien of such pledge and security interest without any physical delivery or recording thereof or further act, and the lien of such pledge and security interest shall be va lid and binding and prior to the claims of any and all parties having claims of any kind in tort, contract or otherwise against the Governmental Lender irrespective of whether such parties have notice thereof. Section 4.2 Delivery of Security. To provide security for the payment of the Funding Loan and the Governmental Lender Notes, the Governmental Lender has pledged and assigned to secure payment of the Funding Loan and the Governmental Lender Notes its right, title and interest in the Security to the Funding Lender. In connection with such pledge, assignment, transfer and conveyance, there shall be delivered to the Funding Lender, by or at the expense of the Borrower, the following documents or instruments promptly following their execution and, to the extent appli cable, their recording or filing: Page 302 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 18 4864-7914-0946/024036-0096 (a) Each Borrower Note endorsed without recourse to the Funding Lender by the Governmental Lender; (b) The originally executed Borrower Loan Agreement and Regulatory Agreement; (c) The originally executed Security Instrument and all other Borrower Loan Documents existing at the time of delivery of the Borrower Notes and an assignment for security of the Security Instrument from the Governmental Lender to the Funding Lender, in recordable form; (d) Uniform Commercial Code financing stateme nts or other chattel security documents giving notice of the Funding Lender’s status as an assignee of the Governmental Lender’s security interest in any personal property forming part of the Project, in form suitable for filing; and (e) Uniform Commercial Code financing statements giving notice of the pledge by the Governmental Lender of the Security pledged under this Funding Loan Agreement. There shall be delivered and deposited with the Funding Lender such additional documents, financing statements, and instruments as the Funding Lender may reasonably require from time to time for the better perfecting and assuring to the Funding Lender of its lien and security interest in and to the Security including, at the request of the Funding Lender, any amounts held under the Contingency Draw-Down Agreement, in each case at the expense of the Borrower. ARTICLE V LIMITED LIABILITY Section 5.1 Source of Payment of Funding Loan and Other Obligations. The Funding Loan is a limited obligation of the Governmental Lender, payable solely from t he Pledged Revenues and other funds and moneys and Security pledged and assigned hereunder. NONE OF THE GOVERNMENTAL LENDER (EXCEPT AS PROVIDED IN THE FIRST SENTENCE OF THIS SECTION 5.1), THE CITY OF CHULA VISTA, THE STATE, OR ANY POLITICAL SUBDIVISION THEREOF (EXCEPT THE GOVERNMENTAL LENDER, TO THE LIMITED EXTENT SET FORTH HEREIN), SHALL IN ANY EVENT BE LIABLE FOR THE PAYMENT OF THE PRINCIPAL OF, PREMIUM (IF ANY) OR INTEREST ON THE FUNDING LOAN OR FOR THE PERFORMANCE OF ANY PLEDGE, OBLIGATION OR AGREEMENT OF ANY KIND WHATSOEVER WITH RESPECT THERETO EXCEPT AS SET FORTH HEREIN, AND NONE OF THE FUNDING LOAN, OR THE GOVERNMENTAL LENDER NOTES OR ANY OF THE GOVERNMENTAL LENDER’S AGREEMENTS OR OBLIGATIONS WITH RESPECT TO THE FUNDING LOAN, THE GOVERNMENTAL LENDER NOTES, OR HEREUNDER OR UNDER ANY OF THE OTHER FUNDING LOAN DOCUMENTS, SHALL BE CONSTRUED TO CONSTITUTE AN INDEBTEDNESS OF OR A PLEDGE OF THE FAITH AND CREDIT OF OR A LOAN OF THE CREDIT OF OR A MORAL OBLIGATION OF ANY OF THE FOREGOING WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION WHATSOEVER. THE GOVERNMENTAL LENDER HAS NO TAXING POWER. Section 5.2 Exempt from Individual Liability. No covenant, condition or agreement contained herein shall be deemed to be a covenant, agreement or obligation of any pre sent or future member of the Board of Commissioners, officer, director, employee or agent of the Governmental Page 303 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 19 4864-7914-0946/024036-0096 Lender in his individual capacity, and none of the members of the Board of Commissioners, the officers, directors, employees or agents of the Governmental Lender executing the Governmental Lender Notes or this Funding Loan Agreement shall be liable personally on the Governmental Lender Notes or under this Funding Loan Agreement or be subject to any personal liability or accountability by reason of the issuance of the Governmental Lender Notes or the execution of this Funding Loan Agreement or any of the Funding Loan Documents. ARTICLE VI CLOSING CONDITIONS; APPLICATION OF FUNDS Section 6.1 Conditions Precedent to Closing. Closing of the Funding Loan on the Closing Date shall be conditioned upon satisfaction or waiver by the Funding Lender in its sole discretion of each of the conditions precedent to closing set forth in this Funding Loan Agreement, including but not limited to the following: (a) Receipt by the Funding Lender of the original Governmental Lender Notes; (b) Receipt by the Funding Lender of the original executed Borrower Notes, endorsed without recourse to the Funding Lender by the Governmental Lender; (c) Receipt by the Funding Lender of executed counterpart copies of this Funding Loan Agreement, the Borrower Loan Agreement, the Construction Funding Agreement, the Regulatory Agreement, the Tax Certificate and the Security Instrument; (d) Receipt by the Tax Exempt Funding Lender of a certified copy of the Resolution; (e) Executed Required Transferee Representations from the Funding Lender; (f) Delivery into escrow of all amounts required to be paid in connection with the origination of the Borrower Loan and the Funding Loan and any underlying real estate transfers or transactions, including the Costs of Funding Deposit, in accordance with Section 2.3(c)(ii) of the Borrower Loan Agreement; (g) Receipt by the Funding Lender of a Tax Counsel Approving Opinion; (h) Receipt by the Funding Lender of an Opinion of Counsel from Tax Counsel to the effect that the Governmental Lender Notes are exempt from registration under the Securities Act of 1933, as amended, and this Funding Loan Agreement is exempt from qualification under the Trust Indenture Act of 1939, as amended; (i) Delivery of an opinion of counsel to the Borrower addressed to the Governmental Lender to the effect that the Borrower Loan Documents and the Regulatory Agreement are valid and binding obligations of the Borrower that are enforceable against the Borrower in accordance with their terms, subject to such exceptions and qualifications as are acceptable to the Governmental Lender; and (j) Receipt by the Funding Lender of any other documents or opinions that the Funding Lender or Tax Counsel may require. Page 304 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 20 4864-7914-0946/024036-0096 ARTICLE VII FUNDS AND ACCOUNTS Section 7.1 Authorization to Create Funds and Accounts. Except as provided in Section 7.3 hereof, no funds or accounts shall be established in connection with the Funding Loan at the time of closing and origination of the Funding Loan. The Funding Lender, the Fiscal Agent and the Servicer, if any, and any designee of the Funding Lender or the Servicer, are authorized to establish and create from time to time such other funds and accounts or subaccounts as may be necessary for the deposit of moneys (including, without limitation, insurance proceeds and/or condemnation awards), if any, received by the Governmental Lender, the Fiscal Agent, the Funding Lender or the Servicer pursuant to the terms hereof or any of the other Funding Loan Documents and not immediately transferred or disbursed pursuant to the terms of the Funding Loan Documents and/or the Borrower Loan Documents. Section 7.2 Investment of Funds. Amounts held in any funds or accounts created under this Funding Loan Agreement shall be invested by the Fiscal Agent, the Funding Lender, the Servi cer or the designee of the Funding Lender or Servicer, as applicable, in Permitted Investments at the written direction of the Borrower, subject in all cases to the restrictions of Section 8.7 hereof and of the Tax Certificate. The Borrower’s instruction shall be sufficient evidence that the investment constitutes a Permitted Investment (including as to the legality thereof). In the absence of any such instruction, monies shall be held uninvested. Permitted Investments purchased as an investment of moneys in any fund shall be deemed to be part of such fund or account. All interest or gain derived from the investment of amounts in any of the funds or accounts established hereunder shall be deposited in such fund or account. For purposes of acquiring any investments hereunder, the Fiscal Agent may commingle funds held by it hereunder, except as provided in Section 7.8(h) hereof with respect to the Rebate Fund. The Fiscal Agent shall incur no liability for losses arising from any investments made pursuant to this Section. The Fiscal Agent shall furnish the Borrower and Funding Lender periodic cash transaction statements that include detail for all investment transactions effected by the Fiscal Agent or brokers selected by the Borrower. Upon the Borrower’s or Funding Lender’s election, such statements will be delivered via the Fiscal Agent’s online service, and upon electing such service, paper statements will be provided only upon request. The Borrower waives the right to receive brokerage confirmations of security transactions effected by the Fiscal Agent as they occur, to the extent permitted by law. The Borrower further understands that trade confirmations for securities transactions effected by the Fiscal Agent will be available upon request and at no additional cost, and other trade confirmations may be obtained from the applicable broker. Section 7.3 Establishment of Funds. There are established with the Fiscal Agent the following funds and accounts: (a) The Funding Loan Payment Fund; (b) The Project Fund (consisting solely of a Note Proceeds Account, an Equity Account, a Remaining Funding Loan Proceeds Account and a Negative Arbitrage Account); (c) The Expense Fund; Page 305 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 21 4864-7914-0946/024036-0096 (d) The Closing Costs Fund; and (e) The Rebate Fund (to be established by the Fiscal Agent once the Fiscal Agent is required to deposit or transfer, as applicable, amounts to the Rebate Fund in accordance with Section 7.8(a)). All money required to be deposited with or paid to the Fiscal Agent for the account of any of the funds or accounts created by this Funding Loan Agreement shall be held by the Fiscal Agent for the benefit of the Funding Lender, and except for money held in the Expense Fund or the Rebate Fund, shall, while held by the Fiscal Agent, constitute part of the Pledged Revenues and be subject to the lien hereof. All money to be deposited with or paid to the Fiscal Agent shall be wired to the Fiscal Agent pursuant to the wiring instructions contained in Exhibit E attached hereto. The Fiscal Agent shall provide Written Notice of any change to such wiring instructions to the Funding Lender and the Borrower no less than five (5) Business Days prior to the next payment date for which such revised instructions will be applicable. Section 7.4 Funding Loan Payment Fund. The Governmental Lender and the Borrower shall have no interest in the Funding Loan Payment Fund or the moneys therein, which shall always be maintained by the Fiscal Agent completely separate and segregated from all other moneys held hereunder and from any other moneys of the Governmental Lender and the Borrower. The Fiscal Agent shall deposit into the Funding Loan Payment Fund any amounts received from or on behalf of the Borrower as payments of principal of or premium and interest on the Borrower Loan and any other amounts received by the Fiscal Agent that ar e subject to the lien and pledge of this Funding Loan Agreement, including any Pledged Revenues not required to be deposited to the Expense Fund or not otherwise specifically directed in writing to be deposited into other funds created by this Funding Loan Agreement. The Fiscal Agent shall apply all amounts on deposit in the Funding Loan Payment Fund in the following order of priority: First, to pay or provide for the payment of the interest then due on the Funding Loan to the Funding Lender or any transferee of the Funding Lender with respect to the Funding Loan; Second, to pay or provide for the payment or the prepayment (together with any Prepayment Premium payable in connection with such prepayment) of principal on the Funding Loan to the Funding Lender or any transferee of the Funding Lender with respect to the Funding Loan, provided moneys have been transferred or deposited into the Funding Loan Payment Fund for such purpose; and Third, to pay or provide for the payment of the Funding Loan on th e Maturity Date to the Funding Lender or any transferee of the Funding Lender with respect to the Funding Loan. Section 7.5 Expense Fund. The Fiscal Agent shall deposit into the Expense Fund the amounts required by the Regulatory Agreement or the Borrower Loan Agreem ent to be paid by the Borrower to the Governmental Lender or the Fiscal Agent on behalf of the Borrower. Amounts on deposit in the Expense Fund shall be used to pay the fees and expenses of the Governmental Lender Page 306 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 22 4864-7914-0946/024036-0096 and the Fiscal Agent, as and when the same become due. In that regard, moneys in the Expense Fund shall be withdrawn or maintained, as appropriate, by the Fiscal Agent to pay (i) the Ongoing Governmental Lender Fee to the Governmental Lender as and when due, (ii) the Fiscal Agent’s Fees to the Fiscal Agent when due, (iii) upon receipt, to the Fiscal Agent, any amounts due to the Fiscal Agent which have not been paid, other than amounts paid in accordance with clause (ii) hereof, and (iv) upon receipt, to, or at the direction of, the Governmental Lender, any amounts owing the Governmental Lender by the Borrower and then due and unpaid, other than amounts paid in accordance with clause (i) hereof. In the event that the amounts on deposit in the Expense Fund are not equal to the amounts payable from the Expense Fund as provided in the preceding paragraph on any date on which such amounts are due and payable, the Fiscal Agent shall give notice to the Borrower of such deficiency and of the amount of such deficiency and request payment within two Business Days to the Fiscal Agent of the amount of such deficiency. Written notice of any insufficiency, which would result in the Governmental Lender not receiving the Ongoing Governmental Lender Fee on the applicable due date, shall be provided by the Fiscal Agent to the Governmental Lender (with a copy to the Borrower and the Funding Lender) within 10 days of the respective due date. Upon payment by the Borrower to the Fiscal Agent of such deficiency, the amounts for which such deficiency was requested shall be paid by the Fiscal Agent. Notwithstanding anything herein to the contrary, the Governmental Lender, shall prepare and submit a written invoice to the Borrower for payment of the Ongoing Governmental Lender Fee not later than 30 days prior to the due date for payment of such Ongoing Governmental Lender Fee, the Fiscal Agent shall remit moneys received by the Borrower to the Governmental Lender for payment of such fee. Section 7.6 Closing Costs Fund. Amounts in the Closing Costs Fund shall be disbursed by the Fiscal Agent to pay Closing Costs on the Closing Date or as soon as practicable thereafter as follows: moneys on deposit in the Closing Costs Fund shall be applied to pay Closing Costs at the written direction of the Authorized Borrower Representative, consented t o by the Funding Lender and the Governmental Lender, in the form attached hereto as Exhibit D. Any interest earnings on amounts on deposit in the Closing Costs Fund shall remain in the Closing Costs Fund. Any moneys remaining in the Closing Costs Fund (including investment proceeds) after the earlier of (i) the payment of all costs of issuance as certified in writing to the Fiscal Agent by the Borrower or (ii) a period of six (6) months after the Closing Date, shall be paid to or at the direction of the B orrower and the Closing Costs Fund shall be closed. Section 7.7 Project Fund. (a) All proceeds of the Funding Loan provided by the Funding Lender shall be deposited to the Note Proceeds Account of the Project Fund and disbursed as herein provided; provided, however, that (i) the initial disbursement of the Funding Loan on the Closing Date shall be sent by the Funding Lender to Fiscal Agent, which shall then transfer such funds to the Title Company, and (ii) any proceeds of the Funding Loan funded pursuant to the Contingenc y Draw- Down Agreement shall be deposited to the Remaining Funding Loan Proceeds Account of the Project Fund and disbursed as herein provided. The Fiscal Agent shall disburse moneys in the Page 307 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 23 4864-7914-0946/024036-0096 Project Fund for the acquisition, construction, improvement and equ ipping of the Project, to pay other Qualified Project Costs and to pay other costs related to the Project as provided herein. Not less than 97% of the moneys deposited in and credited to the Note Proceeds Account and Remaining Funding Loan Proceeds Account of the Project Fund representing the proceeds of the Funding Loan, including Investment Income thereon, will be expended for Qualified Project Costs (the “97% Requirement”). The amounts on deposit in the Note Proceeds Account and Remaining Funding Loan Proceeds Account of the Project Fund shall not be applied to the payment of Closing Costs. Before any payment shall be made from the Note Proceeds Account of the Project Fund, the Regulatory Agreement shall have been executed and submitted to a title compan y for recordation in the official records of San Diego County and there shall be filed with the Fiscal Agent a Written Requisition of the Borrower substantially in the form attached hereto as Exhibit C and approved by the Funding Lender pursuant to the terms, conditions and provisions of the Construction Funding Agreement. In addition to the above, in connection with a Written Requisition: (i) Only the signature of an authorized officer of the Funding Lender shall be required on a Written Requisition during any period in which a default by the Borrower has occurred and is then continuing under the Borrower Loan (Written Notice of which default has been given in writing by an authorized officer of the Funding Lender to the Fiscal Agent and the Governmental Lender, and the Fiscal Agent shall be entitled to conclusively rely on any such Written Notice as to the occurrence and continuation of such a default). (ii) The Fiscal Agent shall disburse amounts in the Note Proceeds Account of the Project Fund for the payment of i nterest due on the Governmental Lender Notes upon receipt from the Funding Lender of a statement detailing the amount due (and without any need for a Written Requisition signed by the Funding Lender or any approval by an Authorized Representative of the Borrower) so long as the amounts to be disbursed do not exceed $__________ in the aggregate. (iii) The Fiscal Agent may conclusively rely on all Written Requisitions, the execution of the Written Requisitions by the Authorized Borrower Representative and the approval of all Written Requisitions by the Funding Lender, as required by this Section, as conditions of payment from the Project Fund, which Written Requisitions constitute, as to the Fiscal Agent, irrevocable determinations that all conditions to payment of the specified amounts from the Project Fund have been satisfied. These documents shall be retained by the Fiscal Agent, subject at all reasonable times to examination by the Borrower, the Governmental Lender, the Funding Lender and the agents and representatives thereof upon reasonable notice to the Fiscal Agent. The Fiscal Agent is not required to inspect the Project or the rehabilitation or construction work or to make any independent investigation with respect to the matters set forth in any Written Re quisition or other statements, orders, certifications and approvals received by the Fiscal Agent. The Fiscal Agent is not required to obtain completion bonds, lien releases or otherwise supervise the acquisition, rehabilitation, construction, equipping, improvement and installation of the Project. (b) Upon receipt of each Written Requisition submitted by the Borrower and approved in writing by the Funding Lender, the Fiscal Agent shall promptly, but in any case within Page 308 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 24 4864-7914-0946/024036-0096 three Business Days, make payment from the appropriate Account within the Project Fund in accordance with such Written Requisition. The Fiscal Agent shall have no duty to determine whether any requested disbursement from the Project Fund complies with the terms, conditions and provisions of the Funding Loan Documents, constitutes payment of Qualified Project Costs or complies with the 97% Requirement. The approval in writing of a Written Requisition by the Funding Lender shall be deemed a certification and, insofar as the Fiscal Agent and the Governmental Lender are concerned, shall constitute conclusive evidence that all of the terms, conditions and requirements of the Funding Loan Documents applicable to such disbursement have been fully satisfied or waived and the Written Requisition from the B orrower shall, insofar as the Fiscal Agent and the Governmental Lender, as applicable, are concerned, constitute conclusive evidence that the costs described in the Written Requisition constitute Qualified Project Costs or other permitted Project costs. The Fiscal Agent shall provide Written Notice to the Borrower, the Funding Lender and the Governmental Lender if there are not sufficient funds available to or on deposit with the Fiscal Agent to make the disbursements as and when required by this Section 7.7(b). Except as provided in the next sentence, all such payments shall be made by check or draft payable, or by wire transfer, either: (i) directly to the person, firm or corporation to be paid; (ii) to the Borrower and such person, firm or corporation; or (iii) upon receipt by the Funding Lender of evidence that the Borrower has previously paid such amount and Written Direction to the Fiscal Agent as to such as evidenced by the Funding Lender’s approval of the Written Requisition, to the Borrower. Upon the occurrence of an Event of Default of the Borrower of which the Fiscal Agent has knowledge as provided herein, which is continuing under the Funding Loan Documents, with the Written Consent of the Funding Lender, the Fiscal Agent may apply amounts on de posit in the Project Fund to the payment of principal of and interest on the Funding Loan. If a Written Requisition signed by the Authorized Borrower Representative and countersigned by an authorized officer of the Funding Lender is received by the Fiscal Agent, the requested disbursement shall be paid by the Fiscal Agent as soon as practicable, but in no event later than three Business Days following receipt thereof by the Fiscal Agent. Upon final disbursement of all amounts on deposit in the Project Fun d, the Fiscal Agent shall close the Project Fund. (c) Moneys deposited to the Negative Arbitrage Account of the Project Fund pursuant to the Contingency Draw-Down Agreement, together with investment earnings thereon, which shall be retained therein, shall be transferred to the Funding Loan Payment Fund and applied pursuant to Section 7.4 on each Borrower Loan Payment Date to the extent necessary to enable the Fiscal Agent to pay interest due on the Funding Loan on such date. The transfer of moneys from the Negative Arbitrage Account of the Project Fund to the Funding Loan Payment Fund shall occur automatically without the need for a Written Requisition of the Borrower, or consent of the Funding Lender. (d) Amounts on deposit in the Borrower Equity Account of the Project Fund shall be disbursed from time to time by the Fiscal Agent to pay designated amounts as set forth in and upon receipt of a Written Requisition of the Borrower signed by an Authorized Borrower Representative and the Funding Lender. (e) Prior to any mandatory prepayment of the Funding Loan pursuant to the terms hereof, any amounts then remaining in the Project Fund shall, at the written direction of the Funding Lender, be transferred to the Funding Loan Payment Fund to be applied to the prepayment of the Funding Loan pursuant hereto. Page 309 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 25 4864-7914-0946/024036-0096 Section 7.8 Rebate Fund. (a) The Fiscal Agent shall deposit or transfer to the credit of the Rebate Fund each amount delivered to the Fiscal Agent by the Borrower for deposit thereto and each amount directed by the Borrower to be transferred thereto. (b) Within 15 days after each receipt or transfer of funds to the Rebate Fund, the Fiscal Agent shall withdraw from the Rebate Fund and pay to the United States of America the entire balance of the Rebate Fund. (c) All payments to the United States of America pursuant to this Section shall be made by the Fiscal Agent for the account and in the name of the Governmental Lender and shall be paid through the United States Mail (return receipt requested or overnight delivery), addressed to the appropriate Internal Revenue Service Center and accompanied by the appropriate Internal Revenue Service forms (such completed and signed forms to be provided to the Fiscal Agent by the Borrower or the Rebate Analyst). (d) The Fiscal Agent shall preserve all statements, form s and explanations received from the Borrower and delivered to the Fiscal Agent and all records of transactions in the Rebate Fund until six years after the retirement of the Tax Exempt Governmental Lender Note. (e) The Fiscal Agent may conclusively rely on th e instructions of the Borrower (based upon the report of the Rebate Analyst) with regard to any actions to be taken by it pursuant to this Section and shall have no liability for any consequences of any failure of the Borrower or the Rebate Analyst to perform its duties or obligations or to supply accurate or sufficient instructions. Except as specifically provided in subsection (b) above, the Fiscal Agent shall have no duty or responsibility with respect to the Rebate Fund or the Borrower’s duties and res ponsibilities with respect thereto except to follow the Borrower’s specific written instruction related thereto. (f) If at any time during the term of this Funding Loan Agreement the Governmental Lender or the Borrower desires to take any action that would oth erwise be prohibited by the terms of this Section, such person shall be permitted to take such action if it shall first obtain and provide to the other persons named herein, a Tax Counsel No Adverse Effect Opinion and an opinion of Tax Counsel that such action shall be in compliance with the laws of the State and the terms of this Funding Loan Agreement. (g) Moneys and securities held by the Fiscal Agent in the Rebate Fund shall not be deemed funds of the Governmental Lender and are not pledged or otherwise sub ject to any security interest in favor of the Owners to secure the Governmental Lender Notes or any other obligations. (h) Moneys in the Rebate Fund may be separately invested and reinvested by the Fiscal Agent, at the request of and as directed in writing by the Borrower, in Permitted Investments, subject to the Code. The Fiscal Agent shall sell and reduce to cash a sufficient amount of such Permitted Investments, as directed in writing by the Borrower, whenever the cash balance in the Rebate Fund is insufficient for its purposes. (i) Notwithstanding anything to the contrary in this Funding Loan Agreement, no payment shall be made by the Fiscal Agent to the United States if the Borrower shall furnish to the Page 310 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 26 4864-7914-0946/024036-0096 Governmental Lender and the Fiscal Agent an opinion of Tax Counsel to the effect that such payment is not required under Section 148(d) and (f) of the Code in order to maintain the exclusion from gross income for federal income tax purposes of interest on the Tax Exempt Governmental Lender Note. In such event the Borrower shall be entitled to withdraw funds from the Rebate Fund to the extent the Borrower shall provide a Tax Counsel No Adverse Effect Opinion to the Governmental Lender and the Fiscal Agent with respect to such withdrawal. (j) The Fiscal Agent shall keep and make available to the Governmental Lender and the Borrower records concerning the investments of all funds held by the Fiscal Agent pursuant to the Funding Loan Agreement including date bought and sold, price and commission paid, and bids taken, if any, and shall keep all such records until six years after the date on which neither of the Governmental Lender Notes is Outstanding in order to enable the Borrower to make the computations required under Section 148(f) of the Code. (k) Notwithstanding the foregoing, the computations and payments of rebate amounts referred to in this Section 7.8 need not be made to the extent that neither the Governmental Lender nor the Borrower will thereby fail to comply with any requirements of Section 148(f) of the Code based on a Tax Counsel No Adverse Effect Opinion, a copy of which shall be provided to the Fiscal Agent and the Governmental Lender. In the event of any conflict between the requirements of this Section 7.8 and those of the Tax Certificate, the Tax Certifica te shall control. Section 7.9 Investments. (a) Amounts on deposit in the Project Fund shall be invested in Permitted Investments directed in writing by the Borrower . Investment Income earned on amounts on deposit in each account of the Project Fund shall be retained in and credited to and become a part of the amounts on deposit in that account of the Project Fund. (b) Amounts on deposit in the Funding Loan Payment Fund, Expense Fund, Rebate Fund and Closing Costs Fund shall be invested in Permitted Investments directed in wri ting by the Borrower. Investment Income earned on amounts on deposit in each account of the Funding Loan Payment Fund, Expense Fund, Rebate Fund and Closing Costs Fund shall be retained in and credited to and become a part of the amounts on deposit in tha t account of the Funding Loan Payment Fund, Expense Fund, Rebate Fund and Closing Costs Fund. The Fiscal Agent may make any and all investments permitted under this Funding Loan Agreement through its own trust or banking department or any affiliate and may pay said department reasonable, customary fees for placing such investments. The Fiscal Agent and its affiliates may act as principal, agent, sponsor, advisor or depository with respect to Permitted Investments under this Funding Loan Agreement. The Fiscal Agent shall not be liable for any losses from investments made by the Fiscal Agent in accordance with this Funding Loan Agreement. The Governmental Lender, the Funding Lender and the Borrower (by its execution of the Borrower Loan Agreement) acknowledge that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the Governmental Lender or the Funding Lender the right to receive brokerage confirmations of security transactions as they occur, the Governmental Lender and the Funding Lender will not receive such confirmations to the extent permitted by law. The Fiscal Agent shall furnish the Borrower, the Funding Lender and the Governmental Lender (to Page 311 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 27 4864-7914-0946/024036-0096 the extent requested by such parties) periodic cash transaction statements which shall include detail for all investment transactions, if any, made by the Fiscal Agent hereunder. ARTICLE VIII REPRESENTATIONS AND COVENANTS Section 8.1 General Representations. The Governmental Lender makes the following representations as the basis for the undertakings on its part herein contained: (a) The Governmental Lender is a public body corporate and politic, organized and existing under the laws of the State, has the power and authority to (i) enter into the Funding Loan Documents to which it is a party and the transactions contemplated thereby, (ii) incur the limited obligation represented by the Governmental Lender Notes and the Funding Loan, and apply the proceeds of such obligation or loan to finance the Project, and (iii) carry out its other obligations under this Funding Loan Agreement and the Governmental Lender Notes, and by proper action has duly authorized the Governmental Lender’s execution and delivery of, and its performance under, the Funding Loan Documents to which it is a party. (b) The Governmental Lender is not in default under or in violation of, and the execution and delivery of the Funding Loan Documents to which it i s a party and its compliance with the terms and conditions thereof will not conflict or constitute a default under or a violation of, (i) the Act, (ii) to its knowledge, any other existing laws, rules, regulations, judgments, decrees and orders applicable to it, or (iii) to its knowledge, the provisions of any agreements and instruments to which the Governmental Lender is a party, a default under or violation of which would prevent it from entering into the Funding Loan Agreement, executing and delivering t he Governmental Lender Notes, financing the Project, executing and delivering the other Funding Loan Documents to which it is a party or consummating the transactions on its part contemplated thereby, and, to its knowledge, no event has occurred and is continuing under the provisions of any such agreement or instrument or otherwise that with the lapse of time or the giving of notice, or both, would constitute such a default or violation (it being understood, however, that the Governmental Lender is making no representations as to the necessity of registering the Governmental Lender Notes or the Borrower Notes pursuant to any securities laws or complying with any other requirements of securities laws). (c) To the best knowledge of the Governmental Lender, no litigation, inquiry or investigation of any kind in or by any judicial or administrative court or agency is pending with respect to which the Governmental Lender has been served with process or, to the knowledge of the Governmental Lender, is threatened against the Governmental Lender with respect to (i) the organization and existence of the Governmental Lender, (ii) its authority to execute or deliver the Funding Loan Documents to which it is a party, (iii) the validity or enforceability of any such Funding Loan Documents or the transactions contemplated thereby, (iv) the title of any officer of the Governmental Lender who executed such Funding Loan Documents or (v) any authority or proceedings relating to the execution and delivery of such Funding Loan Documen ts on behalf of the Governmental Lender, and no such authority or proceedings have been repealed, revoked, rescinded or amended but are in full force and effect. (d) The revenues and receipts to be derived from the Borrower Loan Agreement, the Borrower Notes and this Funding Loan Agreement have not been pledged previously by the Page 312 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 28 4864-7914-0946/024036-0096 Governmental Lender to secure any of its notes or bonds other than the Funding Loan Agreement as evidenced by the Governmental Lender Notes. THE GOVERNMENTAL LENDER MAKES NO REPRESENTATION, COVENANT OR AGREEMENT AS TO THE FINANCIAL POSITION OR BUSINESS CONDITION OF THE BORROWER OR THE PROJECT AND DOES NOT REPRESENT OR WARRANT AS TO ANY STATEMENTS, MATERIALS, REPRESENTATIONS OR CERTIFICATIONS FURNISHED BY THE BORROWER IN CONNECTION WITH THE FUNDING LOAN OR THE BORROWER LOAN, OR AS TO THE CORRECTNESS, COMPLETENESS OR ACCURACY THEREOF. Section 8.2 No Encumbrance on Security. The Governmental Lender will not knowingly create or knowingly permit the creation of any mortgage, pledge, lien, charge or encumbrance of any kind on the Security or any part thereof prior to or on a parity with the lien of this Funding Loan Agreement, except as expressly permitted or contemplated by the Funding Loan Documents. Section 8.3 Repayment of Funding Loan. Subject to the provisions of Articles III and V hereof, the Governmental Lender will duly and punctually repay, or cause to be repaid, the Funding Loan, as evidenced by the Governmental Lender Notes, as and when the same shall become due, all in accordance with the terms of the Governmental Lender Notes and this Funding Loan Agreement. Section 8.4 Servicer. The Funding Lender may appoint a Servicer to service and administer the Funding Loan and/or the Borrower Loan on behalf of the Funding Lender, including without limitation the fulfillment of rights and responsibilities granted by Governmental Lender to Funding Lender pursuant to Section 2.1 of the Borrower Loan Agreement. Section 8.5 Borrower Loan Agreement Performance. (a) The Funding Lender and the Servicer, if any, on behalf of the Governmental Lender, may (but shall not be required or obligated to) perform and observe any agreement or covenant of the Governmental Lender under the Borrower Loan Agreement subject to the terms and provisions contained therein, all to the end that the Governmental Lender’s rights under the Borrower Loan Agreement may be unimpaired and free from default. (b) The Governmental Lender will promptly notify the Borrower, the Servicer and the Funding Lender in writing of the occurrence of any Borrower Loan Agreement Default, provided that the Governmental Lender has received written notice or otherwise has knowledge of such event. Section 8.6 Maintenance of Records; Inspection of Records. (a) The Fiscal Agent shall keep and maintain adequate records pertaining to any funds and accounts established hereunder, including all deposits to and disbursements from said funds and accounts and shall keep and maintain the registration books for the Governmental Lender Notes and interests therein. The Fiscal Agent shall retain in its possession all certifications and other documents presented to it, all such records and all records of principal, interest and premium paid on the Funding Loan, subject to the inspection of the Funding Lender and the Governmental Lender and their representatives at all reasonable times and upon reasonable prior notice. Page 313 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 29 4864-7914-0946/024036-0096 (b) The Governmental Lender and the Funding Lender will at any and all times, upon the reasonable request of the Servicer, if any, the Borrower, the Fiscal Agent, the Governmental Lender or the Funding Lender, afford and procure a reasonable opportunity by their respective representatives to inspect the books, records, reports and other papers of the Governmental Lender or the Funding Lender, as appropriate, relating to the Project and the Funding Loan, if any, and (at their own expense) to make copies thereof. Section 8.7 Tax Covenants. The Governmental Lender covenants to and for the benefit of the Funding Lender that, notwithstanding any other provisions of this Funding Loan Agreement or of any other instrument, it will: (a) Require the Borrower to execute the Regulatory Agreement as a condition of funding the Borrower Loan; (b) Not take or cause to be taken any action or actions, or fail to take any action or actions, which would cause the interest payable on the Tax Exempt Governmental Lender Note to be includable in gross income for federal income tax purposes; (c) Whenever and so often as requested in writing by Funding Lender, the Governmental Lender (at the sole cost and expense of the Borrower), shall do and perform all acts and things permitted by law and necessary or desirable in order to assure that interest paid by the Governmental Lender on the Tax Exempt Governmental Lender Note will be excluded from the gross income of the Noteowner, for federal income tax purposes, pursuant to Section 103 of the Code, except in the event where any owner of the Tax Exempt Governmental Lender Note or a portion thereof is a “substantial user” of the facilities financed with the Funding Loan or a “related person” within the meaning of Section 147(a) of the Code; (d) Not take any action nor, solely in reliance upon the covenants and representations of the Borrower in the Borrower Loan Agreement, in the Regulatory Agreement and in the Tax Certificate, knowingly permit or suffer any action to be taken if the result of the same would be to cause the Tax Exempt Governmental Lender Note to be “federally guaranteed” within the meaning of Section 149(b) of the Code and the Regulations; (e) Require the Borrower to agree, solely by causing the Borrower to execute and deliver the Borrower Loan Agreement, not to commit any act and not to make any use of the proceeds of the Funding Loan, or any other moneys which may be deemed to be proceeds of the Funding Loan pursuant to the Code, which would cause the Tax Exempt Governmental Le nder Note to be “arbitrage bonds” within the meaning of Sections 103(b) and 148 the Code, and to comply with the requirements of the Code throughout the term of the Funding Loan; and (f) Require the Borrower, solely by causing the Borrower to execute and deliver the Borrower Loan Agreement, to take all steps necessary to compute and pay any rebatable arbitrage in accordance with Section 148(f) of the Code. In furtherance of the covenants in this Section 8.7, the Governmental Lender and the Borrower shall execute, deliver and comply with the provisions of the Tax Certificate (it being understood that the obligations of the Fiscal Agent with respect to the Tax Certificate are to follow the written directions of the Governmental Lender or Borrower, and that the Fiscal Agent shall not be responsible for monitoring the compliance of the Governmental Lender or Borrower therewith), Page 314 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 30 4864-7914-0946/024036-0096 which are by this reference incorporated into this Funding Loan Agreement and made a part of this Funding Loan Agreement as if set forth in this Funding Loan Agreement in full. In the event of any conflict between this Funding Loan Agreement and the Tax Certificate, the requirements of the Tax Certificate shall control. For purposes of this Section 8.7 the Governmental Lender’s compliance shall be based solely on matters within the Governmental Lender’s knowledge and control and no acts, omissions or directions of the Borrower, the Funding Lender or any other Persons shall be attributed to the Governmental Lender. In complying with the foregoing covenants, the Governmental Lender may rely from time to time on a Tax Counsel No Adverse Effect Opinion or other appropriate opinion of Tax Counsel. Section 8.8 Performance by the Borrower. Without relieving the Governmental Lender from the responsibility for performance and observance of the agreements and covenants required to be performed and observed by it hereunder, the Borrower, on behalf of the Governmental Lender, may (but is under no obligation to) perform any such agreement or covenant if no Borrower Loa n Agreement Default or Potential Default under (and as such term is defined in) the Borrower Loan Agreement exists. ARTICLE IX DEFAULT; REMEDIES Section 9.1 Events of Default. Any one or more of the following shall constitute an event of default (an “Event of Default”) under this Funding Loan Agreement (whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority): (a) A default in the payment of any interest upon the Governmental Lender Notes when such interest becomes due and payable; (b) A default in the payment of principal of, or premium on, the Governmental Lender Notes when such principal or premium becomes due and payable, whether at its stated maturity, by declaration of acceleration or call for mandatory prepayment or otherwise; (c) Subject to Section 8.8 hereof, default in the performance or breach of any material covenant or warranty of the Governmental Lender in this Funding Loan Agreement (other than a covenant or warranty or default in the performance or breach of which is elsewhere in this Section specifically dealt with), and continuance of such default or breach for a period of 30 days after there has been given written notice, as provided in Section 12.1 hereof, to the Governmental Lender and the Borrower by the Funding Lender or the Servicer, specifying such default or breach and requiring it to be remedied and stating that such notice is a “Notice of Default” under this Funding Loan Agreement; provided that, so long as the Governmental Lender has commenced to cure such failure to observe or perform within the thirty (30) day cure period, the subject matter of the default is not capable of cure within said thirty (30) day period and the Governmental Lender is diligently pursuing such cure to the Funding Lender’s satisfaction, with the Funding Lender’s Written Direction or Written Consent, then the Governmental Lender shall have an additional period Page 315 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 31 4864-7914-0946/024036-0096 of time as reasonably necessary (not to exceed 30 days unless extended in writing by the Funding Lender) within which to cure such default; (d) A default in the payment of any Additional Borrower Payments; or (e) Any other “Default” or “Event of Default” under any of the other Funding Loan Documents (taking into account any applicable grace periods therein). Section 9.2 Acceleration of Maturity; Rescission and Annulment. (a) Subject to the provisions of Section 9.9 hereof, upon the occurrence of an Event of Default under Section 9.1 hereof, then and in every such case, the Funding Lender may declare the principal of the Funding Loan and the Governmental Lender Notes and the interest accrued to be immediately due and payable, by notice to the Governmental Lender, B orrower and the Equity Investor, and upon any such declaration, all principal of and Prepayment Premium, if any, and interest on the Funding Loan and the Governmental Lender Notes shall become immediately due and payable. (b) At any time after a declaration of acceleration has been made pursuant to subsection (a) of this Section, the Funding Lender may by Written Notice to the Governmental Lender rescind and annul such declaration and its consequences if: (i) there has been deposited with the Funding Lender a sum sufficient to pay (1) all overdue installments of interest on the Funding Loan, (2) the principal of and Prepayment Premium on the Funding Loan that has become due otherwise than by such declaration of acceleration and interest thereon at the rate or rates prescribed therefor in the Funding Loan, (3) to the extent that payment of such interest is lawful, interest upon overdue installments of interest at the rate or rates prescribed therefor in the Funding Loan, and (4) all sums paid or advanced by the Funding Lender and the reasonable compensation, expenses, disbursements and advances of the Funding Lender, its agents and counsel (but only to the extent not duplicative with subclauses (1) and (3) above); and (ii) all Events of Default, other than the non-payment of the principal of the Funding Loan that has become due solely by such declaration of acceleration, have been cured or have been waived in writing as provided in Section 9.9 hereof. No such rescission and annulment shall affect any subsequent default or i mpair any right consequent thereon. (c) Notwithstanding the occurrence and continuation of an Event of Default, it is understood that the Funding Lender shall pursue no remedies against the Borrower, any of the Borrower’s partners or the Project if no Borrower Loan Agreement Default has occurred and is continuing. An Event of Default hereunder shall not in and of itself constitute a Borrower Loan Agreement Default. Section 9.3 Additional Remedies; Funding Lender Enforcement. (a) Upon the occurrence of an Event of Default, the Funding Lender may, subject to the provisions of this Section 9.3 and Section 9.9 hereof, proceed to protect and enforce its rights by mandamus or other suit, action or proceeding at law or in equity. No remedy conferred by this Page 316 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 32 4864-7914-0946/024036-0096 Funding Loan Agreement upon or remedy reserved to the Funding Lender is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and shall be in addition to any other remedy given to the Funding Lender hereunder or now or hereafter existing at law or in equity or by statute. (b) Upon the occurrence and continuation of any Event of Default, the Funding Lender may proceed forthwith to protect and enforce its rights and this Funding Loan Agreement by such suits, actions or proceedings as the Funding Lender, in its sole discretion, shall deem expedient. Funding Lender shall have upon the occurrence and continuation of any Event of Default all rights, powers, and remedies with respect to the Security as are available under the Uniform Commercial Code applicable thereto or as are available under any other applicable law at the time in effect and, without limiting the generality of the foregoing, the Funding Lender may proceed at law or in equity or otherwise, to the extent permitted by applicable law: (i) to take possession of the Security or any part thereof, with or without legal process, and to hold, service, administer and enforce any rights thereunder or thereto, and otherwise exercise all rights of ownership thereof, including (but not limited to) the sale of al l or part of the Security; (ii) to become mortgagee of record for the Borrower Loan including, without limitation, completing the assignment of the Security Instrument by the Governmental Lender to the Funding Lender as anticipated by this Funding Loan Agreemen t, and recording the same in the real estate records of the jurisdiction in which the Project is located, without further act or consent of the Governmental Lender, and to service and administer the same for its own account; (iii) to service and administer the Funding Loan as agent and on behalf of the Governmental Lender or otherwise, and, if applicable, to take such actions necessary to enforce the Borrower Loan Documents and the Funding Loan Documents on its own behalf, and to take such alternative courses of action, as it may deem appropriate; or (iv) to take such steps to protect and enforce its rights whether by action, suit or proceeding in equity or at law for the specific performance of any covenant, condition or agreement in the Governmental Lender Notes, this Funding Loan Agreement or the other Funding Loan Documents, or the Borrower Loan Documents, or in and of the execution of any power herein granted, or for foreclosure hereunder, or for enforcement of any other appropriate legal or equitable remedy or otherwise as the Funding Lender may elect. (c) Whether or not an Event of Default has occurred, the Funding Lender, in its sole discretion, shall have the sole right to waive or forbear from enforcing any term, condition, covenant or agreement of the Security Instrument, the Borrower Loan Agreement, the Borrower Notes or any other Borrower Loan Documents or Funding Loan Documents applicable to the Borrower, or any breach thereof, other than a covenant that would adversely impact the tax -exempt status of the interest on the Tax Exempt Governmental Lender Note, and provided that the Governmental Lender may seek specific performance by the Borrower to enforce the Unassigned Rights; provided, however, that any such forbearance by the Funding Lender in the exercise of i ts remedies under the Funding Loan Documents shall not be construed as a waiver by the Funding Lender of any Conditions to Conversion (as such term is defined in the Borrower Loan Agreement). Page 317 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 33 4864-7914-0946/024036-0096 (d) If the Borrower defaults in the performance or observance of any covenant, agreement or obligation of the Borrower set forth in the Regulatory Agreement, and if such default remains uncured for a period of 60 days after the Borrower, the Equity Investor and the Funding Lender receive Written Notice stating that a defau lt under the Regulatory Agreement has occurred and specifying the nature of the default, the Funding Lender shall have the right to seek specific performance of the provisions of the Regulatory Agreement or to exercise its other rights or remedies thereunder. (e) If the Borrower defaults in the performance of its obligations under the Borrower Loan Agreement (subject to applicable notice and cure periods) to make rebate payments, to comply with any applicable continuing disclosure requirements, or to make payme nts owed pursuant to Sections 2.5, 5.14 or 5.15 of the Borrower Loan Agreement for fees, expenses or indemnification, the Funding Lender shall have the right to exercise all its rights and remedies thereunder (subject to the last paragraph of Section 9.14 hereof). Section 9.4 Application of Money Collected. Any money collected by the Funding Lender pursuant to this Article and any other sums then held by the Funding Lender as part of the Security, shall be applied in the following order, at the date or dates fixed by the Funding Lender: (a) First: To the payment of any and all amounts due under the Funding Loan Documents other than with respect to principal and interest accrued on the Funding Loan, including, without limitation, any amounts due to the Governmental Lender, the Funding Lender, the Servicer, the Fiscal Agent and the Rebate Analyst; (b) Second: To the payment of the whole amount of the Funding Loan, as evidenced by the Governmental Lender Notes, then due and unpaid in respect of which or for the benefit of which such money has been collected, with interest (to the extent that such interest has been collected or a sum sufficient therefor has been so collected and payment thereof is legally enforceable at the respective rate or rates prescribed therefor in the Fundi ng Loan) on overdue principal of, and Prepayment Premium and overdue installments of interest on the Funding Loan; provided, however, that partial interests in any portion of the Funding Loan shall be paid in such order of priority as may be prescribed by Written Direction of the Funding Lender in its sole and absolute discretion; and (c) Third: The payment of the remainder, if any, to the Borrower or to whosoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct. If and to the extent this Section 9.4 conflicts with the provisions of the Servicing Agreement, the provisions of the Servicing Agreement shall control. Capitalized terms used in this Section 9.4 but not otherwise defined in this Funding Loan Agreement sh all have the meanings given such terms in the Servicing Agreement. Section 9.5 Remedies Vested in Funding Lender. All rights of action and claims under this Funding Loan Agreement or the Governmental Lender Notes may be prosecuted and enforced by the Funding Lender without the possession of the Governmental Lender Notes or the production thereof in any proceeding relating thereto. Page 318 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 34 4864-7914-0946/024036-0096 Section 9.6 Restoration of Positions. If Funding Lender shall have instituted any proceeding to enforce any right or remedy under this Funding Loan Agreement and such proceeding shall have been discontinued or abandoned for any reason or shall have been determined adversely to the Funding Lender, then and in every such case the Governmental Lender and the Funding Lender shall, subject to any determination in such proceeding, be restored to their former positions hereunder, and thereafter all rights and remedies of the Governmental Lender and the Funding Lender shall continue as though no such proceeding had been instituted. Section 9.7 Rights and Remedies Cumulative. No right or remedy herein conferred upon or reserved to the Funding Lender is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. Section 9.8 Delay or Omission Not Waiver. No delay or omission of the Funding Lender to exercise any right or remedy accruing upon an Event of Default shall impair any such right or remedy or constitute a waiver of any such Event of Default or an acquiescence therein. Every right and remedy given by this Article or by law to the Funding Lender may be exercised from time to time, and as often as may be deemed expedient, by Funding Lender. No waiver of any default or Event of Default pursuant to Section 9.9 hereof shall extend to or shall affect any subsequent default or Event of Default hereunder or shall impair any rights or remedies consequent thereon. Section 9.9 Waiver of Past Defaults. Before any judgment or decree for payment of money due has been obtained by the Funding Lender, the Funding Lender may, subject to Section 9.6 hereof, by Written Notice to the Governmental Lender and the Borrower, waive any past default hereunder or under the Borrower Loan Agreement and its consequences except for default in obligations due the Governmental Lender pursuant to or under the Unassigned Rights. Upon any such waiver, such default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured, for every purpose of this Funding Loan Agreement and the Borrower Loan Agreement; but no such waiver shall extend to any subsequent or other default or impair any right consequent thereon. Section 9.10 Remedies Under Borrower Loan Agreement or Borrower Notes. As set forth in this Section 9.10 but subject to Section 9.9 hereof, the Funding Lender shall have the right, in its own name or on behalf of the Governmental Lender, to declare any default and exercise any remedies under the Borrower Loan Agreement or the Borrower Notes, whether or not the Governmental Lender Notes has been accelerated or declared due and payable by reason of an Event of Default. Section 9.11 Waiver of Appraisement and Other Laws. (a) To the extent permitted by law, the Governmental Lender will not at any time insist upon, plead, claim or take the benefit or advantage of, any appraisement, valuation, stay, extension or redemption law now or hereafter in force, in order to prevent or hinder the enforcement of this Funding Loan Agreement; and the Governmental Lender, for itself and all who may claim under it, so far as it or they now or hereafter may lawfully do so, hereby waives the benefit of all such laws. The Governmental Lender, for itself and all who may claim under it, waives, to the extent Page 319 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 35 4864-7914-0946/024036-0096 that it may lawfully do so, all right to have the property in the Security marshaled upon any enforcement hereof. (b) If any law now in effect prohibiting the waiver referred to in clause (a) shall hereafter be repealed or cease to be in force, such law shall not thereafter be deemed to constitute any part of the contract herein contained or to preclude the application of this Section 9.11. Section 9.12 Suits to Protect the Security. The Funding Lender shall have power to institute and to maintain such proceedings as it may deem expedient to prevent any impairment of the Security by any acts that may be unlawful or in violation of this Funding Loan Agreement and to protect its interests in the Security and in the rents, issues, profits, revenues and other income arising therefrom, including power to institute and maintain proceedings to restrain the enforcement of or compliance with any Governmental Authority enactment, rule or order that may be unconstitutional or otherwise invalid, if the enforcement of or compliance with such enactment, rule or order would impair the security hereunder or be prejudicial to the interests of the Funding Lender. Section 9.13 Remedies Subject to Applicable Law . All rights, remedies and powers provided by this Article may be exercised only to the extent that the exercise thereof does not violate any applicable provision of law in the premises, and all the provisions of this Article are intended to be subject to all applicable mandatory provisions of law which may be controlling in the premises and to be limited to the extent necessary so that they will not render this F unding Loan Agreement invalid, unenforceable or not entitled to be recorded, registered or filed under the provisions of any applicable law. Section 9.14 Assumption of Obligations. In the event that the Funding Lender or its assignee or designee shall become the legal or beneficial owner of the Project by foreclosure or deed in lieu of foreclosure, such party shall succeed to the rights and the obligations of the Borrower under the Borrower Loan Agreement, the Borrower Notes, the Regulatory Agreement and any other Funding Loan Documents to which the Borrower is a party. Such assumption shall be effective from and after the effective date of such acquisition and shall be made with the benefit of the limitations of liability set forth therein and without any liability fo r the prior acts of the Borrower. It is the intention of the parties hereto that upon the occurrence and continuance of an Event of Default hereunder, rights and remedies may be pursued pursuant to the terms of the Funding Loan Documents. ARTICLE X AMENDMENT; AMENDMENT OF BORROWER LOAN AGREEMENT AND OTHER DOCUMENTS Section 10.1 Amendment of Funding Loan Agreement. Any of the terms of this Funding Loan Agreement and the Governmental Lender Notes may be amended or waived only by an instrument signed by the Funding Lender and the Governmental Lender, provided, however, no such amendment which materially affects the rights, duties, obligations or other interests of the Borrower or Fiscal Agent shall be made without the consent of the Borrower or Fiscal Agent, as applicable, and, provided further, that if the Borrower is in default under any Funding Loan Document, no Borrower consent shall be required unless such amendment has a material adverse effect on the rights, duties, obligations or other interests of the Borrower. All of th e terms of this Page 320 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 36 4864-7914-0946/024036-0096 Funding Loan Agreement shall be binding upon the successors and assigns of and all persons claiming under or through the Governmental Lender or any such successor or assign, and shall inure to the benefit of and be enforceable by the successors and assigns of the Funding Lender. Section 10.2 Amendments Require Funding Lender Consent. The Governmental Lender shall not consent to any amendment, change or modification of the Borrower Loan Agreement or any other Borrower Loan Document or Funding Loan Docume nt without the prior Written Consent of the Funding Lender. Section 10.3 Consents and Opinions. No amendment to this Funding Loan Agreement or any other Funding Loan Document entered into under this Article X or any amendment, change or modification otherwise permitted under this Article X shall become effective unless and until (i) the Funding Lender shall have approved the same in writing in its sole discretion and (ii) the Funding Lender shall have received, at the expense of the Borrower, a Tax Counsel No Adverse E ffect Opinion and an Opinion of Counsel substantially to the effect that any such proposed amendment is authorized and complies with the provisions of this Funding Loan Agreement and is a valid and binding obligation of the parties thereto, subject to normal exceptions relating to bankruptcy, insolvency and equitable principles limitations. ARTICLE XI THE FISCAL AGENT Section 11.1 Appointment of Fiscal Agent; Acceptance. The Governmental Lender hereby appoints Fiscal Agent as fiscal agent hereunder. The Fiscal Agent shall signify its acceptance of the duties and obligations imposed upon it by this Funding Loan Agreement by executing this Funding Loan Agreement. Section 11.2 Certain Duties and Responsibilities of Fiscal Agent. (a) The Fiscal Agent undertakes to perform such duties and only such duties as are specifically set forth in this Funding Loan Agreement, and no implied covenants or obligations shall be read into this Funding Loan Agreement against the Fiscal Agent. (b) If an event of default exists hereunder or under any Borrower Loan Document, the Fiscal Agent shall exercise such of the rights and powers vested in it by this Funding Loan Agreement, and exercise any rights or duties or remedies solely at the written direction of the Funding Lender. (c) No provision of this Funding Loan Agreement shall be construed to relieve the Fiscal Agent from liability for its own negligent action, its own negligent failure to act, or its own willful misconduct, in each case, as finally adjudicated by a court of law, except that: (i) This subsection shall not be construed to limit the effect of subsection (a) of this Section; (ii) The Fiscal Agent shall not be liable for any error of judgment made in good faith, unless it shall be proved that the Fiscal Agent was negligent in ascertaining the pertinent facts; Page 321 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 37 4864-7914-0946/024036-0096 (iii) The Fiscal Agent shall not be liable with respect to any action taken or omitted to be taken by it in accordance with the direction of the Funding Lender relating to the time, method and place of conducting any proceeding for any remedy available to the Fiscal Agent, or exercising any power conferred upon the Fiscal Agent under this Funding Loan Agreement; and (iv) No provision of this Funding Loan Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not assured to it in its sole discretion. (v) Subject to its rights to indemnification pursuant to Section 11.4 hereof, the Fiscal Agent is directed to enter into the Borrower Loan Documents to which it is a party and other related documents (including the Regulatory Agreement), solel y in its capacity as Fiscal Agent. (d) Whether or not therein expressly so provided, every provision of this Funding Loan Agreement and the other Funding Loan Documents relating to the conduct or affecting the liability of or affording protection to the Fiscal Agent shall be subject to the provisions of this Section. (e) The Fiscal Agent may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Fiscal Agent and conforming to the requirements of this Funding Loan Agreement; but in the case of any such certificates or opinions which by any provision hereof are specifically required to be furnished to the Fiscal Agent, the Fiscal Agent shall be under a duty to examine t he same to determine whether or not they conform to the requirements of this Funding Loan Agreement. (f) The permissive rights of the Fiscal Agent to do things enumerated in this Funding Loan Agreement shall not be construed as a duty. Section 11.3 Notice of Defaults. Upon the occurrence of any default hereunder or under any Borrower Loan Document and provided that a Responsible Officer of the Fiscal Agent has actual knowledge or has received Written Notice of the existence of such default, promptly, and in any event within 15 days, the Fiscal Agent shall transmit to the Governmental Lender, the Borrower, the Equity Investor, the Servicer, if any, and the Funding Lender, in the manner and at the addresses for notices set forth in Section 12.1 hereof, notice of such default hereunder known to the Fiscal Agent pursuant to Section 11.4(g) hereof, unless such default shall have been cured or waived. Section 11.4 Certain Rights of Fiscal Agent. Except as otherwise provided in Section 11.1 hereof: (a) The Fiscal Agent may rely and shall be protec ted in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, debenture, coupon or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties; Page 322 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 38 4864-7914-0946/024036-0096 (b) Any request or direction of the Governmental Lender mentioned herein shall be sufficiently evidenced by a certificate or order executed by an Authorized Governmental Lender Representative; (c) Whenever in the administration of this Funding Loan Agreement, the Regulatory Agreement or any Borrower Loan Document the Fiscal Agent shall deem it desirable that a matter be proved or established prior to taking, suffering or omitting any action hereunder, the Fiscal Agent (unless other evidence be herein specifically prescribed) may, in the absence of bad faith on its part, rely upon a Written Certificate of the Governmental Lender, the Funding Lender, the Servicer or the Borrower, as appropriate; (d) The Fiscal Agent shall be under no obligation to exercise any of the rights or powers vested in it by this Funding Loan Agreement or any Borrower Loan Document at the request or direction of the Funding Lender, pursuant to this Funding Loan Agreement, unless the Funding Lender shall have offered to the Fiscal Agent in writing security or indemnity reasonably satisfactory to the Fiscal Agent against the costs, expenses and liabilities which might be incurred by it in compliance with such request or direction, except costs, expenses and liabilities which are adjudicated to have resulted from its own negligence or willful misconduct, provided, that nothing contained in this subparagraph (d) shall be construed to require such security or indemnity for the performance by the Fiscal Agent of its obligations under Article VII hereof; (e) The Fiscal Agent shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, debenture, coupon or other paper or document but the Fiscal Agent, in its discretion, may make such further inquiry or investigation into such facts or matters as it may see fit, and, if the Fiscal Agent shall determine to make such f urther inquiry or investigation, it shall be entitled to examine the books and records of the Governmental Lender, if any, and of the Borrower, in either case personally or by agent or attorney after reasonable notice and during normal business hours; (f) The Fiscal Agent may execute any of its powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys and pay reasonable compensation thereto and the Fiscal Agent shall not be responsible for any misconduct or negligence on the part of any agent or attorney appointed with due care by it hereunder. The Fiscal Agent may act upon the advice of counsel of its choice concerning all matters hereof and the Fiscal Agent shall not be responsible for any loss or damage resulting from any action or inaction taken in good faith reliance upon said advice; and (g) The Fiscal Agent shall not be required to take notice or be deemed to have notice of any default hereunder or under any Borrower Loan Document except for failure by the Borrower to make payments of principal, interest, premium, if any, or Ongoing Governmental Lender Fee when due, unless a Responsible Officer of the Fiscal Agent shall be specifically notified by a Written Direction of such default by the Governmental Lender, the Se rvicer or the Funding Lender, and all notices or other instruments required by this Funding Loan Agreement or under any Borrower Loan Document to be delivered to the Fiscal Agent, must, in order to be effective, be delivered in writing to a Responsible Officer of the Fiscal Agent at the Office of the Fiscal Agent, and in the absence of such Written Notice so delivered the Fiscal Agent may conclusively assume there is no default as aforesaid. Page 323 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 39 4864-7914-0946/024036-0096 Section 11.5 Not Responsible for Recitals. The recitals contained herein and in the Governmental Lender Notes shall be taken as the statements of the Governmental Lender, and the Fiscal Agent assumes no responsibility for their correctness. The Fiscal Agent makes no representations as to the value or condition of the Pledged Revenues, the Security or any part thereof, or as to the title of the Governmental Lender thereto or as to the security afforded thereby or hereby, or as to the validity or sufficiency of this Funding Loan Agreement or of the Funding Loan. The Fiscal Agent shall have no responsibility or liability with respect to any information, statement or recital in any offering memorandum or other disclosure material prepared or distributed with respect to the funding of the Funding Loan. The Fiscal Agent shall not be required to monitor the financial condition of the Borrower or the physical condition of the Project. The Fiscal Agent shall be under no obligation to analyze, review or make any credit decisions with respect to any financial statements, reports, notices, certificates or documents received hereunder but shall hold such financial statements reports, notices, certificates and documents solely for the benefit of, and review by, the Funding Lender and such other parties to whom the Fiscal Agent may provide such info rmation pursuant to this Funding Loan Agreement. The Fiscal Agent makes no representations as to and shall have no responsibility for the sufficiency of the insurance required under any of the Borrower Loan Documents. Section 11.6 May Hold Funding Loan. The Fiscal Agent in its individual or any other capacity may become the owner or pledgee of the Funding Loan and may otherwise deal with the Governmental Lender, the Funding Lender and the Borrower with the same rights it would have if it were not Fiscal Agent. Section 11.7 Moneys Held Hereunder. Moneys held by the Fiscal Agent hereunder need not be segregated from other funds except to the extent required by law. The Fiscal Agent shall be under no liability for interest on any moneys received by it hereunder except as otherwise pr ovided herein. Section 11.8 Compensation and Reimbursement. Under the Borrower Loan Agreement, the Borrower has agreed to, except as otherwise expressly provided herein, pay the Fiscal Agent its fees and reimburse the Fiscal Agent as provided in this Funding Loan Agre ement or the Borrower Loan Agreement, upon its request for all reasonable expenses, disbursements and advances incurred or made by the Fiscal Agent in accordance with any provision of this Funding Loan Agreement (including the reasonable fees, expenses and disbursements of its agents and counsel), except any such expense, disbursement or advance as may be attributable to the Fiscal Agent’s negligence or willful misconduct, both as finally adjudicated by a court of law. When the Fiscal Agent incurs expenses or renders service in connection with any bankruptcy or insolvency proceeding, such expenses (including the fees and expenses of its counsel) and the compensation for such services are intended to constitute expenses of administration under any bankruptcy law or law relating to creditors rights generally. (a) The Governmental Lender has no obligation to pay the Fiscal Agent for services rendered. Page 324 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 40 4864-7914-0946/024036-0096 (b) As security for the performance of the obligations of the Borrower under this Section and for the payment of such compensation, expenses, reimbursements and indemnity, the Fiscal Agent shall have the right to use and apply any moneys held by it as Pledged Revenues. (c) The Fiscal Agent’s rights to compensation and reimbursement shall survive its resignation or removal, the payment of the Funding Loan or the Borrower Loan or the release of this Funding Loan Agreement. Section 11.9 Fiscal Agent Required; Eligibility. Any successor Fiscal Agent shall at all times be a trust company, a state banking corporation or a national banking associa tion with the authority to accept trusts in the State approved in writing by the Governmental Lender and either (a) have a combined capital and surplus of at least $50,000,000 as set forth in its most recent published annual report of condition, (b) be a wholly owned subsidiary of a bank holding company, or a wholly owned subsidiary of a company that is a wholly owned subsidiary of a bank holding company, having a combined capital and surplus of at least $50,000,000 as set forth in its most recent published annual report of condition, have at least $500,000,000 of trust assets under management and have a combined capital and surplus of at least $2,000,000 as set forth in its most recent published annual report of condition, or (c) be otherwise acceptable to the Funding Lender in its sole and absolute discretion. Section 11.10 Resignation and Removal; Appointment of Successor. (a) No resignation or removal of the Fiscal Agent hereunder and no appointment of a successor Fiscal Agent pursuant to this Article shall become effective until the written acceptance by the successor Fiscal Agent of such appointment. (b) The Fiscal Agent may resign at any time by giving 60 days’ Written Notice thereof to the Governmental Lender, the Borrower, the Servicer, if any, and the Funding Lender. (c) The Fiscal Agent may be removed at any time with 30 days’ notice by (i) the Governmental Lender, (ii) the Borrower (unless the Borrower is in default under any of the Borrower Loan Documents), subject to applicable notice and cure periods, with the Written Con sent of the Funding Lender and the Governmental Lender, or (iii) the Funding Lender with the Written Consent of the Governmental Lender and Written Notice delivered to the Fiscal Agent and the Borrower. (d) If the Fiscal Agent shall resign, be removed or becom e incapable of acting, or if a vacancy shall occur in the Office of the Fiscal Agent for any cause, the Governmental Lender shall promptly appoint a successor Fiscal Agent, with the consent of the Funding Lender, which consent shall not be unreasonably withheld. In case all or substantially all of the Pledged Revenues and Security shall be in the possession of a receiver or trustee lawfully appointed, such receiver or trustee may similarly appoint a successor to fill such vacancy until a new Fiscal Agent s hall be so appointed by the Governmental Lender. If, within 60 days after such resignation, removal or incapability or the occurrence of such vacancy, the Governmental Lender has failed to so appoint a successor Fiscal Agent, then a successor Fiscal Agent shall be appointed by the Funding Lender (from any of the institutions approved by the Governmental Lender to serve as a fiscal agent or trustee) with Written Notice thereof delivered to the Governmental Lender, the Borrower, the Servicer, if any, and the retiring Fiscal Agent, and the successor Fiscal Agent so appointed shall, forthwith upon its acceptance of such appointment, become the successor Fiscal Agent and supersede the successor Fiscal Agent appointed by such receiver or Fiscal Agent. If no succ essor Fiscal Agent Page 325 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 41 4864-7914-0946/024036-0096 shall have been appointed by the Governmental Lender or the Funding Lender and accepted appointment within 60 days after such resignation, removal or incapability or the occurrence of such vacancy, the Fiscal Agent may petition any court of competent jurisdiction for the appointment of a successor Fiscal Agent. (e) The retiring Fiscal Agent shall cause Written Notice of each resignation and each removal of the Fiscal Agent and each appointment of a successor Fiscal Agent to be provided to the Funding Lender. Each notice shall include the name of the successor Fiscal Agent and the address of the office of the successor Fiscal Agent. Section 11.11 Acceptance of Appointment by Successor. (a) Every successor Fiscal Agent appointed hereunder shall execute, acknowledge and deliver to the Governmental Lender and to the retiring Fiscal Agent an instrument accepting such appointment, and thereupon the resignation or removal of the retiring Fiscal Agent shall become effective and such successor Fiscal Agent, with out any further act, deed or conveyance, shall become vested with all the estates, properties, rights, powers and duties of the retiring Fiscal Agent; notwithstanding the foregoing, on request of the Governmental Lender or the successor Fiscal Agent, such retiring Fiscal Agent shall, upon payment of its charges, execute and deliver an instrument conveying and transferring to such successor Fiscal Agent all the estates, properties, rights, powers and trusts of the retiring Fiscal Agent, and shall duly assign , transfer and deliver to such successor Fiscal Agent all property and money held by such retiring Fiscal Agent hereunder. Upon request of any such successor Fiscal Agent, the Governmental Lender shall execute any and all instruments for more fully and certainly vesting in and confirming to such successor Fiscal Agent all such estates, properties, rights and powers. (b) No successor Fiscal Agent shall accept its appointment unless at the time of such acceptance such successor Fiscal Agent shall be qualified and eligible under this Article, to the extent operative. Section 11.12 Merger, Conversion, Consolidation or Succession to Business. Any corporation into which the Fiscal Agent may be merged or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Fiscal Agent shall be a party, or any corporation succeeding to all or substantially all of the corporate trust business of the Fiscal Agent, shall be the successor of the Fiscal Agent hereunder, provided such c orporation shall be otherwise qualified and eligible under this Article, to the extent operative, without the execution or filing of any paper or any further act on the part of any of the parties hereto. Notwithstanding the foregoing, any such successor Fiscal Agent shall cause Written Notice of such succession to be delivered to the Funding Lender within 30 days of such succession. Section 11.13 Appointment of Co-Fiscal Agent. It is recognized that in case of litigation under this Funding Loan Agreement, the Borrower Loan Agreement, any other Borrower Loan Document or the Regulatory Agreement, and in particular in case of the enforcement of any of them on default, or in case the Fiscal Agent deems that by reason of any present or future law of any jurisdiction it may not exercise any of the powers, rights or remedies herein granted to the Fiscal Agent or hold title to the properties, as herein provided, or take any other action which may be desirable or necessary in connection therewith, it may be necessary that the Fis cal Agent appoint an additional individual or institution as a separate or co-fiscal agent. The following provisions of this Section are adopted to these ends. Page 326 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 42 4864-7914-0946/024036-0096 The Fiscal Agent is hereby authorized to appoint an additional individual or institution as a separate or co-fiscal agent hereunder, upon Written Notice to the Governmental Lender, the Funding Lender and the Borrower, and with the consent of the Governmental Lender and the Funding Lender, but without the necessity of further authorization or consent , in which event each and every remedy, power, right, claim, demand, cause of action, immunity, estate, title, interest and lien expressed or intended by this Funding Loan Agreement, any Borrower Loan Document, the Regulatory Agreement or the Borrower Loan Agreement to be exercised by or vested in or conveyed to the Fiscal Agent with respect thereto shall be exercisable by and vest in such separate or co -fiscal agent but only to the extent necessary to exercise such powers, rights and remedies, and every co venant and obligation necessary to the exercise thereof by such separate or co -fiscal agent shall run to and be enforceable by either of them. Should any instrument in writing from the Governmental Lender be required by the separate fiscal agent or co-fiscal agent appointed by the Fiscal Agent for more fully and certainly vesting in and confirming to him or it such properties, rights, powers, duties and obligations, any and all such instruments in writing shall, on request of the Fiscal Agent, be executed, acknowledged and delivered by the Governmental Lender. In case any separate fiscal agent or co -fiscal agent, or a successor to either, shall die, become incapable of acting, resign or be removed, all the estates, properties, rights, powers, duties and obligations of such separate fiscal agent or co-fiscal agent, so far as permitted by law, shall vest in and be exercised by the Fiscal Agent until the appointment of a successor to such separate fiscal agent or co fiscal agent. Section 11.14 Loan Servicing. The Governmental Lender and the Fiscal Agent acknowledge that the Funding Lender shall have the right to appoint a Servicer to service and administer the Funding Loan and the Borrower Loan as set forth in a Servicing Agreement. The Governmental Lender and the Fiscal Agent shall not be responsible for monitoring the performance of any Servicer or for any acts or omissions of such Servicer. The Funding Lender may, in its sole discretion, terminate or replace the Servicer. Section 11.15 No Recourse Against Officers or Employees of Fiscal Agent. No recourse with respect to any claim related to any obligation, duty or agreement contained in this Funding Loan Agreement or any other Funding Loan Document shall be had against any officer or employee, as such, of the Fiscal Agent, it being expressly understood that the obligations, duties and agreements of the Fiscal Agent contained in this Funding Loan Agreement and the other Funding Loan Documents are solely corporate in nature. ARTICLE XII MISCELLANEOUS Section 12.1 Notices. All notices, demands, requests and other communications required or permitted to be given by any provision of this Funding Loan Agreement shall be in writing and sent by first class, regular, registered or certified mail, commercial delivery service, overnight courier, telegraph, telex, telecopier or facsimile transmission, air or other courier, hand delivery, to the party to be notified addressed as follows: Page 327 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 43 4864-7914-0946/024036-0096 If to the Fiscal Agent: U.S. Bank Trust Company, National Association Global Corporate Trust 633 West 5th Street, 24th Floor Lo s Angeles, California 90071 Attention: Ismael Diaz Ref: CV MF (Otay Ranch Apartments) 2023 Telephone: (213) 615-6063 Facsimile: (213) 615-6197 If to the Governmental Lender: Chula Vista Housing Authority 276 Fourth Avenue Chula Vista, California 91910 Attention: Executive Director Telephone: (619) 691-5263 If to the Borrower: Otay Affordable I V8, L.P. c/o Otay Affordable I V8, LLC 11150 W. Olympic Blvd. Suite 620 Los Angeles, CA 90064 Telephone: (310) 575-3543 x126 Facsimile: (310) 575-3563 Attn: Senior Project Manager with a copy to: Bocarsly, Emden, Cowan, Esmail & Arndt, LLP 633 West Fifth Street, 64th Floor Los Angeles, California 90071 Attention: Nicole Deddens Telephone: (213) 239-8029 If to the Equity Investor: BF Otay Ranch, LLLP c/o Boston Financial Investment Management, LP 101 Arch Street, 13th Floor Boston, MA 02110 Attention: Asset Management (Otay Ranch) with a copy to: Holland & Knight 10 St. James Avenue, 11th Floor Boston, MA 02116 Attention: Kristen M. Kassetta, Esq. Telephone: (617) 573-5875 If to the Funding Lender: Citibank, N.A. 388 Greenwich Street, Trading 6th Floor New York, New York 10013 Attention: Transaction Management Group Re: Otay Ranch Apartments Deal ID # 60000682 Facsimile: (212) 723-8209 Page 328 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 44 4864-7914-0946/024036-0096 and to: Citibank, N.A. 325 East Hillcrest Drive, Suite 160 Thousand Oaks, California 91360 Attention: Operations Manager/Asset Manager Re: Otay Ranch Apartments Deal ID # 60000682 Facsimile: (805) 557-0924 prior to the Conversion Date, with a copy to: Citibank, N.A. 388 Greenwich Street, Trading 6th Floor New York, New York 10013 Attention: Account Specialist Re: Otay Ranch Apartments Deal ID# 60000682 Facsimile: (212) 723-8209 following the Conversion Date with a copy to: Citibank, N.A. c/o Berkadia Commercial Servicing Department 323 Norristown Road, Suite 300 Ambler, Pennsylvania 19002 Attention: Client Relations Manager Re: Otay Ranch Apartments Deal ID# 60000682 Facsimile: (215) 328-0305 and a copy of any notices of default sent to: Citibank, N.A. 388 Greenwich Street, 17th Floor New York, New York 10013 Attention: General Counsel’s Office Re: Otay Ranch Apartments Deal ID# 60000682 Facsimile: (646) 291-5754 Any such notice, demand, request or communication shall be deemed to have been given and received for all purposes under this Funding Loan Agreement: (i) three Business Days after the same is deposited in any official depository or receptacle of the United States Postal Service first class, or, if applicable, certified mail, return receipt requested, postage prepaid; (ii) on the date of transmission when delivered by telecopier or facsimile transmission, telex, telegraph or other telecommunication device, provided any telecopy or other electronic transmission received by any party after 4:00 p.m., local time, as evidenced by the time shown on such transmission, shall be deemed to have been received the following Business Day; (iii) on the next Business Day after the same is deposited with a nationally recognized overnight delivery service that guarantees over night delivery; and (iv) on the date of actual delivery to such party by any other means; provided, however, if the day such notice, Page 329 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 45 4864-7914-0946/024036-0096 demand, request or communication shall be deemed to have been given and received as aforesaid is not a Business Day, such notice, demand, request or communication shall be deemed to have been given and received on the next Business Day. Any facsimile signature by a Person on a document, notice, demand, request or communication required or permitted by this Funding Loan Agreem ent shall constitute a legal, valid and binding execution thereof by such Person. Any party to this Funding Loan Agreement may change such party’s address for the purpose of notice, demands, requests and communications required or permitted under this Fund ing Loan Agreement by providing written notice of such change of address to all of the parties by written notice as provided herein. Section 12.2 Term of Funding Loan Agreement. This Funding Loan Agreement shall be in full force and effect until all payment obligation s of the Governmental Lender hereunder have been paid in full and the Funding Loan has been retired or the payment thereof has been provided for; except that on and after payment in full of the Governmental Lender Notes, this Funding Loan Agreement shall be terminated, without further action by the parties hereto. Section 12.3 Successors and Assigns. All covenants and agreements in this Funding Loan Agreement by the Governmental Lender shall bind its successors and assigns, whether so expressed or not. Section 12.4 Legal Holidays. In any case in which the date of payment of any amount due hereunder or the date on which any other act is to be performed pursuant to this Funding Loan Agreement shall be a day that is not a Business Day, then payment of such amount or such act need not be made on such date but may be made on the next succeeding Business Day, and such later payment or such act shall have the same force and effect as if made on the date of payment or the date fixed for prepayment or the date fixed for such act, and no additional interest shall accrue for the period from and after such date and prior to the date of payment. Section 12.5 Governing Law. This Funding Loan Agreement shall be governed by and shall be enforceable in accordance with the laws of the State applicable to contract s made and performed in the State. Section 12.6 Severability. If any provision of this Funding Loan Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions shall not in any way be affected or impaired. In case any covenant, stipulation, obligation or agreement contained in the Governmental Lender Notes or in this Funding Loan Agreement shall for any reason be held to be usurious or in violation of law, then such covenant, stipulation, obligation or agreement shall be deemed to be the covenant, stipulation, obligation or agreement of the Governmental Lender or the Funding Lender only to the full extent permitted by law. Section 12.7 Execution in Several Counterparts. This Funding Loan Agreement may be contemporaneously executed in several counterparts, all of which shall constitute one and the same instrument and each of which shall be, and shall be deemed to be, an original. Section 12.8 Nonrecourse Obligation of the Borrower. Except as otherwise provided in the Borrower Loan Agreement, any obligations of the Borrower under this Funding Loan Agreement are without recourse to the Borrower or to the Borrower’s partners or members, as the case may be, Page 330 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 46 4864-7914-0946/024036-0096 and the provisions of Section 11.1 of the Borrower Loan Agreement are by this reference incorporated herein. Section 12.9 Waiver of Trial by Jury. IF AND TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, EACH OF THE GOVERNMENTAL LENDER AND THE FUNDING LENDER (A) COVENANTS AND AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT OF THIS FUNDING LOAN AGREEMENT OR THE RELATIONSHIP BETWEEN THE PARTIES THAT IS TRIABLE OF RIGHT BY A JURY AND (B) WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL COUNSEL. IF FOR ANY REASON THIS WAIVER IS DETERMINED TO BE UNENFORCEABLE, ALL DISPUTES WILL BE RESOLVED BY JUDICIAL REFERENCE PURSUANT TO THE PROCEDURES SET FORTH IN THE SECURITY INSTRUMENT. Section 12.10 Electronic Transactions. The transactions described in this Funding Loan Agreement may be conducted and the related documents may be stored by electro nic means. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and valid counterparts of such original documents for all purposes, including the filing of any claim, action or suit in the appropriate court of law. Section 12.11 Reference Date. This Funding Loan Agreement is dated for reference purposes only as of the first day of March, 2023. [Remainder of Page Intentionally Left Blank] Page 331 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda [Signature Page to Funding Loan Agreement – Otay Ranch Apartments] S-1 4864-7914-0946/024036-0096 IN WITNESS WHEREOF, the Funding Lender, the Fiscal Agent and the Governmental Lender have caused this Funding Loan Agreement to be duly executed as of the date first written above. FUNDING LENDER: CITIBANK, N.A. By: Name: Sonia M. Rahm Title: Authorized Signatory GOVERNMENTAL LENDER: CHULA VISTA HOUSING AUTHORITY By: Executive Director FISCAL AGENT: U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Fiscal Agent By: Authorized Signatory Page 332 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1-1 4864-7914-0946/024036-0096 EXHIBIT A-1 FORM OF TAX EXEMPT GOVERNMENTAL LENDER NOTE THIS NOTE MAY BE OWNED ONLY BY A PERMITTED TRANSFEREE IN ACCORDANCE WITH THE TERMS OF THE FUNDING LOAN AGREEMENT, AND THE HOLDER HEREOF, BY THE ACCEPTANCE OF THIS FUNDING LOAN AGREEMENT (A) REPRESENTS THAT IT IS A PERMITTED TRANSFEREE AND (B) ACKNOWLEDGES THAT IT CAN ONLY TRANSFER THIS GOVERNMENTAL LENDER NOTE TO ANOTHER PERMITTED TRANSFEREE IN ACCORDANCE WITH THE TERMS OF THE FUNDING LOAN AGREEMENT. CHULA VISTA HOUSING AUTHORITY MULTIFAMILY HOUSING REVENUE NOTE (OTAY RANCH APARTMENTS), 2023 SERIES A-1 (TAX EXEMPT) $_____________ March __, 2023 FOR VALUE RECEIVED, the undersigned CHULA VISTA HOUSING AUTHORITY (“Obligor”) promises to pay to the order of CITIBANK, N.A. (“Holder”) the maximum principal sum of __________ DOLLARS ($_____________), on __________, 20__, or earlier as provided herein, together with interest thereon at the rates, at the times and in the amounts provided below. Obligor shall pay to the Holder on or before each date on which payment is due under that certain Funding Loan Agreement, dated as of March 1, 2023 (the “Funding Loan Agreement”), among Obligor, Holder and U.S. Bank Trust Company, National Association, as fiscal agent (“Fiscal Agent”), an amount in immediately available funds sufficient to pay the principal amount of and Prepayment Premium, if any, on this Governmental Lender Note then due and payable, whether by maturity, acceleration, prepayment or otherwise. In the event that amounts held derived from proceeds of this Governmental Lender Note, condemnation awards or insurance proceeds or investment earnings thereon are applied to the payment of principal due on this Governmental Lender Note in accordance with the Funding Loan Agreement, the principal amount due hereunder shall be reduced to the extent of the principal amount of this Governmental Lender Note so paid. Capitalized terms not otherwise defined herein shall have the meaning assigned in the Funding Loan Agreement. Obligor shall pay to the Holder on or before each date on which interest on the Funding Loan is payable interest on the unpaid balance hereof in an amount in immediately available funds sufficient to pay the interest on this Governmental Lender Note then due and payable in the amounts and at the rate or rates set forth in the Funding Loan Agreement. This Governmental Lender Note is a pass-through obligation relating to a construction and permanent loan (the “Borrower Loan”) made by Obligor from proceeds of the Funding Loan to OTAY AFFORDABLE I V8, L.P., a California limited partnership, as borrower (the “Borro wer”), under that certain Borrower Loan Agreement, dated as of March 1, 2023, (as the same may be modified, amended or supplemented from time to time, the “Borrower Loan Agreement”), between the Obligor and the Borrower, evidenced by the Tax Exempt Borrower Note (as defined in the Borrower Loan Agreement). Reference is made to the Borrower Loan Agreement and to the Tax Page 333 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1-2 4864-7914-0946/024036-0096 Exempt Borrower Note for complete payment and prepayment terms of the Tax Exempt Borrower Note, payments on which are passed-through under this Governmental Lender Note. This Governmental Lender Note is a limited obligation of the Obligor, payable solely from the Pledged Revenues and other funds and moneys and Security pledged and assigned under the Funding Loan Agreement. None of the Governmental Lender, the State, or any political subdivision thereof (except the Governmental Lender, to the limited extent set forth herein) or any public agency shall in any event be liable for the payment of the principal of, premium (if any) or interest on t his Governmental Lender Note or the Funding Loan or for the performance of any pledge, obligation or agreement of any kind whatsoever with respect thereto except as set forth herein and in the Funding Loan Agreement, and none of the Funding Loan or this Governmental Lender Note or any of the Governmental Lender’s agreements or obligations with respect to the Funding Loan or this Governmental Lender Note shall be construed to constitute an indebtedness of or a pledge of the faith and credit of or a loan of the credit of or a moral obligation of any of the foregoing within the meaning of any constitutional or statutory provision whatsoever. The Governmental Lender has no taxing power. All capitalized terms used but not defined herein shall have the meanings a scribed to them in the Funding Loan Agreement or in the Borrower Loan Agreement. This Governmental Lender Note is subject to the express condition that at no time shall interest be payable on this Governmental Lender Note or the Funding Loan at a rate in e xcess of the Maximum Rate provided in the Funding Loan Agreement; and Obligor shall not be obligated or required to pay, nor shall the Holder be permitted to charge or collect, interest at a rate in excess of such Maximum Rate. If by the terms of this Governmental Lender Note or of the Funding Loan Agreement, Obligor is required to pay interest at a rate in excess of such Maximum Rate, the rate of interest hereunder or thereunder shall be deemed to be reduced immediately and automatically to such Maximum Rate, and any such excess payment previously made shall be immediately and automatically applied to the unpaid balance of the principal sum hereof and not to the payment of interest. Amounts payable hereunder representing late payments, penalty payments or the like shall be payable to the extent allowed by law. This Governmental Lender Note is subject to all of the terms, conditions, and provisions of the Funding Loan Agreement, including those respecting prepayment and the acceleration of maturity and those respecting limitations of liability in Article V of the Funding Loan Agreement. If there is an Event of Default under the Funding Loan Documents, then in any such event and subject to the requirements set forth in the Funding Loan Agreement, the Holder ma y declare the entire unpaid principal balance of this Governmental Lender Note and accrued interest, if any, due and payable at once. All of the covenants, conditions and agreements contained in the Funding Loan Documents are hereby made part of this Governmental Lender Note. No delay or omission on the part of the Holder in exercising any remedy, right or option under this Governmental Lender Note or the Funding Loan Documents shall operate as a waiver of such remedy, right or option. In any event a waiver on any one occasion shall not be construed as a waiver or bar to any such remedy, right or option on a future occasion. The rights, remedies and options of the Holder under this Governmental Lender Note and the Funding Loan Documents are Page 334 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1-3 4864-7914-0946/024036-0096 and shall be cumulative and are in addition to all of the rights, remedies and options of the Holder at law or in equity or under any other agreement. Obligor shall pay all costs of collection on demand by the Holder, including without limitation, reasonable attorneys’ fees and disbursements, which costs may be added to the indebtedness hereunder, together with interest thereon, to the extent allowed by law, as set forth in the Funding Loan Agreement. This Governmental Lender Note may not be changed orally. Presentment for payment, notice of dishonor, protest and notice of protest are hereby waived. The acceptance by the Holder of any amount after the same is due shall not constitute a waiver of the right to require prompt payment, when due, of all other amounts due hereunder. The acceptance by the Holder of any sum in an amount less than the amount then due shall be deemed an acceptance on account only and upon condition that such acceptance shall not constitute a waiver of the obligation of Obligor to pay the entire sum then due, and Obligor’s failure to pay such amount then due shall be and continue to be a default notwithstanding such acceptance of such amount on account, as aforesaid. Consent by the Holder to any action of Obligor which is subject to consent or approval of the Holder hereunder shall not be deemed a waiver of the right to require such consent or approval to future or successive actions. This Governmental Lender Note (and the portion of the Funding Loan that it represents), and any interests herein or therein, are transferable by the registered owner hereof, but only in the manner, subject to the limitations and upon payment of the charges provided in the Funding Loan Agreement. Upon such transfer a new fully registered Governmental Lender Note will b e issued to the transferee in exchange herefor. The Obligor, the Funding Lender and the Fiscal Agent may treat the registered owner hereof as the absolute owner hereof for all purposes, and the Obligor and the Funding Lender shall not be affected by any notice to the contrary. The Obligor hereby certifies that all of the conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of this Governmental Lender Note do exist, have happened and have been performed in due time, form and manner as required by the Constitution and laws of the State (including the Act) and that the amount of this Governmental Lender Note, together with all other indebtedness of the Obligor, does not exceed any limit prescribed by the Constitution or laws of the State. Page 335 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1-4 4864-7914-0946/024036-0096 IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Governmental Lender Note by its authorized representative as of the date first set forth above. The undersigned intends that this instrument shall be deemed to be signed and delivered as a sealed instrument. OBLIGOR: CHULA VISTA HOUSING AUTHORITY By: Executive Director [SEAL] ATTEST: By: Secretary [Signature Page to Tax Exempt Governmental Lender Note – Otay Ranch Apartments] Page 336 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1-5 4864-7914-0946/024036-0096 CERTIFICATE OF AUTHENTICATION This Governmental Lender Note is the Governmental Lender Note described in the within mentioned Funding Loan Agreement. Date of Authentication: __________________ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Fiscal Agent By Authorized Signatory [Signature Page to Tax Exempt Governmental Lender Note – Otay Ranch Apartments] Page 337 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-2-1 4864-7914-0946/024036-0096 EXHIBIT A-2 FORM OF TAXABLE GOVERNMENTAL LENDER NOTE THIS NOTE MAY BE OWNED ONLY BY A PERMITTED TRANSFEREE IN ACCORDANCE WITH THE TERMS OF THE FUNDING LOAN AGREEMENT, AND THE HOLDER HEREOF, BY THE ACCEPTANCE OF THIS FUNDING LOAN AGREEMENT (A) REPRESENTS THAT IT IS A PERMITTED TRANSFEREE AND (B) ACKNOWLEDGES THAT IT CAN ONLY TRANSFER THIS GOVERNMENTAL LENDER NOTE TO ANOTHER PERMITTED TRANSFEREE IN ACCORDANCE WITH THE TERMS OF THE FUNDING LOAN AGREEMENT. CHULA VISTA HOUSING AUTHORITY MULTIFAMILY HOUSING REVENUE NOTE (OTAY RANCH APARTMENTS), 2023 SERIES A-2 (TAXABLE) $_____________ March __, 2023 FOR VALUE RECEIVED, the undersigned CHULA VISTA HOUSING AUTHORITY (“Obligor”) promises to pay to the order of CITIBANK, N.A. (“Holder”) the maximum principal sum of ___________ DOLLARS ($_____________), on ______________, or earlier as provided herein, together with interest thereon at the rates, at the times and in the amounts provided below. Obligor shall pay to the Holder on or before each date on which payment is due under that certain Funding Loan Agreement, dated as of March 1, 2023 (the “Funding Loan Agreement”), among Obligor, Holder and U.S. Bank Trust Company, National Association, as fiscal agent (“Fiscal Agent”), an amount in immediately available funds sufficient to pay the principal amount of and Prepayment Premium, if any, on this Governmental Lender Note then due and payable, whether by maturity, acceleration, prepayment or otherwise. In the event that amounts held derived from proceeds of this Governmental Lender Note, condemnation awards or insurance proceeds or investment earnings thereon are applied to the payment of principal due on this Governmental Lender Note in accordance with the Funding Loan Agreement, the principal amount due hereunder shall be reduced to the extent of the principal amount of this Governmental Lender Note so paid. Capitalized terms not otherwise defined herein shall have the meaning assigned in the Funding Loan Agreement. Obligor shall pay to the Holder on or before each date on which interest on the Funding Loan is payable interest on the unpaid balance hereof in an amount in immediately available funds sufficient to pay the interest on this Governmental Lender Note then due and payable in the amounts and at the rate or rates set forth in the Funding Loan Agreement. This Governmental Lender Note is a pass-through obligation relating to a construction and permanent loan (the “Borrower Loan”) made by Obligor from proceeds of the Funding Loan to OTAY AFFORDABLE I V8, L.P., a California limited partnership, as borrower (the “Borro wer”), under that certain Borrower Loan Agreement, dated as of March 1, 2023, (as the same may be modified, amended or supplemented from time to time, the “Borrower Loan Agreement”), between the Obligor and the Borrower, evidenced by the Taxable Borrower Note (as defined in the Borrower Loan Agreement). Reference is made to the Borrower Loan Agreement and to the Taxable Borrower Page 338 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-2-2 4864-7914-0946/024036-0096 Note for complete payment and prepayment terms of the Taxable Borrower Note, payments on which are passed-through under this Governmental Lender Note. This Governmental Lender Note is a limited obligation of the Obligor, payable solely from the Pledged Revenues and other funds and moneys and Security pledged and assigned under the Funding Loan Agreement. None of the Governmental Le nder, the State, or any political subdivision thereof (except the Governmental Lender, to the limited extent set forth herein) or any public agency shall in any event be liable for the payment of the principal of, premium (if any) or interest on this Governmental Lender Note or the Funding Loan or for the performance of any pledge, obligation or agreement of any kind whatsoever with respect thereto except as set forth herein and in the Funding Loan Agreement, and none of the Funding Loan or this Governmenta l Lender Note or any of the Governmental Lender’s agreements or obligations with respect to the Funding Loan or this Governmental Lender Note shall be construed to constitute an indebtedness of or a pledge of the faith and credit of or a loan of the credit of or a moral obligation of any of the foregoing within the meaning of any constitutional or statutory provision whatsoever. The Governmental Lender has no taxing power. All capitalized terms used but not defined herein shall have the meanings ascribed t o them in the Funding Loan Agreement or in the Borrower Loan Agreement. This Governmental Lender Note is subject to the express condition that at no time shall interest be payable on this Governmental Lender Note or the Funding Loan at a rate in excess of the Maximum Rate provided in the Funding Loan Agreement; and Obligor shall not be obligated or required to pay, nor shall the Holder be permitted to charge or collect, interest at a rate in excess of such Maximum Rate. If by the terms of this Governmental Lender Note or of the Funding Loan Agreement, Obligor is required to pay interest at a rate in excess of such Maximum Rate, the rate of interest hereunder or thereunder shall be deemed to be reduced immediately and automatically to such Maximum Rate, and any such excess payment previously made shall be immediately and automatically applied to the unpaid balance of the principal sum hereof and not to the payment of interest. Amounts payable hereunder representing late payments, penalty payments or the like shall be payable to the extent allowed by law. This Governmental Lender Note is subject to all of the terms, conditions, and provisions of the Funding Loan Agreement, including those respecting prepayment and the acceleration of maturity and those respecting limitations of liability in Article V of the Funding Loan Agreement. If there is an Event of Default under the Funding Loan Documents, then in any such event and subject to the requirements set forth in the Funding Loan Agreement, the Holder may declare the entire unpaid principal balance of this Governmental Lender Note and accrued interest, if any, due and payable at once. All of the covenants, conditions and agreements contained in the Funding Loan Documents are hereby made part of this Governmental Lender Note. No delay or omission on the part of the Holder in exercising any remedy, right or option under this Governmental Lender Note or the Funding Loan Documents shall operate as a waiver of such remedy, right or option. In any event a waiver on any one occasion shall not be construed as a waiver or bar to any such remedy, right or option on a future occasion. The rights, remedies and options of the Holder under this Governmental Lender Note and the Funding Loan Documents are Page 339 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-2-3 4864-7914-0946/024036-0096 and shall be cumulative and are in addition to all of the rights, remedies and options of the Holder at law or in equity or under any other agreement. Obligor shall pay all costs of collection on demand by the Holder, including without limitation, reasonable attorneys’ fees and disbursements, which costs may be added to the indebtedness hereunder, together with interest thereon, to the extent allowed by law, as set forth in the Funding Loan Agreement. This Governmental Lender Note may not be changed orally. Presentment for payme nt, notice of dishonor, protest and notice of protest are hereby waived. The acceptance by the Holder of any amount after the same is due shall not constitute a waiver of the right to require prompt payment, when due, of all other amounts due hereunder. The acceptance by the Holder of any sum in an amount less than the amount then due shall be deemed an acceptance on account only and upon condition that such acceptance shall not constitute a waiver of the obligation of Obligor to pay the entire sum then due, and Obligor’s failure to pay such amount then due shall be and continue to be a default notwithstanding such acceptance of such amount on account, as aforesaid. Consent by the Holder to any action of Obligor which is subject to consent or approval of the Holder hereunder shall not be deemed a waiver of the right to require such consent or approval to future or successive actions. This Governmental Lender Note (and the portion of the Funding Loan that it represents), and any interests herein or therein, are transferable by the registered owner hereof, but only in the manner, subject to the limitations and upon payment of the charges provided in the Funding Loan Agreement. Upon such transfer a new fully registered Governmental Lender Note will be issued to the transferee in exchange herefor. The Obligor, the Funding Lender and the Fiscal Agent may treat the registered owner hereof as the absolute owner hereof for all purposes, and the Obligor and the Funding Lender shall not be affected by any notice to the contrary. The Obligor hereby certifies that all of the conditions, things and acts required to exist, to have happened and to have been performed precedent to and in the issuance of this Governmental Lender Note do exist, have happened and have been performed in due time, form and manner as required by the Constitution and laws of the State (including the Act) and that the amount of this Governmental Lender Note, together with all other indebtedness of the Obligor, does not exceed any limit prescribed by the Constitution or laws of the State. Page 340 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-2-4 4864-7914-0946/024036-0096 IN WITNESS WHEREOF, the undersigned has duly executed and delivered this Governmental Lender Note by its authorized representative as of the date first set forth above. The undersigned intends that this instrument shall be deemed to be signed and delivered as a sealed instrument. OBLIGOR: CHULA VISTA HOUSING AUTHORITY By: Executive Director [SEAL] ATTEST: By: Secretary [Signature Page to Taxable Governmental Lender Note – Otay Ranch Apartments] Page 341 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-2-5 4864-7914-0946/024036-0096 CERTIFICATE OF AUTHENTICATION This Governmental Lender Note is the Governmental Lender Note described in the within mentioned Funding Loan Agreement. Date of Authentication: __________________ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Fiscal Agent By Authorized Signatory [Signature Page to Taxable Governmental Lender Note – Otay Ranch Apartments] Page 342 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda B-1 4864-7914-0946/024036-0096 EXHIBIT B FORM OF REQUIRED TRANSFEREE REPRESENTATIONS [_________________, 20__] The undersigned, as holder (the “Holder”) of a loan (the “Funding Loan”) in the maximum principal amount of $_____________ from CITIBANK, N.A. (“Funding Lender”) to CHULA VISTA HOUSING AUTHORITY (“Governmental Lender”) pursuant to a Funding Loan Agreement dated as of March 1, 2023 (the “Funding Loan Agreement”) among the Funding Lender, the Governmental Lender and U.S. Bank Trust Company, National Association, as fiscal agent (the “Funding Loan”), evidenced by the Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt) and the Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable) (collectively, the “Governmental Lender Notes”), or an interest therein, hereby represents that: 1. The Holder has sufficient knowledge and experience in financial and business matters with respect to the evaluation of residential real estate developments such as the Project to be able to evaluate the risk and merits of the investment represented by the Funding Loan. We are able to bear the economic risks of such investment. 2. The Holder acknowledges that it has either been supplied with or been given access to information, including financial statements and other financial information, to which a reasonable investor would attach significance in making investment decisions, and the Holder has had the opportunity to ask questions and receive answers from knowledgeable individuals co ncerning the Governmental Lender, the Project, the use of proceeds of the Funding Loan and the Funding Loan and the security therefor so that, as a reasonable investor, the Holder has been able to make its decision to [extend/purchase] the Funding Loan [or an interest therein]. In entering into this transaction, the Holder acknowledges that it has not relied upon any representations or opinions of the Governmental Lender relating to the legal consequences to the Funding Lender or other aspects of its making the Funding Loan and acquiring the Governmental Lender Notes, nor has it looked to or expected, the Governmental Lender to undertake or require any credit investigation or due diligence reviews relating to the Borrower, its financial condition or busines s operations, the Project (including the financing or management thereof), or any other matter pertaining to the merits or risks of the transactions contemplated by the Funding Loan Agreement and the Borrower Loan Agreement, or the adequacy of the funds pledged to the Funding Lender to secure repayment of the Governmental Lender Note. 3. The Holder is an Approved Transferee. 4. The Holder acknowledges that it is purchasing [an interest in] the Funding Loan for investment for its own account and not with a present view toward resale or the distribution thereof, in that it does not now intend to resell or otherwise dispose of all or any part of its interests in the Funding Loan; provided, however, that the Holder may sell or transfer the Governmental Lender Notes and the Funding Loan as provided in Section 2.4 of the Funding Loan Agreement. 5. In the event any placement memorandum to be provided to any subsequent buyer or beneficial owner of such portion of the Funding Loan will disclose information with respec t to the Page 343 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda B-2 4864-7914-0946/024036-0096 Governmental Lender other than its name, location and type of political subdivision and general information with respect to the Funding Loan and Borrower Loan and related documents, the Holder will provide the Governmental Lender with a draft of such placement memorandum and the Governmental Lender shall have the right to approve any description of the Governmental Lender therein (which approval shall not be unreasonably withheld). 6. The Holder understands that the Funding Loan is a limited obliga tion of the Governmental Lender; payable solely from funds and moneys pledged and assigned under the Funding Loan Agreement, and that the liabilities and obligations of the Governmental Lender with respect to the Funding Loan are expressly limited as set forth in the Funding Loan Agreement and related documents. 7. Capitalized terms used herein and not otherwise defined have the meanings given such terms in the Funding Loan Agreement. [_______________], as Holder By Name Its Page 344 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda C-1 4864-7914-0946/024036-0096 EXHIBIT C FORM OF WRITTEN REQUISITION OF THE BORROWER – PROJECT FUND Draw #______ To: U.S. Bank Trust Company, National Association, as Fiscal Agent (the “Fiscal Agent”) under that certain Funding Loan Agreement, dated as of March 1, 2023, among Citibank, N.A., as Funding Lender, the Chula Vista Housing Authority, as Governmental Lender, and the Fiscal Agent (the “Funding Loan Agreement”), pursuant to which the Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt) (the “Tax Exempt Governmental Lender Note”) and the Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable) (the “Taxable Governmental Lender Note,” and, together with the Tax Exempt Governmental Lender Note, the “Governmental Lender Notes”) were issued. 1. You are requested to disburse funds from the Project Fund pursuant to Section 7.7 of the Funding Loan Agreement in the amount(s) and to the person(s) as follows: [Insert grid (see below) summarizing all funds, including amount, source and payee, which are being requisitioned from the Fiscal Agent pursuant to this requisition.] Amount Funding Source Payable To 2. The undersigned certifies that: (i) the obligation stated on the requisition has been incurred in or about the rehabilitation or equipping of the Project, each item is a proper charge against the Project Fund, and the obligation has not been the basis for a prior requisition that has been paid; (ii) such requisition contains no items representing any Costs of Issuance or any other amount constituting an issuance cost under Section 147(g) of the Code, unless such item is being paid solely from the Equity Account of the Project Fund; (iii) not less than 97% of the sum of: (A) the amounts requisitioned by this Requisition to be funded with the proceeds of the Tax Exempt Governmental Lender Note plus (B) all amounts allocated to the Tax Exempt Governmental Lender Note previously disbursed from the Note Proceeds Account of the Project Fund, have been or will be applied by the Borrower to pay Qualified Project Costs; (iv) to the undersigned’s current, actual knowledge, as of the date hereof no e vent or condition has happened or is happening or exists that constitutes, or that with notice or lapse of time or both, would constitute, an Event of Default under the Funding Loan Agreement; and Page 345 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda C-2 4864-7914-0946/024036-0096 (v) attached as Schedule I to this Requisition is an exhibit that allocates the amount requested hereby from each account of the Project Fund among the sources for payment. 3. You hereby authorize Funding Lender to use the wire instructions contained in Exhibit E of the Funding Loan Agreement to wire the funds to, and Funding Lender may continue to rely on these instructions until it shall have received any written notice of modification or revocation from you. Dated:______________________ OTAY AFFORDABLE I V8, L.P., a California limited partnership By: FFAH V Otay Ranch I, LLC, a California limited liability company, its managing general partner By: FOUNDATION FOR AFFORDABLE HOUSING V, INC., a California nonprofit corporation its Sole Member By: Deborrah A. Willard President By: Otay Affordable I V8, LLC, a California limited liability company, its administrative general partner By: George Russo Chief Financial Officer OR By: Kasey Burke Vice President Page 346 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda C-3 4864-7914-0946/024036-0096 Approved by: CITIBANK, N.A., as Funding Lender By: Authorized Signer Page 347 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda D-1 4864-7914-0946/024036-0096 EXHIBIT D FORM OF WRITTEN REQUISITION OF THE BORROWER – CLOSING COSTS FUND To: U.S. Bank Trust Company, National Association, as Fiscal Agent (the “Fiscal Agent”) under that certain Funding Loan Agreement, dated as of March 1, 2023, among Citibank, N.A., as Funding Lender, Chula Vista Housing Authority, as Governmental Lender, and the Fiscal Agent (the “Funding Loan Agreement”). 1. You are requested to disburse funds from the Closing Costs Fund pursuant to Section 7.6 of the Funding Loan Agreement in the amount(s), to the person(s) and for the purpose(s) set forth on Schedule I attached hereto and incorporated herein by reference. An invoice or other appropriate evidence of the obligations described on Schedule I is attached hereto. All payments will be made by check or wire transfer in accordance with the payment instructions set forth on Schedule I (or on the attached invoice) and the Fiscal Agent shall ha ve no obligation to authenticate such payment instructions or the authority under which they were given. 2. The undersigned certifies that as of the date hereof no event or condition has happened or is happening or exists that constitutes, or that with notice or lapse of time or both, would constitute, an Event of Default under the Funding Loan Agreement. Dated: ____________________ BORROWER: OTAY AFFORDABLE I V8, L.P., a California limited partnership By: FFAH V Otay Ranch I, LLC, a California limited liability company, its managing general partner By: FOUNDATION FOR AFFORDABLE HOUSING V, INC., a California nonprofit corporation its Sole Member By: Deborrah A. Willard President Page 348 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda D-2 4864-7914-0946/024036-0096 By: Otay Affordable I V8, LLC, a California limited liability company, its administrative general partner By: George Russo Chief Financial Officer OR By: Kasey Burke Vice President The foregoing Requisition is hereby consented to: FUNDING LENDER: CITIBANK, N.A. By: Authorized Representative GOVERNMENTAL LENDER: CHULA VISTA HOUSING AUTHORITY By: Executive Director Page 349 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda D-3 4864-7914-0946/024036-0096 Schedule I Payment Instructions Payee Purpose Amount of Payment Page 350 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda E-1 4864-7914-0946/024036-0096 EXHIBIT E FISCAL AGENT WIRING INSTRUCTIONS Bank Name: U.S. Bank, N.A. Bank City and State: Minneapolis, MN ABA Number: 091000022 Account Name: U.S. Bank Trust N.A. Account Number: 180121167365 Reference: CV MF (Otay Ranch Apartments) 2023 Page 351 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Stradling Yocca Carlson & Rauth Draft dated March 9, 2023 4890-5837-9602/024036-0096 BORROWER LOAN AGREEMENT between the CHULA VISTA HOUSING AUTHORITY, as Governmental Lender and OTAY AFFORDABLE I V8, L.P., a California limited partnership as Borrower dated as of March 1, 2023 relating to: $________________ Funding Loan originated by CITIBANK, N.A., as Funding Lender from the proceeds of the $________________ Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt) $________________ Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable) The interest of the Governmental Lender in this Borrower Loan Agreement (except for certain rights described herein) has been pledged and assigned to Citibank, N.A., as funding lender (the “Funding Lender”), under that certain Funding Loan Agreement, of even date herewith, by and among Chula Vista Housing Authority (the “Governmental Lender”), U.S. Bank Trust Company, National Association, as fiscal agent, and the Funding Lender, under which the Funding Lender is originating a loan to the Governmental Lender the proceeds of which are to be used to fund the Borrower Loan made under this Borrower Loan Agreement. Page 352 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS Page i 4890-5837-9602/024036-0096 ARTICLE I DEFINITIONS; PRINCIPLES OF CONSTRUCTION Section 1.1 Specific Definitions ................................................................................................... 2 Section 1.2 Definitions ................................................................................................................. 2 ARTICLE II GENERAL Section 2.1 Origination of Borrower Loan ................................................................................. 17 Section 2.2 Security for the Funding Loan ................................................................................. 17 Section 2.3 Loan; Borrower Notes; Conditions to Closing ........................................................ 19 Section 2.4 Borrower Loan Payments ........................................................................................ 20 Section 2.5 Additional Borrower Payments ............................................................................... 21 Section 2.6 Overdue Payments; Payments in Default ................................................................ 22 Section 2.7 Calculation of Interest Payments and Deposits to Real Estate Related Reserve Funds .......................................................................................................... 22 Section 2.8 Grant of Security Interest; Application of Funds ..................................................... 22 Section 2.9 Marshalling; Payments Set Aside ............................................................................ 22 Section 2.10 Borrower Loan Disbursements ................................................................................ 23 ARTICLE III CONVERSION Section 3.1 Conversion Date and Extension of Outside Conversion Date ................................. 23 Section 3.2 Notice From Funding Lender; Funding Lender’s Calculation Final ....................... 23 Section 3.3 Mandatory Prepayment of the Borrower Loan ........................................................ 24 Section 3.4 Release of Remaining Loan Proceeds...................................................................... 24 Section 3.5 No Amendment ........................................................................................................ 24 Section 3.6 Determinations by Funding Lender ......................................................................... 24 ARTICLE IV REPRESENTATIONS AND WARRANTIES Section 4.1 Borrower Representations ........................................................................................ 25 ARTICLE V AFFIRMATIVE COVENANTS Section 5.1 Existence .................................................................................................................. 36 Section 5.2 Taxes and Other Charges ......................................................................................... 36 Section 5.3 Repairs; Maintenance and Compliance; Physical Condition ................................... 36 Section 5.4 Litigation .................................................................................................................. 36 Section 5.5 Performance of Other Agreements .......................................................................... 36 Section 5.6 Notices ..................................................................................................................... 37 Section 5.7 Cooperate in Legal Proceedings .............................................................................. 37 Section 5.8 Further Assurances .................................................................................................. 37 Section 5.9 Delivery of Financial Information ........................................................................... 38 Section 5.10 Environmental Matters ............................................................................................ 38 Section 5.11 Governmental Lender’s and Funding Lender’s Fees ............................................... 38 Section 5.12 Estoppel Statement .................................................................................................. 38 Page 353 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS (continued) Page ii 4890-5837-9602/024036-0096 Section 5.13 Defense of Actions ................................................................................................... 38 Section 5.14 Expenses .................................................................................................................. 39 Section 5.15 Indemnity ................................................................................................................. 40 Section 5.16 No Warranty of Condition or Suitability by the Governmental Lender or Funding Lender ........................................................................................................ 42 Section 5.17 Right of Access to the Project .................................................................................. 42 Section 5.18 Notice of Default ..................................................................................................... 42 Section 5.19 Covenant with Governmental Lender and Funding Lender .................................... 42 Section 5.20 Obligation of the Borrower to Construct or Rehabilitate the Project ...................... 43 Section 5.21 Maintenance of Insurance ........................................................................................ 43 Section 5.22 Information; Statements and Reports....................................................................... 43 Section 5.23 Additional Notices ................................................................................................... 44 Section 5.24 Compliance with Other Agreements; Legal Requirements ..................................... 45 Section 5.25 Completion and Maintenance of Project.................................................................. 45 Section 5.26 Fixtures .................................................................................................................... 46 Section 5.27 Income from Project ................................................................................................ 46 Section 5.28 Leases and Occupancy Agreements......................................................................... 46 Section 5.29 Project Agreements and Licenses ............................................................................ 47 Section 5.30 Payment of Debt Payments ...................................................................................... 47 Section 5.31 ERISA ...................................................................................................................... 47 Section 5.32 Patriot Act Compliance ............................................................................................ 47 Section 5.33 Funds from Equity Investor ..................................................................................... 48 Section 5.34 Tax Covenants ......................................................................................................... 48 Section 5.35 Payment of Rebate ................................................................................................... 53 Section 5.36 Covenants under Funding Loan Agreement ............................................................ 54 Section 5.37 Continuing Disclosure Agreement ........................................................................... 54 ARTICLE VI NEGATIVE COVENANTS Section 6.1 Management Agreement .......................................................................................... 54 Section 6.2 Dissolution ............................................................................................................... 55 Section 6.3 Change in Business or Operation of Property.......................................................... 55 Section 6.4 Debt Cancellation .................................................................................................... 55 Section 6.5 Assets ....................................................................................................................... 55 Section 6.6 Transfers .................................................................................................................. 55 Section 6.7 Debt .......................................................................................................................... 55 Section 6.8 Assignment of Rights ............................................................................................... 55 Section 6.9 Principal Place of Business ...................................................................................... 55 Section 6.10 Partnership Agreement ............................................................................................ 56 Section 6.11 ERISA ...................................................................................................................... 56 Section 6.12 No Hedging Arrangements ...................................................................................... 56 Section 6.13 Loans and Investments; Distributions; Related Party Payments ............................. 56 Section 6.14 Amendment of Related Documents or CC&R’s ...................................................... 56 Section 6.15 Personal Property ..................................................................................................... 57 Section 6.16 Fiscal Year ............................................................................................................... 57 Section 6.17 Publicity ................................................................................................................... 57 Section 6.18 Subordinate Loan Documents .................................................................................. 57 Page 354 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS (continued) Page iii 4890-5837-9602/024036-0096 ARTICLE VII RESERVED ARTICLE VIII DEFAULTS Section 8.1 Events of Default ..................................................................................................... 57 Section 8.2 Remedies .................................................................................................................. 63 ARTICLE IX SPECIAL PROVISIONS Section 9.1 Sale of Notes and Secondary Market Transaction ................................................... 66 ARTICLE X MISCELLANEOUS Section 10.1 Notices ..................................................................................................................... 69 Section 10.2 Brokers and Financial Advisors ............................................................................... 71 Section 10.3 Survival .................................................................................................................... 71 Section 10.4 Preferences ............................................................................................................... 72 Section 10.5 Waiver of Notice ...................................................................................................... 72 Section 10.6 Offsets, Counterclaims and Defenses ...................................................................... 72 Section 10.7 Publicity ................................................................................................................... 72 Section 10.8 Construction of Documents ..................................................................................... 73 Section 10.9 No Third Party Beneficiaries ................................................................................... 73 Section 10.10 Assignment .............................................................................................................. 73 Section 10.11 [Reserved] ................................................................................................................ 73 Section 10.12 Governmental Lender, Funding Lender and Servicer Not in Control; No Partnership ............................................................................................................... 73 Section 10.13 Release ..................................................................................................................... 74 Section 10.14 Term of Borrower Loan Agreement ........................................................................ 74 Section 10.15 Reimbursement of Expenses .................................................................................... 74 Section 10.16 Permitted Contests ................................................................................................... 74 Section 10.17 Funding Lender Approval of Instruments and Parties ............................................. 75 Section 10.18 Funding Lender Determination of Facts .................................................................. 75 Section 10.19 Calendar Months ...................................................................................................... 75 Section 10.20 Determinations by Lender ....................................................................................... 75 Section 10.21 Governing Law ........................................................................................................ 76 Section 10.22 Consent to Jurisdiction and Venue .......................................................................... 76 Section 10.23 Successors and Assigns ........................................................................................... 76 Section 10.24 Severability .............................................................................................................. 76 Section 10.25 Entire Agreement; Amendment and Waiver............................................................ 76 Section 10.26 Counterparts ............................................................................................................. 76 Section 10.27 Captions ................................................................................................................... 77 Section 10.28 Servicer .................................................................................................................... 77 Section 10.29 Beneficiary Parties as Third Party Beneficiary ........................................................ 77 Section 10.30 Waiver of Trial by Jury ............................................................................................ 77 Section 10.31 Time of the Essence ................................................................................................. 77 Page 355 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS (continued) Page iv 4890-5837-9602/024036-0096 Section 10.32 [Reserved] ................................................................................................................ 77 Section 10.33 Reference Date ......................................................................................................... 77 ARTICLE XI LIMITATIONS ON LIABILITY Section 11.1 Limitation on Liability ............................................................................................. 77 Section 11.2 Limitation on Liability of Governmental Lender .................................................... 77 Section 11.3 Waiver of Personal Liability .................................................................................... 78 Section 11.4 Limitation on Liability of Governmental Lender’s or Funding Lender’s Commissioners, Officers, Employees, Etc .............................................................. 78 Section 11.5 Delivery of Reports, Etc .......................................................................................... 79 Page 356 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4890-5837-9602/024036-0096 BORROWER LOAN AGREEMENT This Borrower Loan Agreement, dated as of March 1, 2023 (this “Borrower Loan Agreement”) is entered into by the CHULA VISTA HOUSING AUTHORITY, a public body corporate and politic, organized and existing under the la ws of the State of California (together with its successors and assigns, the “Governmental Lender”), and OTAY AFFORDABLE I V8, L.P., a California limited partnership (together with its successors and assigns, the “Borrower”). R E C I T A L S : WHEREAS, the Governmental Lender is a public body, corporate and politic, duly organized and validly existing under the laws of the State of California; and WHEREAS, the Governmental Lender is empowered pursuant to Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code (the “Act”) to: (a) make loans to any person to provide financing for residential rental developments located within the City of Chula Vista, California, and intended to be occupied in part or in whole by persons of low and moderate income; (b) borrow funds for the purpose of obtaining moneys to make such loans and provide such financing, to establish necessary reserve funds and to pay administrative costs and other costs incurred in connection with any such borrowing by the Governmental Lender; and (c) pledge all or any part of the revenues, receipts or resources of the Governmental Lender, including the revenues and receipts to be received by the Governmental Lender from or in connection with such loans, and to mortgage, pledge or grant security interests in such loans or other property of the Governmental Lender in order to secure the repayment of any such borrowing by the Governmental Lender; and WHEREAS, the Borrower previously requested and received a funding loan (the “2020 Funding Loan”) pursuant to that certain Funding Loan Agreement, by and among the Citibank, N.A. (the “Funding Lender”), the Governmental Lender and U.S. Bank Trust Company, National Association, formerly known as U.S. Bank National Association, as fiscal a gent (the “Fiscal Agent”), dated as of December 1, 2020 (the “2020 Funding Loan Agreement”), which was used to make a borrower loan (the “2020 Borrower Loan”) made pursuant to that certain Borrower Loan Agreement, by and between the Governmental Lender and the Borrower, dated as of December 1, 2020 (the “2020 Borrower Loan Agreement”), to finance a 173 unit plus 2 manager’s units multifamily rental housing project located at Northwest Corner of La Media Parkway South and Main Street East in the City of Chula Vista, County of San Diego, California, known as Otay Ranch Apartments (the “Project”); and WHEREAS, the Borrower has applied to the Governmental Lender for an additional loan (the “Borrower Loan”), for the acquisition, rehabilitation, development and eq uipping of the Project; and WHEREAS, the Borrower’s repayment obligations under this Borrower Loan Agreement are evidenced by the Borrower Notes, as defined herein; and WHEREAS, the Borrower has requested that the Governmental Lender enter into that certain Funding Loan Agreement, of even date herewith (the “Funding Loan Agreement”), among the Governmental Lender, the Fiscal Agent and the Funding Lender, under which the Funding Lender will make a loan (the “Funding Loan”) to the Governmental Lender (and the Governmental Page 357 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 4890-5837-9602/024036-0096 Lender will issue its Governmental Lender Notes (as defined herein) in connection therewith), the proceeds of which will be loaned under this Borrower Loan Agreement to the Borrower to provide additional financing for the acquisition and construction of the Project; and WHEREAS, the Borrower Loan is secured by, among other things, that certain Multifamily Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing (California) (as amended, restated and/or supplemented from time to time, the “Security Instrument”), of even date herewith and assigned to the Funding Lender to secure the Funding Loan, encumbering the Project, and will be advanced to the Borrower pursuant to this Borrower Loan Agreement, the Funding Loan Agreement and the Construction Funding Agreement (as defined herein); and A G R E E M E N T : NOW, THEREFORE, in consideration of the premises and the mutual representations, covenants and agreements herein contained, the parties hereto do hereby agree as follows: ARTICLE I DEFINITIONS; PRINCIPLES OF CONSTRUCTION Section 1.1 Specific Definitions. For all purposes of this Borrower Loan Agreement, except as otherwise expressly provided or unless the context otherwise requires: (a) Unless specifically defined herein, all capitalized terms shall h ave the meanings ascribed thereto in the Security Instrument or, if not defined in the Security Instrument, in the Funding Loan Agreement. (b) All accounting terms not otherwise defined herein shall have the meanings assigned to them, and all computations herein provided for shall be made, in accordance with GAAP. (c) All references in this instrument to designated “Articles,” “Sections” and other subdivisions are to the designated Articles, Sections and subdivisions of this instrument as originally executed. (d) All references in this instrument to a separate instrument are to such separate instrument as the same may be amended or supplemented from time to time pursuant to the applicable provisions thereof. (e) Unless otherwise specified, (i) all references to sections and schedules are to those in this Borrower Loan Agreement, (ii) the words “hereof,” “herein” and “hereunder” and words of similar import refer to this Borrower Loan Agreement as a whole and not to any particular provision, (iii) all definitions are equally applicable to the singular and plural forms of the terms defined and (iv) the word “including” means “including but not limited to.” Section 1.2 Definitions. The following terms, when used in this Borrower Loan Agreement (including when used in the above recitals), shall have the following meanings: “Act” shall have the meaning given to it in the recitals to this Borrower Loan Agreement. Page 358 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 4890-5837-9602/024036-0096 “Act of Bankruptcy” shall mean the filing of a petition in bankruptcy (or any other commencement of a bankruptcy or similar proceeding) under any applicable bankruptcy, insolvency, reorganization, or similar law, now or hereafter in effect; provided that, in the case of an involuntary proceeding, such proceeding is not dismissed within ninety (90) days after the commencement thereof. “ADA” shall have the meaning set forth in Section 4.1.38 hereof. “Additional Borrower Payments” shall mean the payments payable pursuant to Section 2.5 (Additional Borrower Payments), Section 2.6 (Overdue Payments; Payments in Default), Section 3.3.3 of the Construction Funding Agreement (Borrower Loan in Balance), Section 5.14 (Expenses), and Section 10 of the Borrower Notes (Voluntary and Involuntary Prepayments). “Administrative General Partner” shall mean Otay Affordable I V8, L.P., a California limited liability company. “Agreement of Environmental Indemnification” shall mean the Agreement of Environmental Indemnification, of even date herewith, executed by the Borrower and Guarantor for the benefit of the Beneficiary Parties (as defined therein) and any lawful holder, owner or pledgee of the Borrower Note from time to time. “Appraisal” shall mean an appraisal of the Project and Improvements, which appraisal shall be (i) performed by a qualified appraiser licensed in the State selected by Funding Lender, and (ii) satisfactory to Funding Lender (including, without limitation, as adjusted pursuant to any internal review thereof by Funding Lender) in all respects. “Approved Developer Fee Schedule” shall have the meaning set forth in the Construction Funding Agreement. “Architect” shall mean any licensed architect, space planner or design professional that Borrower may engage from time to time, with the approval of Funding Lender, to design any portion of the Improvements, including the preparation of the Plans and Specifications. “Architect’s Agreement” means any agreement that Borrower and any Architect from time to time may execute pursuant to which Borrower engages such Architect to design any portion of the Improvements, including the preparation of the Plans and Specifications, as approved by Funding Lender. “Authorized Borrower Representative” shall mean a person at the time designated and authorized to act on behalf of the Borrower by a written certificate furnished to the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer and containing the specimen signature of such person and signed on behalf of the Borrower by its Borrower Controlling Entity which certificate may designate one or more alternates. “Bankruptcy Code” shall mean the United States Bankruptcy Reform Act of 1978, as amended from time to time, or any substitute or replacement legislation. “Bankruptcy Event” shall have the meaning given to that term in the Security Instrument. “Bankruptcy Proceeding” shall have the meaning set forth in Section 4.1.8 hereof. Page 359 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 4890-5837-9602/024036-0096 “Beneficiary Parties” shall mean, collectively, the Funding Lender and the Governmental Lender. “Borrower” shall have the meaning set forth in the recitals to this Borrower Loan Agreement. “Borrower Affiliate” means, as to the Borrower, its general partner or the Guarantor, (i) any entity that directly or indirectly owns, controls, or holds with power to vote, 20 percent or more of the outstanding voting securities of Borrower, its general partner or the Guarantor, (ii) any corporation 20 percent or more of whose outstanding voting securities are directly or indirectly owned, controlled or held with power to vote by the Borrower, its general partner or the Guarantor, (iii) any partner of Borrower, its general partner or the Guarantor, or (iv) any other person that is related (to the third degree of consanguinity) by blood or marriage to the Borrower, its general partner or the Guarantor (to the extent any of the Borrower, its general partner or the Guar antor is a natural person). “Borrower Controlling Entity” shall mean the general partner of the Borrower. “Borrower Deferred Equity” shall have the meaning set forth in the Construction Funding Agreement. “Borrower Initial Equity” shall have the meaning set forth in the Construction Funding Agreement. “Borrower Loan” shall mean the mortgage loan made by the Governmental Lender to the Borrower pursuant to this Borrower Loan Agreement, in the maximum principal amount of the Borrower Loan Amount, as evidenced by the Borrower Notes. “Borrower Loan Agreement” shall mean this Borrower Loan Agreement. “Borrower Loan Amount” shall mean $________________, the original maximum principal amount of the Borrower Notes. “Borrower Loan Documents” shall mean this Borrower Loan Agreement, the Construction Funding Agreement, the Borrower Notes, the Security Instrument, the Agreement of Environmental Indemnification, the Replacement Reserve Agreement, the Guaranty, the Contingency Draw Down Agreement, and all other documents or agreements evidencing or relating to the Borrower Loan. “Borrower Loan Payment Date” shall mean (i) the date upon which regularly scheduled Borrower Loan Payments are due pursuant to the Borrower Notes, or (ii) any other date on which the Borrower Notes are prepaid or paid, whether at the scheduled maturity or upon the acceleration of the maturity thereof. “Borrower Loan Payments” shall mean the monthly loan payments payable pursuant to the Borrower Notes. “Borrower Loan Proceeds” shall mean proceeds of the Borrower Loan, to be disbursed in accordance with Section 2.10 of this Borrower Loan Agreement, Section 7.7 of the Funding Loan Agreement and the Construction Funding Agreement. Page 360 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 4890-5837-9602/024036-0096 “Borrower Notes” shall mean, collectively, the Taxable Borrower Note and t he Tax Exempt Borrower Note. “Borrower Payment Obligations” shall mean all payment obligations of the Borrower under the Borrower Loan Documents, including, but not limited to, the Borrower Loan Payments and the Additional Borrower Payments. “Business Day” shall mean any day other than (i) a Saturday or Sunday, or (ii) a day on which the Fiscal Agent or federally insured depository institutions in New York, New York or California are authorized or obligated by law, regulation, governmental decree or execut ive order to be closed. “Calculation Period” shall mean three (3) consecutive full Calendar Months occurring prior to the Conversion Date, as the same may be extended in accordance with Section 3.1 hereof. “Calendar Month” shall mean each of the twelve (12) calendar months of the year. “CC&R’s” shall mean any covenants, conditions, restrictions, maintenance agreements or reciprocal easement agreements affecting the Project or the Mortgaged Property. “Closing Date” means ___________, 2023, the date that the initial Borrower Loan Proceeds are disbursed hereunder. “Code” shall mean the Internal Revenue Code of 1986 as in effect on the Closing Date or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the Closing Date, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance published, under the Code. “Collateral” shall mean all collateral described in (i) this Borrower Loan Agreement (including, without limitation, all property in which the Funding Lender is granted a security interest pursuant to any provision of this Borrower Loan Agreement), (ii) the Security Instrument, or (iii) any other Security Document, which Collateral shall include the Project, all of which collateral is pledged and assigned to Funding Lender under the Funding Loan Agreement to secure the Funding Loan. “Completion” shall have the meaning set forth in Section 5.25. “Completion Date” shall have the meaning set forth in the Constructio n Funding Agreement. “Computation Date” shall have the meaning ascribed thereto in Section 1.148 3(e) of the Regulations. “Condemnation” shall mean any action or proceeding or notice relating to any proposed or actual condemnation or other taking, or conveyance in lieu thereof, of all or any part of the Project, whether direct or indirect. “Conditions to Conversion” shall have the meaning set forth in the Construction Funding Agreement. Page 361 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 4890-5837-9602/024036-0096 “Construction Consultant” shall mean a third-party architect or engineer selected and retained by Funding Lender, at the cost and expense of Borrower, to monitor the progress of construction and/or rehabilitation of the Project and to inspect the Improvements to confirm compliance with this Borrower Loan Agreement. “Construction Contract” shall mean any agreement that Borrower and any Contractor from time to time may execute pursuant to which Borrower engages the Contractor to construct any portion of the Improvements, as approved by Funding Lender. “Construction Funding Agreement” means that certain Construction Funding Agreement of even date herewith, between the Funding Lender, as agent for the Governmental Lender, and Borrower, pursuant to which the Borrower Loan will be advanced by the Funding Lender (or the Servicer on its behalf), as agent of the Governmental Lender, to the Fiscal Agent for disbursement to the Borrower and setting forth certain provisions relating to disbursement of the Borrower Loan during construction, insurance and other matters, as such agreement may be amended, modified, supplemented and replaced from time to time. “Construction Schedule” shall mean a schedule of construction or rehabilitation progress with the anticipated commencement and completion dates of each phase of construction or rehabilitation, as the case may be, and the anticipated date and amounts of each Disbursement for the same, as approved by Funding Lender, as assignee of the Governmental Lender. “Contingency Draw-Down Agreement” means the Contingency Draw-Down Agreement of even date herewith, among the Fiscal Agent, the Funding Lender and the Borrower relating to possible conversion of the portion of the Funding Loan evidenced by the Governmental Lender Notes from a draw down loan to a fully funded loan. “Continuing Disclosure Agreement” shall mean that certain Continuing Disclosure Agreement of even date herewith, between the Borrower and the Funding Lender, pursuant to which the Borrower agrees to provide certain information with respect to the Project, the Borrower and the Funding Loan subsequent to the Closing Date, as amended, supplemented or restated from time to time. “Contractor” shall mean any licensed general contractor or subcontractor that Borrower may directly engage from time to time, with the approval of Funding Lender, t o construct and/or rehabilitate any portion of the Improvements. “Contractual Obligation” shall mean, for any Person, any debt or equity security issued by that Person, and any indenture, mortgage, deed of trust, contract, undertaking, instrument or agreement (written or oral) to which such Person is a party or by which it is bound, or to which it or any of its assets is subject. “Conversion” shall mean Funding Lender’s determination that the Conditions to Conversion have been satisfied in accordance with the provisions of this Borrower Loan Agreement and the Construction Funding Agreement. “Conversion Date” shall mean the date to be designated by Funding Lender once the Conditions to Conversion have been satisfied, the determination of the Permanent Period Amount has been made and any loan balancing payments in accordance with Section 3.3 hereof and the Page 362 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 4890-5837-9602/024036-0096 Construction Funding Agreement have been made. The Conversion Date must occur no later than the Outside Conversion Date. “Cost Breakdown” shall mean the schedule of costs for the Improvements, as set forth in the Construction Funding Agreement, as the same may be amended from time to time with Funding Lender’s consent. “Cost of Improvements” shall mean the costs for the Improvements, as set forth on the Cost Breakdown. “Costs of Funding” shall mean the Governmental Lender’s Closing Fee and the fees, costs, expenses and other charges incurred in connection with the funding of the Borrower Loan and the Funding Loan, the negotiation and preparation of this Borrower Loan Agreement and each of the other Borrower Loan Documents and Funding Loan Documents and shall include, but shall not be limited to, the following: (i) counsel fees (including but not limited to Tax Counsel, counsel to the Governmental Lender, Borrower’s counsel, and Funding Lender’s counsel); (ii) financial advisor fees incurred in connection with the closing of the Borrower Loan and the Funding Loan; (iii) certifying and authenticating agent fees and expenses related to funding of the Funding Loan; (iv) recording fees; (v) any additional fees charged by the Governmental Lender or the Fiscal Agent; and (vi) costs incurred in connection with the required public notices generally and costs of the public hearing. “Costs of Funding Deposit” shall mean the amount required to be deposited by the Borrower with the Stewart Title of California, Inc. to pay Costs of Funding in connection with the closing of the Borrower Loan and the Funding Loan on the Closing Date. “Date of Disbursement” shall mean the date of a Disbursement. “Day” or “Days” shall mean calendar days unless expressly stated to be Business Days. “Debt” shall mean, as to any Person, any of such Person’s liabilities, including all indebtedness (whether recourse or nonrecourse, short term or long term, direct or contingent), all committed and unfunded liabilities, and all unfunded liabilities, that would appear upon a balance sheet of such Person prepared in accordance with GAAP. “Default Rate” shall have the meaning given to that term in the Borrower Notes. “Determination of Taxability” shall mean (i) a determination by the Commissioner or any District Director of the Internal Revenue Service, (ii) a private ruling or Technical Advice Memorandum concerning the Tax Exempt Governmental Lender Note issued by the National Office of the Internal Revenue Service in which Governmental Lender and Borrower were afforded the opportunity to participate, (iii) a determination by any court of competent jurisdiction, (iv) the enactment of legislation or (v) receipt by the Funding Lender, at the request of the Governmental Lender, the Borrower or the Funding Lender, of an opinion of Tax Counsel, in each case to the effect that the interest on the Tax Exempt Governmental Lender Note is includable in gross income for federal income tax purposes of any holder or any former holder of all or a portion of the Tax Exempt Governmental Lender Note, other than a holder who is a “substantial user” of the Project or a “related person” (as such terms are defined in Section 147(a) of the Code); provided, however, that no such Determination of Taxability under clause (i) or (iii) shall be deemed to have occurred if the Governmental Lender (at the sole expense of the Borrower), the Funding Lender (at the sole expense Page 363 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 4890-5837-9602/024036-0096 of the Borrower) or the Borrower is contesting such determination, has elected to contest such determination in good faith and is proceeding with all applicable dispatch to prosecute such contest until the earliest of (a) a final determination from which no appeal may be taken with respect to such determination, (b) abandonment of such appeal by the Governmental Lender or the Borrower, as the case may be, or (c) one year from the date of initial determination. “Developer Fee” shall have the meaning set forth in the Construction Funding Agreement. “Disbursement” means a disbursement of Borrower Loan Proceeds and Other Borrower Moneys pursuant to this Borrower Loan Agreement. “Engineer” shall mean any licensed civil, structural, mechanical, electrical, soils, environmental or other engineer that Borrower may enga ge from time to time, with the approval of Funding Lender, to perform any engineering services with respect to any portion of the Improvements. “Engineer’s Contract” shall mean any agreement that Borrower and any Engineer from time to time may execute pursuant to which Borrower engages such Engineer to perform any engineering services with respect to any portion of the Improvements, as approved by Funding Lender. “Equipment” shall have the meaning given to the term “Personalty” in the Security Instrument. “Equity Contributions” shall mean the equity to be contributed by the Equity Investor to Borrower, in accordance with and subject to the terms of the Partnership Agreement. “Equity Investor” shall mean BF Otay Ranch LLLP, a Delaware limited liability limite d partnership, and its permitted successors and assigns. “ERISA” shall mean the Employment Retirement Income Security Act of 1974, as amended from time to time, and the rules and regulations promulgated thereunder. “ERISA Affiliate” shall mean all members of a controlled group of corporations and all trades and business (whether or not incorporated) under common control and all other entities which, together with the Borrower, are treated as a single employer under any or all of Section 414(b), (c), (m) or (o) of the Code. “Event of Default” shall mean any Event of Default set forth in Section 8.1 of this Borrower Loan Agreement. An Event of Default shall “exist” if a Potential Default shall have occurred and be continuing beyond any applicable cure period. “Excess Revenues” shall have the meaning ascribed thereto in Section 2.2(e) hereof. “Exchange Act” shall mean the Securities Exchange Act of 1934, as amended. “Expenses of the Project” shall mean, for any period, the current expenses, paid or accrued, for the operation, maintenance and current repair of the Project, as calculated in accordance with GAAP, and shall include, without limiting the generality of the foregoing, salaries, wages, employee benefits, cost of materials and supplies, costs of routine repairs, renewals, replacements and alterations occurring in the usual course of business, costs and expenses properly designated as Page 364 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 4890-5837-9602/024036-0096 capital expenditures (e.g. repairs which would not be payable from amounts on deposit in a repair and replacement fund held pursuant to the Borrower Loan Documents), a management fee (however characterized) not to exceed the Underwritten Management Fee, costs of billings and collections, costs of insurance, and costs of audits. Expenses of the Project shall not include any pa yments, however characterized, on account of any subordinate financing in respect of the Project or other indebtedness, allowance for depreciation, amortization or other non-cash items, gains and losses or prepaid expenses not customarily prepaid. “Extended Outside Conversion Date” shall have the meaning set forth in the Construction Funding Agreement. “Fair Market Value” shall mean the price at which a willing buyer would purchase the investment from a willing seller in a bona fide, arm’s length transaction (determined as of the date the contract to purchase or sell the investment becomes binding) if the investment is traded on an established securities market (within the meaning of Section 1273 of the Code) and, otherwise, the term “Fair Market Value” means the acquisition price in a bona fide arm’s length transaction (as referenced above) if (i) the investment is a certificate of deposit that is acquired in accordance with applicable regulations under the Code, (ii) the investment is an agreement with specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Code, (iii) the investment is a United States Treasury Security State and Local Government Series that is acquired in accordance with applicable regulations of the United States Bureau of Public Debt, or (iv) the investment is an interest in any commingled investment fund in which the Governmental Lender and related parties do not own more than a ten percent (10%) beneficial interest therein if the return paid by the fund is without regard to the source of investment. “Fiscal Agent” shall mean the Fiscal Agent from time to time under and pursuant to the Funding Loan Agreement. Initially, the Fiscal Agent is U.S. Bank Trust Company, National Association. “Funding Lender” shall mean Citibank, N.A., a national banking association, in its capacity as lender under the Funding Loan. “Funding Loan” means the Funding Loan in the original maximum principal amount of $________________ made by Funding Lender to Governmental Lender under the Funding Loan Agreement, the proceeds of which are used by the Governmental Lender to make the Borrower Loan. “Funding Loan Agreement” means the Funding Loan Agreement, of even date herewith, among the Governmental Lender, the Fiscal Agent and the Funding Lender, as it may from time to time be supplemented, modified or amended by one or more amendments or other instruments supplemental thereto entered into pursuant to the applicable provisions thereof. “Funding Loan Documents” shall have the meaning given to that term in the Funding Loan Agreement. “GAAP” shall mean generally accepted accounting principles as in effect on the date of the application thereof and consistently applied throughout the periods covered by the applicable financial statements. Page 365 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 4890-5837-9602/024036-0096 “General Partner” shall mean, collectively, (i) the Administrative General Partner, (ii) the Managing General Partner, and/or (iii) any other Person that the partners of the Borrower, with the prior written approval of the Funding Lender (or as otherwise permitted with the Funding Lender’s approval pursuant to the Borrower Loan Documents), selected to be a general partner of the Borrower. “Governmental Authority” shall mean (i) any governmental municipality or political subdivision thereof, (ii) any governmental or quasi-governmental agency, authority, board, bureau, commission, department, instrumentality or public body, or (iii) any court, administrative tribunal or public utility, agency, commission, office or authority of any nature whatsoever for any governmental unit (federal, state, county, district, municipal, city or otherwise), now or hereafter in existence. “Governmental Lender” shall have the meaning set forth in the recitals to this Borrower Loan Agreement. “Governmental Lender Notes” shall mean, collectively, the Taxable Governmental Lender Note and the Tax Exempt Governmental Lender Note. “Governmental Lender’s Closing Fee” shall mean the administrative fees of the Governmental Lender payable on the Closing Date, as specified in the definition of “Governmental Lender Fee” in the Regulatory Agreement. The Governmental Lender’s Closing Fee is payable to the Governmental Lender on the Closing Date pursuant to Section 2.3(c)(iii) hereof. “Gross Income” shall mean all receipts, revenues, income and other moneys received or collected by or on behalf of Borrower and derived from the ownership or operation of the Project, if any, and all rights to receive the same, whether in the form of accounts, accounts receivable, contract rights or other rights, and the proceeds of such rights, and whether now owned or h eld or hereafter coming into existence and proceeds received upon the foreclosure sale of the Project. Gross Income shall not include loan proceeds, equity or capital contributions, or tenant security deposits being held by Borrower in accordance with applicable law. “Gross Proceeds” shall mean, without duplication, the aggregate of: (a) the net amount (after payment of all expenses of originating the Funding Loan) of Funding Loan proceeds received by the Governmental Lender as a result of the origination of the Funding Loan; (b) all amounts received by the Governmental Lender as a result of the investment of the Funding Loan proceeds; (c) any amounts held in any fund or account to the extent that the Governmental Lender reasonably expects to use the amount s in such fund to pay any portion of the Funding Loan; and (d) any securities or obligations pledged by the Governmental Lender or by the Borrower as security for the payment of any portion of the Funding Loan. Page 366 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 4890-5837-9602/024036-0096 “Guarantor” shall mean (i) Meta Housing Corporation, a California corporation, and (ii) any other person or entity which may hereafter become a guarantor of any of the Borrower’s obligations under the Borrower Loan. “Guaranty” shall mean, collectively, (i) the Completion and Repayment Guaranty, by Guarantor for the benefit of the Beneficiary Parties (as defined therein), and (ii) the Exceptions to Non-Recourse Guaranty, by Guarantor for the benefit of the Beneficiary Parties (as defined therein). “Improvements” shall mean the 118-unit plus 1 manager’s unit multifamily rental housing project to be rehabilitated upon the Land and known as “Otay Ranch Apartments”, and all other buildings, structures, fixtures, wiring, systems, equipment and other improvements and personal property to be constructed, rehabilitated and/or installed at or on the Land in accordance with the Cost Breakdown and the Plans and Specifications. “Indemnified Party” shall have the meaning set forth in Section 5.15 hereof. “Installment Computation Date” shall mean any Computation Date other than the first Computation Date or the final Computation Date. “Interest Rate” shall mean the rate of interest accruing on the Borrower Loan pursuant to the Borrower Note. “Interim Phase Amount” shall mean $________________. “Land” means the real property described on Exhibit A to the Security Instrument. “Late Charge” shall mean the amount due and payable as a late charge on overdue payments under the Borrower Notes, as provided in Section 7 of the Borrower Note and Section 2.5 hereof. “Legal Action” shall mean an action, suit, investigation, inquiry, proceeding or arbitration at law or in equity or before or by any foreign or domestic court, arbitrator or other Governmental Authority. “Legal Requirements” shall mean statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and injunctions of Governmental Authorities affecting all or part of the Project or any property (including the Project) or the construction, rehabilitation, use, alteration or operation thereof, whether now or hereafter enacted and in force, and all permits, licenses and authorizations and regulations relating thereto, and all covenants, agreements, restrictions and encumbrances contained in any instrument, either of record or known to the Borrower, at any time i n force affecting all or part of the Project, including any that may (i) require repairs, modifications or alterations in or to all or part of the Project, or (ii) in any way limit the use and enjoyment thereof. “Liabilities” shall have the meaning set forth in Section 5.15 hereof. “Licenses” shall have the meaning set forth in Section 4.1.22 hereof. “Lien” shall mean any interest, or claim thereof, in the Project securing an obligation owed to, or a claim by, any Person other than the owner of the Project, whether such interest is based on common law, statute or contract, including the lien or security interest arising from a deed of trust, mortgage, deed to secure debt, assignment, encumbrance, pledge, security agreement, conditional Page 367 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 4890-5837-9602/024036-0096 sale or trust receipt or a lease, consignment or bailment for security purposes. The term “Lien” shall include reservations, exceptions, encroachments, easements, rights of way, covenants, conditions, restrictions, leases and other title exceptions and encumbrances affecting the Project. “Management Agreement” shall mean the Management Agreement between the Borrower and the Manager, pursuant to which the Manager is to manage the Project, as same may be amended, restated, replaced, supplemented or otherwise modified from time to time. “Manager” shall mean the management company to be employed by the Borrower and approved by the Funding Lender in accordance with the terms of the Security Instrument, this Borrower Loan Agreement or any of the other Borrower Loan Documents. “Managing General Partner” shall mean Foundation For Affordable Housing V, Inc., a California nonprofit public benefit corporation, as managing general partner of the Borrower. “Material Adverse Change” means any set of circumstances or events which (a) has or could reasonably be expected to have any material adverse effect whatsoever upon the validity or enforceability of this Borrower Loan Agreement or any other Borrower Loan Document; (b) is or could reasonably be expected to be material and adverse to the busin ess, properties, assets, financial condition, results of operations of the Borrower, General Partner, Guarantor or the Mortgaged Property; (c) could reasonably be expected to impair materially the ability of the Borrower, General Partner or Guarantor to duly and punctually pay or perform any of their respective obligations under any of the Borrower Loan Documents to which they are a party; or (d) impairs materially or could reasonably be expected to impair materially any rights of or benefits available to t he Governmental Lender under this Borrower Loan Agreement or any other Borrower Loan Document, including, without limitation, the ability of Governmental Lender or, upon the assignment of the Borrower Loan to it, of the Funding Lender, to the extent permitted, to enforce its legal remedies pursuant to this Borrower Loan Agreement or any other Borrower Loan Document. “Moody’s” shall mean Moody’s Investors Service, Inc., or its successor. “Mortgaged Property” shall have the meaning given to that term in the Security Instrument. “Net Operating Income” shall mean: (i) the Gross Income, less (ii) the Expenses of the Project. “Nonpurpose Investment” shall mean any investment property (as defined in Section 148(b) of the Code) that is acquired with the Gross Proce eds of the Funding Loan and which is not acquired to carry out the governmental purpose of the Funding Loan. “Ongoing Governmental Lender Fee” shall mean the ongoing portion of the Annual Administration Fee (as that term is defined in the Regulatory Agreem ent) that is payable after the Closing Date. “Other Borrower Moneys” shall mean monies of Borrower other than Borrower Loan Proceeds and includes, but is not limited to, the Net Operating Income, the Borrower’s Equity Contributions and any other funds contributed by or loaned to the Borrower for application to the Costs of the Improvements or other costs associated with the Project. Page 368 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 4890-5837-9602/024036-0096 “Other Charges” shall mean all maintenance charges, impositions other than Taxes, and any other charges, including vault charges and license fees for the use of vaults, chutes and similar areas adjoining the Project, now or hereafter levied or assessed or imposed against the Project or any part thereof. “Outside Conversion Date” shall have the meaning set forth in the Construction Funding Agreement. “Partnership Agreement” shall mean that certain [Amended and Restated Agreement of Limited Partnership of the Borrower dated as of March 1, 2023], as the same may be amended, restated or modified from time to time in accordance wit h its terms. “Patriot Act” shall mean the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT ACT) of 2001, as the same may be amended from time to time, and corresponding provisions of future laws. “Patriot Act Offense” shall have the meaning set forth in Section 4.1.48 hereof. “Permanent Period” shall mean the period of time from the Conversion Date to the Maturity Date (as defined in the Funding Loan Agreement). “Permanent Period Amount” shall mean the principal amount of the Borrower Loan as of the first day of the Permanent Period following the applicable calculation provided for in the Construction Funding Agreement. “Permitted Encumbrances” shall have the meaning given to that term in the Security Instrument. “Permitted Lease” shall mean a lease and occupancy agreement pursuant to the form approved by Funding Lender, to a residential tenant in compliance with the Legal Requirements, providing for an initial term of not less than six (6) months nor more than two (2) years. “Person” shall mean a natural person, a partnership, a joint venture, an unincorporated association, a limited liability company, a corporation, a trust, any other legal entity, or any Governmental Authority. “Plan” shall mean (i) an employee benefit or other plan established or maintained by the Borrower or any ERISA Affiliate or to which the Borrower or any ERISA Affiliate makes or is obligated to make contributions and (ii) which is covered by Title IV of ERISA or Section 302 of ERISA or Section 412 of the Code. “Plans and Specifications” shall mean the plans and specifications, and all approved changes thereto pursuant to the approval process set forth in the Construction Funding Agreement, for the construction and/or rehabilitation, as the case may be, of the Project approved by Funding Lender. “Potential Default” shall mean the occurrence of an event which, under this Borrower Loan Agreement or any other Borrower Loan Document, would, but for the giving of notice or passage of time, or both, be an Event of Default. Page 369 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 4890-5837-9602/024036-0096 “Prepayment Premium” shall mean any premium payable by the Borrower pursuant to the Borrower Loan Documents in connection with a prepayment of the Borrower Notes (including any prepayment premium as set forth in the Borrower Notes). “Project” shall mean the Mortgaged Property (as defined in the Security Instrument) and Improvements thereon owned by the Borrower and encumbered by the Security Instrument, together with all rights pertaining to such real property and Improvements, as more particularly described in the Granting Clauses of the Security Instrument and referred to therein as the “Mortgaged Property.” “Project Agreements and Licenses” shall mean any and all Construction Contracts, Engineer’s Contracts and Management Agreements, and all other rights, licenses, permits, franchises, authorizations, approvals and agreements relating to use, occupancy, operation or leasing of the Project or the Mortgaged Property. “Provided Information” shall have the meaning set forth in Section 9.1.1 (a) hereof. “Qualified Project Costs” shall have the meaning given to it in the Regulatory Agreement. “Rebate Amount” shall mean, for any given period, the amount determined by the Rebate Analyst as required to be rebated or paid as a yield reduction payment to the United States of America with respect to the Funding Loan evidenced by the Tax Exempt Governmental Lender Note. “Rebate Analyst” shall mean the rebate analyst selected by the Borrower and acceptable to the Governmental Lender and the Funding Lender. “Rebate Analyst’s Fee” shall mean the annual fee of the Rebate Analyst payable by the Borrower to the Rebate Analyst. “Rebate Fund” shall mean the Rebate Fund created pursuant to Section 5.35 hereof. “Regulatory Agreement” means the Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants, dated as of March 1, 2023, between the Governmental Lender and the Borrower. “Related Documents” shall mean, collectively, any agreement or other docume nt (other than the Borrower Loan Documents) granting a security interest (including each agreement that is the subject of any Borrower Loan Document), and any other agreement, instrument or other document (not constituting a Borrower Loan Document) relating to or executed in connection with the transactions contemplated by this Borrower Loan Agreement, but excluding the Partnership Agreement. “Replacement Reserve Agreement” shall mean the Replacement Reserve Agreement, of even date herewith, between the Borrower and the Funding Lender, as the same may be amended, restated or supplemented from time to time. “Replacement Reserve Fund Requirement” means Borrower’s funding obligations from time to time under the Replacement Reserve Agreement. “Retainage” shall have the meaning set forth in the Construction Funding Agreement. Page 370 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 4890-5837-9602/024036-0096 “Review Fee” shall mean the [three thousand dollar ($3,000)] fee payable to Funding Lender in connection with the review of requests from the Borrower in connection with events requiring the consent and/or approval of the Funding Lender, including, but not limited to, subordinate financings and easements. “Secondary Market Disclosure Document” shall have the meaning set forth in Section 9.1.2 hereof. “Secondary Market Transaction” shall have the meaning set forth in Section 9.1.1 hereof. “Securities” shall have the meaning set forth in Section 9.1.1 hereof. “Securities Act” shall mean the Securities Act of 1933, as amended. “Security Documents” shall mean the Security Instrument, the Replacement Reserve Agreement, the Collateral Agreements, the Collateral Assignments, this Borrower Loan Agreement, the Agreement of Environmental Indemnification, and such other security instruments that Funding Lender may reasonably request. “Security Instrument” shall have the meaning set forth in the recitals to this Borrower Loan Agreement. “Servicer” shall mean the Servicer contracting with or appointed by the Funding Lender to service the Borrower Loan. The initial Servicer shall be Citibank, N.A. “Servicing Agreement” shall mean any servicing agreement or master servicing agreement, between the Servicer and the Funding Lender relating to the servicing of the Borrower Loan and any amendments thereto or any replacement thereof. “Standard & Poor’s” or “S&P” shall mean S&P Global Ratings, a business unit of Standard & Poor’s Rating Services, or its successors. “State” shall mean the State in which the Project is located. “Subordinate Debt” shall mean the subordinate, taxable construction and permanent loan to Borrower in the amount of $17,420,000 being made by the Funding Lender as of the Closing Date and the seller take-back loan in the amount of $3,000,000 being made by HomeFed Village 8, LLC, a Delaware limited liability company. “Subordinate Lender” shall mean the Funding Lender and HomeFed Village 8, LLC, a Delaware limited liability company, as applicable. “Subordinate Loan Documents” shall mean all instruments, agreements and other documents evidencing, securing or otherwise relating to the Subordin ate Debt or executed and delivered by Borrower and/or Subordinate Lender in connection with the Subordinate Debt. “Substantial Completion Date” shall have the meaning set forth in the Construction Funding Agreement. Page 371 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 4890-5837-9602/024036-0096 “Substantially Complete” or “Substantially Completed” shall have the meaning set forth in the Construction Funding Agreement. “Taxable Borrower Note” shall mean that certain Multifamily Note, dated the Closing Date, in the original maximum principal amount of $________________, made by the Borro wer and payable to the Governmental Lender, evidencing the loan of the proceeds of the Taxable Governmental Lender Note, as endorsed and assigned by the Governmental Lender without recourse to the Funding Lender, as executed by the Borrower, and as it may thereafter be amended or supplemented from time to time. “Taxable Governmental Lender Note” shall mean that certain Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A -2 (Taxable), dated the Closing Date, in the original maximum principal amount of $_____________, made by the Governmental Lender and payable to the Funding Lender, as executed by the Governmental Lender and as it may thereafter be amended or supplemented from time to time. “Tax Counsel” shall have the meaning set forth in the Funding Loan Agreement. “Taxes” shall mean all real estate and personal property taxes, assessments, water rates or sewer rents, now or hereafter levied or assessed or imposed against all or part of the Project. “Tax Exempt Borrower Note” shall mean that certain Multifamily Note, dated the Closing Date, in the original maximum principal amount of $________________, made by the Borrower and payable to the Governmental Lender, evidencing the loan of the proceeds of the Tax Exe mpt Governmental Lender Note, as endorsed and assigned by the Governmental Lender without recourse to the Funding Lender, as executed by the Borrower, and as it may thereafter be amended or supplemented from time to time. “Tax Exempt Governmental Lender Note” shall mean that certain Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt), dated the Closing Date, in the original maximum principal amount of $_____________, made by the Governmental Lender and payable to the Funding Lender, as executed by the Governmental Lender and as it may thereafter be amended or supplemented from time to time. “Term” shall mean the term of this Borrower Loan Agreement pursuant to Section 10.14. “Title Company” means CalAtlantic Title. “Title Insurance Policy” shall mean the mortgagee title insurance policy, in form acceptable to the Funding Lender, issued with respect to the Mortgaged Property and insuring the lien of the Security Instrument. “Transfer” shall have the meaning given to that term in the Security Instrument. “2020 Borrower Loan” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “2020 Borrower Loan Agreement” shall have the meaning set forth in the recitals of this Funding Loan Agreement. Page 372 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 4890-5837-9602/024036-0096 “2020 Funding Loan” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “2020 Funding Loan Agreement” shall have the meaning set forth in the recitals of this Funding Loan Agreement. “UCC” shall mean the Uniform Commercial Code as in effect in the State. “Unassigned Rights” shall have the meaning set forth in the Funding Loan Agreement. “Underwritten Management Fee” shall have the meaning set forth in the Construction Funding Agreement. “Unit” shall mean a residential apartment unit within the Improvements. “Written Consent” and “Written Notice” shall mean a written consent or notice signed by an Authorized Borrower Representative or an authorized representative of the Governmental Lender or the Funding Lender, as appropriate. ARTICLE II GENERAL Section 2.1 Origination of Borrower Loan. In order to provide funds for the purposes provided herein, the Governmental Lender agrees that it will, in accordance with the Act, enter into the Funding Loan Agreement and accept the Funding Loan from the Funding Lender. The proceeds of the Funding Loan shall be advanced by the Funding Lender and disbursed by the Fiscal Agent to the Borrower in accordance with the terms of the Construction Funding Agreement and this Borrower Loan Agreement; provided that the first such disbursement on the Closing Date shall be made by the Funding Lender to the Fiscal Agent, which shall transfer such funds to the Title Company as specified in Section 7.7(a) of the Funding Loan Agreement. The Governmental Lender hereby appoints the Funding Lender as its agent with full authority and power to act on its behalf to disburse the Borrower Loan for the account of the Governmental Lender, to take certain actions and exercise certain remedies with respect to the Borrower Loan, and for the other purposes set forth in this Borrower Loan Agreement and to do all other acts necessary or incidental to the performance and execution thereof. This appointment is coupled with an interest and is irrevocable except as expressly set forth herein. Accordingly, references to the rights of the Funding Lender to take actions under this Borrower Loan Agreement shall refer to Funding Lender in its role as agent of the Governmental Lender. The Funding Lender may designate Servicer to fulfill the rights and responsibilities granted by Governmental Lender to Funding Lender pursuant to this Section 2.1. Notwithstanding the foregoing, disbursements of the Borrower Loan shall be made from the Project Fund held by the Fiscal Agent pursuant to the Funding Loan Agreement. Section 2.2 Security for the Funding Loan. (a) As security for the Funding Loan, the Governmental Lender has pledged and assigned to the Funding Lender under and pursuant to the Funding Loan Agreement (a) the Borrower Notes and all of its right, title and interest in and to this Borrower Loan Agreement and the Borrower Page 373 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 18 4890-5837-9602/024036-0096 Loan Documents (except for the Unassigned Rights) and all revenues and receipts therefrom and the security therefor (including the Security Instrument) and (b) the amounts on deposit from time to time in any and all funds established under the Funding Loan Agreement. All revenues and assets pledged and assigned thereby shall immediately be subject to the lien of such pledge without any physical delivery thereof or any further act, except in the case of the Borrower Notes, which shall be delivered to the Funding Lender. The Borrower hereby acknowledges and consents to such assignment to the Funding Lender. (b) With respect to the Unassigned Rights, subject to the limitations set forth in this Section 2.2, the Governmental Lender may: (i) Tax Covenants. Seek specific performance of, and enforce, the tax covenants in Section 8.7 of the Funding Loan Agreement, the provisions of the Regulatory Agreement, the Tax Certificate and the covenants of the Borrower in Section 5.34 of this Borrower Loan Agreement, and seek injunctive relief against acts which may be in violation of any of the foregoing covenants, and enforce the Borrower’s obligation under Section 5.35 to pay amounts for credit to the Rebate Fund; (ii) Regulatory Agreement. Seek specific performance of the obligations of the Borrower or any other owner of the Project under the Regulatory Agreement and injunctive relief against acts which may be in violation of the Regulatory Agreement or other wise in accordance with the provisions of the Regulatory Agreement; provided, however, that the Governmental Lender may enforce any right it may have under the Regulatory Agreement for monetary damages only against Excess Revenues (defined below), if any, of the Borrower, unless Funding Lender otherwise specifically consents in writing to the use of other funds; and (iii) Reserved Rights. Take whatever action at law or in equity which appears necessary or desirable to enforce the other Unassigned Rights, provide d, however, that the Governmental Lender or any person under its control may only enforce any right it may have for monetary damages against Excess Revenues, if any, of the Borrower, unless Funding Lender otherwise specifically consents in writing to the enforcement against other funds of the Borrower. (c) In no event shall the Governmental Lender, except at the express written direction of the Funding Lender: (i) prosecute its action to a lien on the Project; or (ii) except in connection with actions under Section 2.2(b) above, take any action which may have the effect, directly or indirectly, of impairing the ability of the Borrower to timely pay the principal of, interest on, or other amounts due under, the Borrower Loan or of causing the Borrower to file a petition seeking reorganization, arrangement, adjustment or composition of or in respect of the Borrower under any applicable liquidation, insolvency, bankruptcy, rehabilitation, composition, reorganization, conservation or other similar law in effect now or in the future; or (iii) interfere with the exercise by Funding Lender or Servicer of any of their rights under the Borrower Loan Documents upon the occurrence of an event of default by the Borrower under the Borrower Loan Documents or the Funding Loan Documents; or Page 374 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 19 4890-5837-9602/024036-0096 (iv) take any action to accelerate or otherwise enforce payment or seek other remedies with respect to the Borrower Loan or the Funding Loan. (d) The Governmental Lender shall provide Written Notice to the Funding Lender and the Servicer immediately upon taking any action at law or in equity to exercise any remedy or direct any proceeding under the Borrower Loan Documents or the Funding Loan Documents. (e) As used in this Section 2.2, the term “Excess Revenues” means, for any period, the net cash flow of the Borrower available for distribution to shareholders, members or partners (as the case may be) for such period, after the payment of all interest expense, the amortization of all principal of all indebtedness coming due during such period (whether by maturity , mandatory sinking fund payment, acceleration or otherwise), the payment of all fees, costs and expenses on an occasional or recurring basis in connection with the Borrower Loan or the Funding Loan, the payment of all operating, overhead, ownership and ot her expenditures of the Borrower directly or indirectly in connection with the Project (whether any such expenditures are current, capital or extraordinary expenditures), and the setting aside of all reserves for taxes, insurance, water and sewer charges or other similar impositions, capital expenditures, repairs and replacements and all other amounts which the Borrower is required to set aside pursuant to agreement, but excluding depreciation and amortization of intangibles. Section 2.3 Loan; Borrower Notes; Conditions to Closing. (a) The Funding Loan shall be funded directly to the Fiscal Agent by the Funding Lender for disbursement to the Borrower pursuant to the Construction Funding Agreement in one or more installments not to exceed the Borrower Loan Amount in accordance with the disbursement procedures set forth in the Construction Funding Agreement and the Funding Loan Agreement, except for the initial disbursement of the Funding Loan as provided in Section 7.7(a) of the Funding Loan Agreement. Upon funding of each installment of the Funding Loan, the Governmental Lender shall be deemed to have made the Borrower Loan to the Borrower in a like principal amount. The Borrower Loan shall mature and be payable at the times and in the amounts required under the terms hereof and of the Borrower Notes. The proceeds of the Borrower Loan shall be used by the Borrower to pay costs of the acquisition, construction, rehabilitation, development, equipping and/or operation of the Project. The Borrower hereby accepts the Borrower Loan and acknowledges that the Governmental Lender shall cause the Funding Lender to fund the Borrower Loan in the manner set forth herein and in the Funding Loan Agreement. The Governmental Lender acknowledges that the Borrower Loan shall be funded by the Funding Lender to the Fiscal Agent for the account of the Governmental Lender, except as otherwise provided in Section 7.7 of the Funding Loan Agreement with respect to the funding thereof on the Closing Date. (b) The Borrower hereby accepts the Borrower Loan. As evidence of its obligation to repay the Borrower Loan, simultaneously with its execution and delivery of this Borrower Loan Agreement, the Borrower hereby agrees to execute and deliver the Borrower Notes. The Borrower Loan shall mature and be payable at the times and in the amounts required under the terms hereof and of the Borrower Notes. (c) Closing of the Borrower Loan on the Closing Date shall be conditioned upon satisfaction or waiver by the Governmental Lender and the Funding Lender, in their sole discretion, Page 375 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 20 4890-5837-9602/024036-0096 of each of the conditions precedent to closing set forth in the Funding Loan Agreement and this Borrower Loan Agreement, including but not limited to the following: (i) evidence of proper recordation of the Security Instrument, an assignment of the Security Instrument from the Governmental Lender to the Funding Lender, the Regulatory Agreement, and each of the other documents specified for recording in instructions delivered to the Title Company by counsel to the Funding Lender (or that such document s have been delivered to an authorized agent of the Title Company for recordation under binding recording instructions from Funding Lender’s counsel or such other counsel as may be acceptable to the Funding Lender); (ii) delivery to the Fiscal Agent or into escrow with the Title Company (or separate escrow company, if applicable) of all amounts required to be paid in connection with the origination of the Borrower Loan and the Funding Loan and any underlying real estate transfers or transactions, including the Costs of Funding Deposit and the Borrower Initial Equity, all as specified in written instructions delivered to the Title Company by counsel to the Funding Lender (or such other counsel as may be acceptable to the Funding Lender) and/or as specified in a closing memorandum of the Funding Lender; and (iii) payment of all fees payable in connection with the closing of the Borrower Loan including the Governmental Lender’s Closing Fee and the initial fees and expenses of the Fiscal Agent and the Funding Lender. In addition, closing of the Borrower Loan shall be subject to the delivery of an opinion of counsel to the Borrower addressed to the Governmental Lender and the Funding Lender, dated the Closing Date, in form and substance acceptable to Tax Counsel, regarding the due execution by the Borrower of, and the enforceability against the Borrower of, the Borrower Loan Documents. Section 2.4 Borrower Loan Payments. (a) The Borrower shall make Borrower Loan Payments in accordance with the Borrower Notes. Each Borrower Loan Payment made by the Borrower shall be made in funds immediately available through and including the Conversion Date on the Borrower Loan Payment Date, to the Fiscal Agent by 2:00 p.m., New York City time, or, if to the Servicer by 11:00 a.m., New York City time, and after the Conversion Date on the date that is two (2) Business Days prior to the Borrower Loan Payment Date to the Servicer, by 11:00 a.m., New York City time. Each such payment shall be made to the Fiscal Agent or the Servicer, as applicable, by deposit to such account as the Fiscal Agent or Servicer, as applicable, may designate by Written Notice to the Borrower. Whenever any Borrower Loan Payment shall be stated to be due on a day that is not a Business Day, such payment shall be due on the first Busi ness Day immediately thereafter. In addition, the Borrower shall make Borrower Loan Payments in accordance with the Borrower Notes in the amounts and at the times necessary to make all payments due and payable on the Funding Loan. All payments made by the Borrower hereunder or by the Borrower under the other Borrower Loan Documents, shall be made irrespective of, and without any deduction for, any set -offs or counterclaims, but such payment shall not constitute a waiver of any such set offs or counterclai ms. (b) Unless there is no Servicer, payments of principal and interest on the Borrower Notes shall be paid to the Servicer and the Servicer shall then remit such funds to the Page 376 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 21 4890-5837-9602/024036-0096 Fiscal Agent. If there is no Servicer, payments of principal and interest on the Bo rrower Notes shall be paid directly to the Fiscal Agent. Section 2.5 Additional Borrower Payments. (a) The Borrower shall pay the following amounts: (i) to the Fiscal Agent, the Rebate Amount then due, if any, to be deposited in the Rebate Fund as specified in Section 5.35 hereof and the Rebate Analyst’s Fee and any other costs incurred to calculate such Rebate Amount (to the extent such costs are not included in the Borrower Loan Payment); (ii) to the Governmental Lender, any and, on demand, all fees, charges, costs, advances, indemnities and expenses, including agent and counsel fees, of the Governmental Lender incurred by the Governmental Lender at any time in connection with the Borrower Loan Documents, the Funding Loan Documents or the Project, including, without limitation, th e Ongoing Governmental Lender Fee, counsel fees and expenses incurred in connection with the interpretation, performance, or amendment and all counsel fees and expenses relating to the enforcement of the Borrower Loan Documents or the Funding Loan Documents or any other documents relating to the Project or the Borrower Loan or in connection with questions or other matters arising under such documents or in connection with any federal or state tax audit; (iii) [Reserved]; (iv) all Costs of Funding and fees, charges and expenses, including agent and counsel fees incurred in connection with the origination of the Borrower Loan and the Funding Loan, as and when the same become due; (v) to the Funding Lender, on demand, all charges, costs, advances, indemnities and expenses, including agent and counsel fees, of the Funding Lender incurred by the Funding Lender at any time in connection with the Borrower Loan, the Funding Loan or the Project, including, without limitation, any Review Fee, reasonable counsel fees and expenses incu rred in connection with the interpretation, performance, or amendment and all counsel fees and expenses relating to the enforcement of the Borrower Loan Documents or the Funding Loan Documents or any other documents relating to the Project or the Borrower Loan or in connection with questions or other matters arising under such documents or in connection with any federal or state tax audit; (vi) all Late Charges due and payable under the terms of the Borrower Notes and Section 2.6 hereof; provided, however, that all payments made pursuant to this subsection (vi) shall be made to the Servicer, and if there is no Servicer, such payments shall be made to the Funding Lender; and (vii) to the Fiscal Agent, all fees, charges, costs, advances, indemnities and expenses, including agent and counsel fees, of Fiscal Agent incurred under the Borrower Loan Documents or the Funding Loan Documents as and when the same become due. Page 377 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 22 4890-5837-9602/024036-0096 (b) The Borrower shall pay to the party entitled thereto as expressly set forth in this Borrower Loan Agreement or the other Borrower Loan Documents or Funding Loan Documents: (i) all expenses incurred in connection with the enforcement of any rights under this Borrower Loan Agreement or any other Borrower Loan Document, the Regulatory Agreement, or any Funding Loan Document by the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer; (ii) all other payments of whatever nature that the Borrower has agreed to pay or assume under the provisions of this Borrower Loan Agreement or any other Borrower Loan Document or Funding Loan Document; and (iii) all expenses, costs and fees relating to inspections of the Project required by the Governmental Lender, the Funding Lender, the Fiscal Agent, the Servicer or the Construction Consultant, in accordance with the Borrower Loan Documents or the Funding Loan Documents or to reimburse such parties for such expenses, costs and fees. Section 2.6 Overdue Payments; Payments in Default. If any Borrower Payment Obligation is not paid by or on behalf of the Borrower when due, the Borrower shall pay to the Servicer a Late Charge in the amount and to the extent set forth in the Borrower Notes, if any. Section 2.7 Calculation of Interest Payments and Deposits to Real Estate Related Reserve Funds. The Borrower acknowledges as follows: (a) calculation of all interest payments shall be made by the Funding Lender; (b) deposits with respect to the Taxes and Other Charges shall be calculated by the Servicer or if there is no Servicer, the Funding Lender in accordance with the Security Instrument; and (c) deposits with respect to any replacement reserve funds required by the Funding Lender shall be calculated by the Servicer in accordance with the Replacement Reserve Agreement. In the event and to the extent that the Servicer or the Funding Lender, pursuant to the terms hereof, shall determine at any time that there exists a deficiency in amounts previously owed but not paid with respect to deposits to such replacement reserve fund, such deficiency shall be immediately due and payable hereunder following Written Noti ce to the Borrower. Section 2.8 Grant of Security Interest; Application of Funds. To the extent not inconsistent with the Security Instrument and as security for payment of the Borrower Payment Obligations and the performance by the Borrower of all other terms, condi tions and provisions of the Borrower Loan Documents, the Borrower hereby pledges and assigns to the Fiscal Agent and the Funding Lender, and grants to the Fiscal Agent and the Funding Lender, a security interest in, all the Borrower’s right, title and interest in and to all payments to or moneys held in the funds and accounts created and held by the Fiscal Agent, the Funding Lender or the Servicer for the Project. This Borrower Loan Agreement is, among other things, intended by the parties to be a security agreement for purposes of the UCC. Upon the occurrence and during the continuance of an Event of Default hereunder, the Fiscal Agent, the Funding Lender and the Servicer shall apply or cause to be applied any sums held by the Fiscal Agent, the Funding Lender and the Servicer with respect to the Project in accordance with the provisions of Article IX of the Funding Loan Agreement to the extent applicable and otherwise in any manner and in any order determined by Funding Lender, in Funding Lender’s sole and absolute discretion. Section 2.9 Marshalling; Payments Set Aside. The Governmental Lender, the Fiscal Agent and the Funding Lender shall be under no obligation to marshal any assets in favor of the Page 378 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 23 4890-5837-9602/024036-0096 Borrower or any other Person or against or in payment of any or all of the proceeds. To the extent that the Borrower makes a payment or payments or transfers any assets to the Governmental Lender, the Fiscal Agent or the Funding Lender, or the Governmental Lender, the Fiscal Agent or the Funding Lender enforces its liens, and such payment or payments or transfers, or the proceeds of such enforcement or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party in con nection with any insolvency proceeding, or otherwise, then: (i) any and all obligations owed to the Governmental Lender, the Fiscal Agent or the Funding Lender and any and all remedies available to the Governmental Lender, the Fiscal Agent or the Funding Lender under the terms of the Borrower Loan Documents and the Funding Loan Documents or in law or equity against the Borrower, Guarantor or General Partner and/or any of their properties shall be automatically revived and reinstated to the extent (and only to the extent) of any recovery permitted under clause (ii) below; and (ii) the Governmental Lender, the Fiscal Agent and the Funding Lender shall be entitled to recover (and shall be entitled to file a proof of claim to obtain such recovery in any applica ble bankruptcy, insolvency, receivership or fraudulent conveyance or fraudulent transfer proceeding) either: (x) the amount of payments or the value of the transfer or (y) if the transfer has been undone and the assets returned in whole or in part, the value of the consideration paid to or received by the Borrower for the initial asset transfer, plus in each case any deferred interest from the date of the disgorgement to the date of distribution to the Governmental Lender, the Fiscal Agent or the Funding Lender in any bankruptcy, insolvency, receivership or fraudulent conveyance or fraudulent transfer proceeding, and any costs and expenses due and owing, including, without limitation, any reasonable attorneys’ fees incurred by the Governmental Lender, the Fiscal Agent or the Funding Lender in connection with the exercise by the Governmental Lender, the Fiscal Agent or the Funding Lender of its rights under this Section 2.9. Section 2.10 Borrower Loan Disbursements. Proceeds of the Borrower Loan shall be disbursed by the Fiscal Agent upon approval by the Funding Lender, as agent for the Governmental Lender, pursuant to the Construction Funding Agreement, to or for the benefit of the Borrower as provided in Section 7.7 of the Funding Loan Agreement. ARTICLE III CONVERSION Section 3.1 Conversion Date and Extension of Outside Conversion Date. Borrower shall satisfy each of the Conditions to Conversion and cause the Conversion Date to occur on or before the Outside Conversion Date (including the Extended Outside Conversion Date, if any), as further provided in the Construction Funding Agreement. The failure to satisfy each of the Conditions to Conversion on or before the Outside Conversion Date shall constitute an Event of Default under the Borrower Loan Documents. Section 3.2 Notice From Funding Lender; Funding Lender’s Calculation Final. Following satisfaction of all of the Conditions to Conversion, Funding Lender shall deliver Written Notice to Borrower (with a copy to the Governmental Lender and the Fiscal Agent) of: (i) the Conversion Date, (ii) the amount of the Permanent Period Amount, (iii) any required prepayment of the Borrower Notes (as described below in Section 3.3) and (iv) any amendments to the amortization schedule, as applicable. Page 379 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 24 4890-5837-9602/024036-0096 Funding Lender’s calculation of the Permanent Period Amount and any amendments to the amortization of the Borrower Loan shall be, in the absence of manifest error, conclusive and binding on all parties. Section 3.3 Mandatory Prepayment of the Borrower Loan. As further provided in the Construction Funding Agreement, if and to the extent the Permanent Period Amount is less than the Interim Phase Amount, Funding Lender may in its sole discretion require Borrower to make a partial prepayment of the Borrower Loan in an amount equal to the difference between the Interim Phase Amount and the Permanent Period Amount, provided, however, that if the Permanent Period Amount is less than the Minimum Permanent Period Amount (as defined in the Construction Funding Agreement), then Funding Lender may in its sole discretion require Borrower to pr epay the Borrower Loan in full. Any prepayment in full or in part of the Borrower Loan required pursuant to the preceding paragraph shall be subject to a prepayment premium under certain circumstances as more particularly set forth in the Borrower Notes. Section 3.4 Release of Remaining Loan Proceeds. If and to the extent that the Permanent Period Amount is greater than the principal amount of the Borrower Loan which has previously been disbursed to Borrower, Funding Lender shall deliver Written Notice thereof to Borrower (with a copy to the Governmental Lender) on or before the Conversion Date. Within ten (10) business days after delivery of such notice, but in no event later than the Outside Conversion Date, Funding Lender shall advance to the Fiscal Agent, for depo sit by the Fiscal Agent to the Note Proceeds Account of the Project Fund under the Funding Loan Agreement, Funding Loan proceeds so that the aggregate principal amount of the Funding Loan and of the Borrower Loan disbursed equals the Permanent Period Amount. Any Borrower Loan proceeds previously disbursed to the Borrower in excess of the Permanent Period Amount shall be paid by Borrower to Fiscal Agent. Section 3.5 No Amendment. Nothing contained in this Article III shall be construed to amend, modify, alter, change or supersede the terms and provisions of the Borrower Notes, Security Instrument, the Construction Funding Agreement or any other Borrower Loan Document and, if there shall exist a conflict between the terms and provisions of this Article III and those of the Borrower Notes, Security Instrument, the Construction Funding Agreement or other Borrower Loan Documents, then the terms and provisions of the Borrower Notes, Security Instrument, the Construction Funding Agreement and other Borrower Loan Documents shall control; provided, however, that in the event of a conflict between the terms and provisions of this Article III and those of the Borrower’s loan application with the Funding Lender, the terms and provisions of this Article III shall control. Section 3.6 Determinations by Funding Lender. In any instance where the consent or approval of Funding Lender may be given or is required, or where any determination, judgment or decision is to be rendered by Funding Lender under this Article III, including in connection with the Construction Funding Agreement, the granting, withholding or denial of such consent or approval and the rendering of such determination, judgment or decision shall be made or exercised by the Funding Lender (or its designated representative), at its so le and exclusive option and in its sole and absolute discretion. Page 380 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 25 4890-5837-9602/024036-0096 ARTICLE IV REPRESENTATIONS AND WARRANTIES Section 4.1 Borrower Representations. To induce the Governmental Lender to execute this Borrower Loan Agreement and to induce the Funding Lender to make Disbursements, t he Borrower represents and warrants for the benefit of the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer, that the representations and warranties set forth in this Section 4.1 are complete and accurate in all material respects as of the Closing Date and, subject to Section 4.2, shall survive the making of the Borrower Loan and will be complete and accurate in all material respects, and deemed remade, except as otherwise noted through notice to Funding Lender and approved by Funding Lender, as of the date of each Disbursement, as of the original Outside Conversion Date, as of the date of any extension thereof and as of the Conversion Date in accordance with the terms and conditions of the Borrower Notes: Section 4.1.1 Organization; Special Purpose. The Borrower is a limited partnership in good standing under the laws of the State (and under the laws of the state in which the Borrower was formed if the Borrower was not formed under the laws of the State), has full legal right, power and authority to enter into the Borrower Loan Documents to which it is a party, and to carry out and consummate all transactions contemplated by the Borrower Loan Documents to which it is a party, and by proper limited partnership action has duly authorized the execut ion, delivery and performance of the Borrower Loan Documents to which it is a party. The Person(s) of the Borrower executing the Borrower Loan Documents and the Funding Loan Documents to which the Borrower is a party are fully authorized to execute the same. The Borrower Loan Documents and the Funding Loan Documents to which the Borrower is a party have been duly authorized, executed and delivered by the Borrower. The sole business of the Borrower is the ownership, management and operation of the Project. Section 4.1.2 Proceedings; Enforceability. Assuming due execution and delivery by the other parties thereto, the Borrower Loan Documents and the Funding Loan Documents to which the Borrower is a party will constitute the legal, valid and binding agreements of the Borrower enforceable against the Borrower in accordance with their terms; except in each case as enforcement may be limited by bankruptcy, insolvency or other laws affecting the enforcement of creditors’ rights generally, by the application of equitable princ iples regardless of whether enforcement is sought in a proceeding at law or in equity and by public policy. Section 4.1.3 No Conflicts. The execution and delivery of the Borrower Loan Documents and the Funding Loan Documents to which the Borrower is a party, the consummation of the transactions herein and therein contemplated and the fulfillment of or compliance with the terms and conditions hereof and thereof, will not conflict with or constitute a violation or breach of or default (with due notice or the passage of ti me or both) under the Partnership Agreement of the Borrower or to the best knowledge of the Borrower and with respect to the Borrower, any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any mortgage, deed of trust, loan agreement, lease, contract or other agreement or instrument to which the Borrower is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever (other than the lien of the Security Instrument) upon any of the property or assets of the Borrower, which conflict, violation, breach, default, lien, charge or encumbrance might have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Borrower Page 381 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 26 4890-5837-9602/024036-0096 Loan Documents and the Funding Loan Documents, or the financial condition, assets, properties or operations of the Borrower. Section 4.1.4 Litigation; Adverse Facts. There is no Legal Action, nor is there a basis known to Borrower for any Legal Action, before or by any court or federal, state, municipal or other governmental authority, pending, or to the knowledge of the Borrower, after reasonable investigation, threatened, against or affecting the Borrower, the General Partner or the Guarantor, or their respective assets, properties or operations which, if determined adversely to the Borrower or its interests, would have a material adverse effect upon the consummation of the transactions contemplated by, or the validity of, the Borrower Loan Documents or the Funding Loan Documents, upon the ability of each of Borrower, General Partner and Guarantor to perform their respective obligations under the Borrower Loan Documents, the Funding Loan Documents and the Related Documents to which it is a party, or upon the financial condition, assets (including the Project), properties or operations of the Borrower, the General Partner or the Guarantor. None of the Borrower, General Partner or Guarantor is in default (and no event has occurred and is continuing which with the giving of notice or the passage of time or both could constitute a default) with respect to any order or decree of any court or any order, regulation or demand of any federal, stat e, municipal or other governmental authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Borrower Loan Documents and the Funding Loan Documents, the ability of e ach of Borrower, General Partner and Guarantor to perform their respective obligations under the Borrower Loan Documents, the Funding Loan Documents and the Related Documents to which it is a party, or the financial condition, assets, properties or operations of the Borrower, General Partner or Guarantor. None of Borrower, General Partner or Guarantor are (a) in violation of any applicable law, which violation materially and adversely affects or may materially and adversely affect the business, operations, assets (including the Project), financial condition of Borrower, General Partner or Guarantor, as applicable; (b) subject to, or in default with respect to, any other Legal Requirement that would have a material adverse effect on the business, operations, assets (including the Project), financial condition of Borrower, General Partner or Guarantor, as applicable; or (c) in default with respect to any agreement to which Borrower, General Partner or Guarantor, as applicable, are a party or by which they are bound, which default would have a material adverse effect on the business, operations, assets (including the Project), financial condition of Borrower, General Partner or Guarantor, as applicable; and (d) there is no Legal Action pending or, to the knowledge of Borrower, threatened against or affecting Borrower, General Partner or Guarantor questioning the validity or the enforceability of this Borrower Loan Agreement or any of the other Borrower Loan Documents or the Funding Loan Documents or of any of the Related Documents. All tax returns (federal, state and local) required to be filed by or on behalf of the Borrower have been filed, and all taxes shown thereon to be due, including interest and penalties, except such, if any, as are being actively contes ted by the Borrower in good faith, have been paid or adequate reserves have been made for the payment thereof which reserves, if any, are reflected in the audited financial statements described therein. The Borrower enjoys the peaceful and undisturbed possession of all of the premises upon which it is operating its facilities. Section 4.1.5 Agreements; Consents; Approvals. Except as contemplated by the Borrower Loan Documents and the Funding Loan Documents, the Borrower is not a party to any agreement or instrument or subject to any restriction that would materially adversely affect the Borrower, the Project, or the Borrower’s business, properties, operations or financial condition, except the Permitted Encumbrances. The Borrower is not in default in any material respe ct in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained Page 382 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 27 4890-5837-9602/024036-0096 in any Permitted Encumbrance or any other agreement or instrument to which it is a party or by which it or the Project is bound. No consent or approval of any trustee or holder of any indebtedness of the Borrower, and to the best knowledge of the Borrower and only with respect to the Borrower, no consent, permission, authorization, order or license of, or filing or registration with, any governmenta l authority (except no representation is made with respect to any state securities or “blue sky” laws) is necessary in connection with the execution and delivery of the Borrower Loan Documents or the Funding Loan Documents, or the consummation of any transaction herein or therein contemplated, or the fulfillment of or compliance with the terms and conditions hereof or thereof, except as have been obtained or made and as are in full force and effect. Section 4.1.6 Title. The Borrower shall have marketable title to the Project free and clear of all Liens except the Permitted Encumbrances. The Security Instrument, when properly recorded in the appropriate records, together with any UCC financing statements required to be filed in connection therewith, will create (i) a valid, perfected first priority lien on the fee interest in the Project and (ii) perfected security interests in and to, and perfected collateral assignments of, all personalty included in the Project (including the Leases), all in accordance with the terms t hereof, in each case subject only to any applicable Permitted Encumbrances. To the Borrower’s knowledge, there are no delinquent real property taxes or assessments, including water and sewer charges, with respect to the Project, nor are there any claims for payment for work, labor or materials affecting the Project which are or may become a Lien prior to, or of equal priority with, the Liens created by the Borrower Loan Documents and the Funding Loan Documents. Section 4.1.7 Survey. To the best knowledge of the Borrower, the survey for the Project delivered to the Governmental Lender and the Funding Lender does not fail to reflect any material matter affecting the Project or the title thereto. Section 4.1.8 No Bankruptcy Filing. The Borrower is not contemplating either the filing of a petition by it under any state or federal bankruptcy or insolvency law or the liquidation of all or a major portion of its property (a “Bankruptcy Proceeding”), and the Borrower has no knowledge of any Person contemplating the filing of any such petition against it. As of the Closing Date, the Borrower has the ability to pay its debts as they become due. Section 4.1.9 Full and Accurate Disclosure. No statement of fact made by the Borrower in any Borrower Loan Document or any Funding Loan Document contains any untrue statement of a material fact or omits to state any material fact necessary to make statements contained therein in light of the circumstances in which they were made, not misleading. There is no material fact or circumstance presently known to the Borrower that has not been disclosed to the Governmental Lender and the Funding Lender which materially and adversely affects the Project or the business, operations or financial condition of the Borrower or the Borrower’s ability to meet its obligations under this Borrower Loan Agreement and the other Borrower Loan Documents and Funding Loan Documents to which it is a party in a timely manner. Section 4.1.10 No Plan Assets. The Borrower is not an “employee benefit plan,” as defined in Section 3(3) of ERISA, subject to Title I of ERISA, and none of the assets of the Borrower constitutes or will constitute “plan assets” of one or more such plans within the meaning of 29 C.F.R. Section 2510.3 101. Page 383 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 28 4890-5837-9602/024036-0096 Section 4.1.11 Compliance. The Borrower, the Project and the use thereof will comply, to the extent required, in all material respects with all applicable Legal Requirements. The Borrower is not in default or violation of any order, writ, injunction, decree or demand of any Governmental Authority, the violation of which would materially adversely affect the financial condition of the Borrower. There has not been committed by the Borrower or any Borrower Affiliate involved with the operation or use of the Project any act or omission affording any Governmental Authority the right of forfeiture as against the Project or any part thereof or any moneys paid in performance of the Borrower’s obligations under any Borrower Loan Document or any Funding Loan Documents. Section 4.1.12 Contracts. All service, maintenance or repair contracts affecting the Project have been entered into at arm’s length (except for such contracts between the Borrower and its affiliates or the affiliates of the Borrower Controlling Entity of the Borrower) in the ordinary course of the Borrower’s business and provide for the payment of fees in amoun ts and upon terms comparable to existing market rates. Section 4.1.13 Financial Information. All financial data, including any statements of cash flow and income and operating expense, that have been delivered to the Governmental Lender or the Funding Lender in respect of the Project by or on behalf of the Borrower, to the best knowledge of the Borrower, (i) are accurate and complete in all material respects, as of their respective dates, (ii) accurately represent the financial condition of the Project as of the date of such reports, and (iii) to the extent prepared by an independent certified public accounting firm, have been prepared in accordance with GAAP consistently applied throughout the periods covered, except as disclosed therein. Other than pursuant to or permi tted by the Borrower Loan Documents or the Funding Loan Documents or the Borrower organizational documents, the Borrower has no contingent liabilities, unusual forward or long-term commitments or unrealized or anticipated losses from any unfavorable commitments. Since the date of such financial statements, there has been no materially adverse change in the financial condition, operations or business of the Borrower from that set forth in said financial statements. Section 4.1.14 Condemnation. No Condemnation or other proceeding has been commenced or, to the Borrower’s knowledge, is contemplated, threatened or pending with respect to all or part of the Project or for the relocation of roadways providing access to the Project. Section 4.1.15 Federal Reserve Regulations. No part of the proceeds of the Borrower Loan will be used for the purpose of purchasing or acquiring any “margin stock” within the meaning of Regulation U of the Board of Governors of the Federal Reserve System or for any other purpose that would be inconsistent with such Regulation U or any other regulation of such Board of Governors, or for any purpose prohibited by Legal Requirements or any Borrower Loan Document or Funding Loan Document. Section 4.1.16 Utilities and Public Access. To the best of the Borrower’s knowledge, the Project is or will be served by water, sewer, sanitary sewer and storm drain facilities adequate to service it for its intended uses. All public utilities necessary or convenient to the full use and enjoyment of the Project are or will be located in the public r ight-of-way abutting the Project, and all such utilities are or will be connected so as to serve the Project without passing over other property absent a valid easement. All roads necessary for the use of the Project for its current purpose have been or will be completed and dedicated to public use and accepted by all Governmental Authorities. Except for Permitted Encumbrances, the Project does not share ingress Page 384 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 29 4890-5837-9602/024036-0096 and egress through an easement or private road or share on -site or off-site recreational facilities and amenities that are not located on the Project and under the exclusive control of the Borrower, or where there is shared ingress and egress or amenities, there exists an easement or joint use and maintenance agreement under which (i) access to and use and enjoyment of the easement or private road and/or recreational facilities and amenities is perpetual, (ii) the number of parties sharing such easement and/or recreational facilities and amenities must be specified, (iii) the Borrower’s responsibilities and share of expenses are specified, and (iv) the failure to pay any maintenance fee with respect to an easement will not result in a loss of usage of the easement. Section 4.1.17 Not a Foreign Person. The Borrower is not a “foreign person” within the meaning of §1445(f)(3) of the Code. Section 4.1.18 Separate Lots. Each parcel comprising the Land is a separate tax lot and is not a portion of any other tax lot that is not a part of the Land. Section 4.1.19 Assessments. Except as disclosed in the Title Insurance Policy, there are no pending or, to the Borrower’s best knowledge, proposed special or other assessments for public improvements or otherwise affecting the Project, or any contemplated improvements to the Project that may result in such special or other assessments. Section 4.1.20 Enforceability. The Borrower Loan Documents and the Funding Loan Documents are not subject to, and the Borrower has not asserted, any right of rescission, set - off, counterclaim or defense, including the defense of usury. Section 4.1.21 Insurance. The Borrower has obtained the insurance required by this Borrower Loan Agreement, if applicable, and the Security Instrument and has delivered to the Servicer copies of insurance policies or certificates of insurance reflecting the insurance coverages, amounts and other requirements set forth in this Borrower Loan Agreement, if applicable, and the Security Instrument. Section 4.1.22 Use of Property; Licenses. The Project will be used exclusively as a multifamily rental housing project and other appurtenant and related uses, which use is consistent with the zoning classification for the Project. All certifications, permits, licenses and approvals, including certificates of completion and occupancy permits required for the legal use or legal, nonconforming use, as applicable, occupancy and operation of the Proj ect (collectively, the “Licenses”) required at this time for the construction or rehabilitation, as appropriate, and equipping of the Project have been obtained. To the Borrower’s knowledge, all Licenses obtained by the Borrower have been validly issued and are in full force and effect. The Borrower has no reason to believe that any of the Licenses required for the future use and occupancy of the Project and not heretofore obtained by the Borrower will not be obtained by the Borrower in the ordinary cours e following the Completion Date. No Licenses will terminate, or become void or voidable or terminable, upon any sale, transfer or other disposition of the Project, including any transfer pursuant to foreclosure sale under the Security Instrument or deed in lieu of foreclosure thereunder. The Project does not violate any density or building setback requirements of the applicable zoning law except to the extent, if any, shown on the survey. No proceedings are, to the best of the Borrower’s knowledge, pending or threatened that would result in a change of the zoning of the Project. Section 4.1.23 Flood Zone. As of the Closing Date, no structure within the Mortgaged Property lies or is located in an identifiable or designated Special Flood Hazard Area. Page 385 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 30 4890-5837-9602/024036-0096 Subsequent to the Closing Date, if the Mortgaged Property is determined to be in a Special Flood Hazard Area, Borrower will obtain appropriate flood insurance as required under the National Flood Insurance Act of 1968, Flood Disaster Protection Act of 1973, or the National Fl ood Insurance Reform Act of 1994 as amended or as required by the Servicer pursuant to its underwriting guidelines. Section 4.1.24 Physical Condition. The Project, including all Improvements, parking facilities, systems, fixtures, Equipment and landscaping, are or, afte r completion of the construction, rehabilitation and/or repairs, as appropriate, will be in good and habitable condition in all material respects and in good order and repair in all material respects (reasonable wear and tear excepted). The Borrower has not received notice from any insurance company or bonding company of any defect or inadequacy in the Project, or any part thereof, which would adversely affect its insurability or cause the imposition of extraordinary premiums or charges thereon or any term ination of any policy of insurance or bond. The physical configuration of the Project is not in material violation of the ADA, if required under applicable law. Section 4.1.25 Encroachments. All of the Improvements included in determining the appraised value of the Project will lie wholly within the boundaries and building restriction lines of the Project, and no improvement on an adjoining property encroaches upon the Project, and no easement or other encumbrance upon the Project encroaches upon any of the Improvements , so as to affect the value or marketability of the Project, except those insured against by the Title Insurance Policy or disclosed in the survey of the Project as approved by the Servicer. Section 4.1.26 State Law Requirements. The Borrower hereby represents, covenants and agrees to comply with the provisions of all applicable state laws relating to the Borrower Loan, the Funding Loan and the Project. Section 4.1.27 Filing and Recording Taxes. All transfer taxes, deed stamps, intangible taxes or other amounts in the nature of transfer taxes required to be paid by any Person under applicable Legal Requirements in connection with the transfer of the Project to the Borrower have been paid. All mortgage, mortgage recording, stamp, intangible or other similar taxes required to be paid by any Person under applicable Legal Requirements in connection with the execution, delivery, recordation, filing, registration, perfection or enforcement of any of the Borrower Loan Documents and the Funding Loan Documents have been or will be paid. Section 4.1.28 Investment Company Act. The Borrower is not (i) an “investment company” or a company “controlled” by an “investment company,” within the meaning of the Investment Company Act of 1940, as amended; or (ii) a “holding company” or a “subsidiary company” of a “holding company” or an “affiliate” of either a “holding company” or a “subsidiary company” within the meaning of the Public Utility Holding Company Act of 1935, as amended. Section 4.1.29 Fraudulent Transfer. The Borrower has not accepted the Borrower Loan or entered into any Borrower Loan Document or Funding Loan Document with the actual intent to hinder, delay or defraud any creditor, and the Borrower has received reasonably equivalent value in exchange for its obligations under the Borrower Loan Documents and the Funding Loan Documents. Giving effect to the transactions contemplated by the Borrower Loan Documents and the Funding Loan Documents, the fair saleable value of the Borrower’s assets exceeds and will, immediately following the execution and delivery of the Borrower Loan Documents and the Funding Loan Documents, exceed the Borrower’s total liabilities, including Page 386 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 31 4890-5837-9602/024036-0096 subordinated, unliquidated, disputed or contingent liabilities. The fair saleable value of the Borrower’s assets is and will, immediately following the exec ution and delivery of the Borrower Loan Documents and the Funding Loan Documents, be greater than the Borrower’s probable liabilities, including the maximum amount of its contingent liabilities or its debts as such debts become absolute and matured. The Borrower’s assets do not and, immediately following the execution and delivery of the Borrower Loan Documents and the Funding Loan Documents will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe that it will, incur debts and liabilities (including contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower). Section 4.1.30 Ownership of the Borrower. Except as set forth in the Partnership Agreement of the Borrower and the exhibits thereto, the Borrower has no obligation to any Person to purchase, repurchase or issue any ownership interest in the Borrower. Section 4.1.31 Environmental Matters. To the best of Borrower’s knowledge, the Project is not in violation of any Legal Requirement pertaining to or imposing liability or standards of conduct concerning environmental regulation, contamination or cleanup, and will comply with covenants and requirements relating to environmental hazards as set forth in the Security Instrument. The Borrower will execute and deliver the Agreement of Environmental Indemnification on the Closing Date. Section 4.1.32 Name; Principal Place of Business. Unless prior Written Notice is given to the Funding Lender, the Borrower does not use and will not use any trade name, and has not done and will not do business under any name other than its actual name set forth herein . The principal place of business of the Borrower is its primary address for notices as set forth in Section 10.1 hereof, and the Borrower has no other place of business, other than the Project and such principal place of business. Section 4.1.33 Subordinated Debt. There is no secured or unsecured indebtedness with respect to the Project or any residual interest therein, other than Permitted Encumbrances and the permitted secured indebtedness described in Section 6.7 hereof, except an unsecured deferred developer fee not to exceed the amount permitted by Funding Lender as determined on the Closing Date, and unsecured, subordinate partner loans to Borrower permitted or required under the terms of the Partnership Agreement. Section 4.1.34 Filing of Taxes. The Borrower has filed (or has obtained effective extensions for filing) all federal, state and local tax returns required to be filed and has paid or made adequate provision for the payment of all federal, state and local taxes, charges and assessments, if any, payable by the Borrower. Section 4.1.35 General Tax. All representations, warranties and certifications of the Borrower set forth in the Regulatory Agreement and the Tax Certificate are incorporated by reference herein and the Borrower will comply with such as if set forth herein. Section 4.1.36 Approval of the Borrower Loan Documents and Funding Loan Documents. By its execution and delivery of this Borrower Loan Agreement, the Borrower approves the form and substance of the Borrower Loan Documents and the Funding Loan Page 387 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 32 4890-5837-9602/024036-0096 Documents, and agrees to carry out the responsibilities and duties specified in the Borrower Loan Documents and the Funding Loan Documents to be carried out by the Borrower. The Borrower acknowledges that (a) it understands the nature and structure of the transactions relating to the financing of the Project, (b) it is familiar with the provisions of all of the Borrower Loan Documents and the Funding Loan Documents and other documents and instruments relating to the financing, (c) it understands the risks inherent in such transactions, including without limitation the risk of loss of the Project, and (d) it has not relied on the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer for any guidance or expertise in analyzing the financial or other consequences of the transactions contemplated by the Borrower Loan Documents and the Funding Loan Documents or otherwise relied on the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer in any manner. Section 4.1.37 Funding Loan Agreement. The Borrower has read and accepts and agrees that it is bound by the Funding Loan Agreement and the Funding Loan Documents. Section 4.1.38 Americans with Disabilities Act. The Project, as designed, will conform in all material respects with all applicable zoning, planning, building and environmental laws, ordinances and regulations of governmental authorities having jurisdiction over the Project, including, but not limited to, the Americans with Disabilities Act of 1990 (“ADA”), to the extent required (as evidenced by an architect’s certificate to such effect). Section 4.1.39 Requirements of Act, Code and Regulations. The Project satisfies all requirements of the Act, the Code and the Regulations applicable to the Project. Section 4.1.40 Regulatory Agreement. The Project is, as of the date of origination of the Funding Loan, in compliance with all requirements of the Regulatory Agreement to the extent such requirements are applicable; and the Borrower intends to cause the residential units in the Project to be rented or available for rental on a basis which satisfies the requirements o f the Regulatory Agreement, including all applicable requirements of the Act and the Code and the Regulations, and pursuant to leases which comply with all applicable laws. Section 4.1.41 Intention to Hold Project. The Borrower intends to hold the Project for its own account and has no current plans, and except as set forth in the Partnership Agreement has not entered into any agreement, to sell the Project or any part of it; and the Borrower intends to occupy the Project or cause the Project to be occupied and to operat e it or cause it to be operated at all times during the term of this Borrower Loan Agreement in compliance with the terms of this Borrower Loan Agreement and the Regulatory Agreement and does not know of any reason why the Project will not be so used by it in the absence of circumstances not now anticipated by it or totally beyond its control. Section 4.1.42 Concerning General Partner. (a) The managing general partner of Borrower is Foundation For Affordable Housing V, Inc., a California nonprofit public benefit corporation, and the co-general partner of Borrower is the Otay Affordable I V8, LLC, a California limited liability company, and each of the Managing General Partner and Administrative General Partner is duly organized and validly existing under the laws of the State of California. The General Partner has all requisite power and authority, rights and franchises to enter into and perform its obligations under the Borrower Loan Documents and the Funding Loan Documents to be executed by it for its own account and on beha lf of Page 388 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 33 4890-5837-9602/024036-0096 Borrower, as general partner of Borrower, under this Borrower Loan Agreement and the other Borrower Loan Documents and the Funding Loan Documents. (b) The General Partner has made all filings (including, without limitation, all required filings related to the use of fictitious business names) and is in good standing in the State and in each other jurisdiction in which the character of the property it owns or the nature of the business it transacts makes such filings necessary or where the failure to make such filings could have a material adverse effect on the business, operations, assets, or financial condition of General Partner. (c) The General Partner is duly authorized to do business in the State. (d) The execution, delivery and performance by Borrower of the Borrower Loan Documents and the Funding Loan Documents have been duly authorized by all necessary action of General Partner on behalf of Borrower, and by all necessary action on behalf of General Partner. (e) The execution, delivery and performance by General Partner, on behalf of Borrower, of the Borrower Loan Documents and the Funding Loan Documents will not violate (i) General Partner’s organizational documents; (ii) any other Legal Requirement affecting General Partner or any of its properties; or (iii) any agreement to which General Partner is bound or to which it is a party; and will not result in or require the creation (except as provided in or contemplated by this Borrower Loan Agreement) of any Lien upon any of such properties, any of the Collateral o r any of the property or funds pledged or delivered to Funding Lender pursuant to the Security Documents. Section 4.1.43 Government and Private Approvals. All governmental or regulatory orders, consents, permits, authorizations and approvals required for the construction, rehabilitation, use, occupancy and operation of the Improvements, that may be granted or denied in the discretion of any Governmental Authority, have been obtained and are in full force and effect (or, in the case of any of the foregoing that Borrower is not required to have as of the Closing Date, will be obtained), and will be maintained in full force and effect at all times during the construction or rehabilitation of the Improvements. All such orders, consents, permits, authorizations and approvals that may not be denied in the discretion of any Governmental Authority shall be obtained prior to the commencement of any work for which such orders, consents, permits, authorizations or approvals are required, and, once obtained, such orders, consents, permits, authorizations and approvals will be maintained in full force and effect at all times during the construction or rehabilitation of the Improvements. Except as set forth in the preceding two sentences, no additional governmental or regulatory actions, filings or registrations with respect to the Improvements, and no approvals, authorizations or consents of any trustee or holder of any indebtedness or obligation of Borrower, are required for the due execution, delivery and performance by Borrower or General Partner of any of the Borrower Loan Documents or the Funding Loan Documents or the Related Documents executed by Borrower or General Partner, as applicable. All required zoning approvals have been obtained, and the zoning of the Land for the Project is not conditional upon the happening of any further event. Section 4.1.44 Concerning Guarantor. The Borrower Loan Documents and the Funding Loan Documents to which the Guarantor is a party or a signatory executed simultaneously with this Borrower Loan Agreement have been duly executed and delivered by Guarantor and are legally valid and binding obligations of Guarantor, enforceable against Guarantor in accordance with their terms, except as enforceability may be limited by bankruptcy, insolvency, reorganiza tion, moratorium or similar laws affecting creditors’ rights generally and by general principles of equity. Page 389 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 34 4890-5837-9602/024036-0096 Section 4.1.45 No Material Defaults. Except as previously disclosed to Funding Lender and the Governmental Lender in writing, there exists no material violation o f or material default by Borrower under, and, to the best knowledge of Borrower, no event has occurred which, upon the giving of notice or the passage of time, or both, would constitute a material default with respect to: (i) the terms of any instrument evidencing, securing or guaranteeing any indebtedness secured by the Project or any portion or interest thereof or therein; (ii) any lease or other agreement affecting the Project or to which Borrower is a party; (iii) any license, permit, statute, ordinance, law, judgment, order, writ, injunction, decree, rule or regulation of any Governmental Authority, or any determination or award of any arbitrator to which Borrower or the Project may be bound; or (iv) any mortgage, instrument, agreement or document by w hich Borrower or any of its respective properties is bound; in the case of any of the foregoing: (1) which involves any Borrower Loan Document or Funding Loan Document; (2) which involves the Project and is not adequately covered by insurance; (3) that might materially and adversely affect the ability of Borrower, General Partner or Guarantor or to perform any of its respective obligations under any of the Borrower Loan Documents or the Funding Loan Documents or any other material instrument, agreement or document to which it is a party; or (4) which might adversely affect the priority of the Liens created by this Borrower Loan Agreement or any of the Borrower Loan Documents or the Funding Loan Documents. Section 4.1.46 Payment of Taxes. Except as previously disclosed to Funding Lender in writing: (i) all tax returns and reports of Borrower, General Partner and Guarantor required to be filed have been timely filed, and all taxes, assessments, fees and other governmental charges upon Borrower, General Partner and Guarantor, and upon their respective properties, assets, income and franchises, which are due and payable have been paid when due and payable; and (ii) Borrower knows of no proposed tax assessment against it or against General Partner or Guarantor that would be material to the condition (financial or otherwise) of Borrower, General Partner or Guarantor, and neither Borrower nor General Partner have contracted with any Governmental Authority in connection with such taxes. Section 4.1.47 Rights to Project Agreements and Licenses. Borrower is the legal and beneficial owner of all rights in and to the Plans and Specifications and all existing Project Agreements and Licenses, and will be the legal and beneficial owner of all rights in and to all future Project Agreements and Licenses. Borrower’s interest in the Plans and Specifications and all Project Agreements and Licenses is not subject to any present claim (other than under the Borrower Loan Documents and the Funding Loan Documents or as otherwise approved by Funding Lender in its sole discretion), set-off or deduction other than in the ordinary course of business. Section 4.1.48 Patriot Act Compliance. Borrower is not now, nor has ever been (i) listed on any Government Lists (as defined below), (ii) a person who has been determined by a Governmental Authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (September 23, 2001) or any other similar prohibitions contained in the rules and regulations of OFAC or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iv) under investigation by any Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” shall mean any violation of the criminal laws of the United States of America or of any of the several states, or that would be a criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) Bank Representative Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, Page 390 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 35 4890-5837-9602/024036-0096 as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” shall mean (1) the Specially Designated Nationals and Blocked Persons Lists maintained by the Office of Foreign Assets Control (“OFAC”), (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any of the Rules and Regulations of OFAC that Funding Lender notified Borrower in writing is now included in “Government Lists”, or (3) any similar lists maintained by the United States Department of State, the United States Department of Commerce or any other Governmental Authority or pursuant to any Executive Order of the President of the United States of America that Funding Lender notified Borrower in writing is now included in “Government Lists”. Section 4.1.49 Rent Schedule. Borrower has prepared a prospective Unit absorption and rent collection schedule with respect to the Project substantially in the form attached as an exhibit to the Construction Funding Agreement, which schedule takes into account, among other relevant factors (i) a schedule of minimum monthly rentals for the Units, and (ii) any and all concessions including free rent periods, and on the basis of such schedule, Borrower believes it will collect rents with respect to the Project in amounts greater than or equal to debt service on th e Borrower Loan. Section 4.1.50 Other Documents. Each of the representations and warranties of Borrower or General Partner contained in any of the other Borrower Loan Documents or the Funding Loan Documents or Related Documents is true and correct in all material respec ts (or, in the case of representations or warranties contained in any of the other Borrower Loan Documents or Funding Loan Documents or Related Documents that speak as of a particular date, were true and correct in all material respects as of such date). All of such representations and warranties are incorporated herein for the benefit of Funding Lender. Section 4.1.51 Subordinate Loan Documents. The Subordinate Loan Documents are in full force and effect and the Borrower has paid all commitment fees and other amounts d ue and payable to the Subordinate Lender(s) thereunder. There exists no material violation of or material default by the Borrower under, and no event has occurred which, upon the giving of notice or the passage of time, or both, would constitute a material default under the Subordinate Loan Documents. Section 4.1.52 [Reserved]. Section 4.1.53 Survival of Representations and Covenants. All of the representations and warranties in Section 4.1 hereof and elsewhere in the Borrower Loan Documents (i) shall survive for so long as any portion of the Borrower Payment Obligations remains due and owing and (ii) shall be deemed to have been relied upon by the Governmental Lender and the Servicer notwithstanding any investigation heretofore or hereafter made by the Governmental Lender or the Servicer or on its or their behalf, provided, however, that the representations, warranties and covenants set forth in Section 4.1.31 hereof shall survive in perpetuity and shall not be subject to the exculpation provisions of Section 11.1 hereof. Page 391 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 36 4890-5837-9602/024036-0096 ARTICLE V AFFIRMATIVE COVENANTS During the term of this Borrower Loan Agreement, the Borrower hereby covenants and agrees with the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer that: Section 5.1 Existence. The Borrower shall (i) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its existence and its material rights, and franchises, (ii) continue to engage in the business presently conducted by it, (iii) obtain and maintain all material Licenses, and (iv) qualify to do business and remain in good standing under the laws of the State. Section 5.2 Taxes and Other Charges. The Borrower shall pay all Taxes and Other Charges as the same become due and payable and prior to their becoming delinquent in accordance with the Security Instrument, except to the extent that the amount, validity or application thereof is being contested in good faith as permitted by the Security Instrument. The Borrower covenants to pay all taxes and Other Charges of any type or character charged to the Funding Lender affecting the amount available to the Funding Lender from payments to be received hereunder or in any way arising due to the transactions contemplated hereby (including taxes and Other Charges assessed or levied by any public agency or governmen tal authority of whatsoever character having power to levy taxes or assessments) but excluding franchise taxes based upon the capital and/or income of the Funding Lender and taxes based upon or measured by the net income of the Funding Lender; provided, however, that the Borrower shall have the right to protest any such taxes or Other Charges and to require the Funding Lender, at the Borrower’s expense, to protest and contest any such taxes or Other Charges levied upon them and that the Borrower shall have the right to withhold payment of any such taxes or Other Charges pending disposition of any such protest or contest unless such withholding, protest or contest would adversely affect the rights or interests of the Funding Lender. This obligation shall rem ain valid and in effect notwithstanding repayment of the Borrower Loan hereunder or termination of this Borrower Loan Agreement. Section 5.3 Repairs; Maintenance and Compliance; Physical Condition. The Borrower shall cause the Project to be maintained in a good, habitable and safe (so as to not threaten the health or safety of the Project’s tenants or their invited guests) condition and repair (reasonable wear and tear excepted) as set forth in the Security Instrument and shall not remove, demolish or materially alter the Improvements or Equipment (except for removal of aging or obsolete equipment or furnishings in the normal course of business), except as provided in the Security Instrument. Section 5.4 Litigation. The Borrower shall give prompt Written Notice to the Governmental Lender, the Funding Lender and the Servicer of any litigation, governmental proceedings or claims or investigations regarding an alleged actual violation of a Legal Requirement pending or, to the Borrower’s knowledge, threatened against the Borrower whic h might materially adversely affect the Borrower’s condition (financial or otherwise) or business or the Project. Section 5.5 Performance of Other Agreements. The Borrower shall observe and perform in all material respects each and every term to be observed or perfor med by it pursuant to the terms of any agreement or instrument affecting or pertaining to the Project. Page 392 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 37 4890-5837-9602/024036-0096 Section 5.6 Notices. The Borrower shall promptly advise the Governmental Lender, the Funding Lender and the Servicer of (i) any Material Adverse Change in the Borrower’s financial condition, assets, properties or operations other than general changes in the real estate market, (ii) any fact or circumstance affecting the Borrower or the Project that materially and adversely affects the Borrower’s ability to meet its obligations hereunder or under any of the other Borrower Loan Document to which it is a party in a timely manner, or (iii) the occurrence of any Potential Default or Event of Default of which the Borrower has knowledge. If the Borrower becomes subject to federal or state securities law filing requirements, the Borrower shall cause to be delivered to the Governmental Lender, the Funding Lender and the Servicer any Securities and Exchange Commission or other public filings, if any, of the Borrower within two (2) Business Days of such filing. Section 5.7 Cooperate in Legal Proceedings. The Borrower shall cooperate fully with the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer with respect to, and permit the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer at their option, to participate in, any proceedings before any Governmental Authority that may in any way affect the rights of the Governmental Lender, the Funding Lender, the Fiscal Agent and/or the Servicer under any Borrower Loan Document or Funding Loan Document. Section 5.8 Further Assurances. The Borrower shall, at the Borrower’s sole cost and expense (except as provided in Section 9.1 hereof), (i) furnish to the Servicer and the Funding Lender all instruments, documents, boundary surveys, footing or foundation surveys (to the extent that Borrower’s construction or renovation of the Project alters any existing building foundations or footprints), certificates, plans and specifications, appraisals, title and other insurance rep orts and agreements relating to the Project, reasonably requested by the Servicer or the Funding Lender for the better and more efficient carrying out of the intents and purposes of the Borrower Loan Documents and the Funding Loan Documents; (ii) execute and deliver to the Servicer and the Funding Lender such documents, instruments, certificates, assignments and other writings, and do such other acts necessary or desirable, to evidence, preserve and/or protect the collateral at any time securing or intended to secure the Borrower Loan, as the Servicer, the Fiscal Agent (at the direction of the Funding Lender) and the Funding Lender may reasonably require from time to time; (iii) do and execute all and such further lawful and reasonable acts, conveyances and assurances for the better and more effective carrying out of the intents and purposes of the Borrower Loan Documents and the Funding Loan Documents, as the Servicer, the Fiscal Agent (at the direction of the Funding Lender) or the Funding Lender shall reasonably require from time to time; provided, however, with respect to clauses (i)-(iii) above, the Borrower shall not be required to do anything that has the effect of (A) changing the essential economic terms of the Borrower Loan or (B) imposing upon the Borrower greater personal liability under the Borrower Loan Documents and the Funding Loan Documents; and (iv) upon the Servicer’s, the Fiscal Agent’s (at the direction of the Funding Lender) or the Funding Lender’s request therefor given from time to time after the occurrence of any Potential Default or Event of Default for so long as such Potential Default or Event of Default, as applicable, is continuing pay for (a) reports of UCC, federal tax lien, state tax lien, judgment and pending litigation searches with respect to the Borrower and (b) searches of title to the Project, each such search to be conducted by search firms reasonably designated by the Servicer, the Fiscal Agent (at the direction of the Funding Lender) or the Funding Lender in each of the locations reasonably designated by the Servicer, the Fiscal Agent or the Funding Lender. Page 393 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 38 4890-5837-9602/024036-0096 Section 5.9 Delivery of Financial Information. After notice to the Borrower of a Secondary Market Disclosure Document, the Borrower shall, concurrently with any delivery to the Funding Lender or the Servicer, deliver copies of all financial information required under Article IX. Section 5.10 Environmental Matters. So long as the Borrower owns or is in possession of the Project, the Borrower shall (a) keep the Project in compliance with all Hazardous Materials Laws (as defined in the Security Instrument), (b) promptly notify the Funding Lender and the Servicer if the Borrower shall become aware that any Hazardous Materials (as defined in the Security Instrument) are on or near the Project in violation of Hazardous Materials Laws, and (c) commence and thereafter diligently prosecute to completion all remedial work necessary with respect to the Project required under any Hazardous Material Laws, in each case as set forth in the Security Instrument or the Agreement of Environmental Indemnification. Section 5.11 Governmental Lender’s and Funding Lender’s Fees. The Borrower covenants to pay the reasonable fees and expenses of the Governmental Lender (including the Ongoing Governmental Lender Fee), the Fiscal Agent and the Funding Lender or any agents, attorneys, accountants, consultants selected by the Governmental Lender, the Fiscal Agent or the Funding Lender to act on its behalf in connection with this Borrower Loan Agreement and the other Borrower Loan Documents, the Regulatory Agreement and the Funding Loan Documents, including, without limitation, any and all reasonable expenses incurred in connection with the making of the Borrower Loan or in connection with any litigation which may at any time be instituted involving the Borrower Loan, this Borrower Loan Agreement, the other Borrower Loan Documents, the Regulatory Agreement and the Funding Loan Documents or any of the other documents contemplated thereby, or in connection with the reasonable supervision or i nspection of the Borrower, its properties, assets or operations or otherwise in connection with the administration of the foregoing. This obligation shall remain valid and in effect notwithstanding repayment of the Borrower Loan hereunder or termination of this Borrower Loan Agreement. Section 5.12 Estoppel Statement. The Borrower shall furnish to the Funding Lender, the Fiscal Agent or the Servicer for the benefit of the Funding Lender or the Servicer within ten (10) days after request by the Funding Lender and the Servicer, with a statement, duly acknowledged and certified, setting forth (i) the unpaid principal of the Borrower Notes, (ii) the applicable Interest Rate, (iii) the date installments of interest and/or principal were last paid, (iv) any offsets or defenses to the payment of the Borrower Payment Obligations, and (v) that the Borrower Loan Documents and the Funding Loan Documents to which the Borrower is a party are valid, legal and binding obligations of the Borrower and have not been modified or, if modified, giving particulars of such modification, and no Event of Default exists thereunder or specify any Event of Default that does exist thereunder. The Borrower shall use commercially reasonable efforts to furnish to the Funding Lender or the Servicer, within 30 days of a request by the Funding Lender or Servicer, tenant estoppel certificates from each commercial tenant at the Project in form and substance reasonably satisfactory to the Funding Lender and the Servicer; provided that the Funding Lender and the Servicer shall not make such requests more frequently than twice in any year. Section 5.13 Defense of Actions. The Borrower shall appear in and defend any action or proceeding purporting to affect the security for this Borrower Loan Agreement hereunder or under the Borrower Loan Documents and the Funding Loan Documents, and shall pay, in the manner required by Section 2.4 hereof, all costs and expenses, including the cost of evidence of title and attorneys’ fees, in any such action or proceeding in which Funding Le nder may appear. If the Borrower fails to perform any of the covenants or agreements contained in this Borrower Loan Page 394 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 39 4890-5837-9602/024036-0096 Agreement or any other Borrower Loan Document, or if any action or proceeding is commenced that is not diligently defended by the Borrower which affects the Funding Lender’s interest in the Project or any part thereof, including eminent domain, code enforcement or proceedings of any nature whatsoever under any Federal or state law, whether now existing or hereafter enacted or amended, then the Funding Lender may make such appearances, disburse such sums and take such action as the Funding Lender deems necessary or appropriate to protect its interests. Such actions include disbursement of attorneys’ fees, entry upon the Project to make repair s or take other action to protect the security of the Project, and payment, purchase, contest or compromise of any encumbrance, charge or lien which in the judgment of Funding Lender appears to be prior or superior to the Borrower Loan Documents or the Funding Loan Documents. The Funding Lender shall have no obligation to do any of the above. The Funding Lender may take any such action without notice to or demand upon the Borrower. No such action shall release the Borrower from any obligation under this Borrower Loan Agreement or any of the other Borrower Loan Documents or Funding Loan Documents. In the event (i) that the Security Instrument is foreclosed in whole or in part or that any Borrower Loan Document is put into the hands of an attorney for coll ection, suit, action or foreclosure, or (ii) of the foreclosure of any mortgage, deed of trust or deed to secure debt prior to or subsequent to the Security Instrument or any Borrower Loan Document in which proceeding the Funding Lender is made a party or (iii) of the bankruptcy of the Borrower or an assignment by the Borrower for the benefit of its creditors, the Borrower shall be chargeable with and agrees to pay all costs of collection and defense, including actual attorneys’ fees in connection therewith and in connection with any appellate proceeding or post -judgment action involved therein, which shall be due and payable together with all required service or use taxes. Section 5.14 Expenses. The Borrower shall pay all reasonable expenses incurred by the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer (except as provided in Section 9.1 hereof) in connection with the Borrower Loan and the Funding Loan, including reasonable fees and expenses of the Governmental Lender’s, the Fiscal Agent’s, the Funding Lender’s and the Servicer’s attorneys, environmental, engineering and other consultants, and fees, charges or taxes for the recording or filing of the Borrower Loan Doc uments and the Funding Loan Documents. The Borrower shall pay or cause to be paid all reasonable expenses of the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer (except as provided in Section 9.1 hereof) in connection with the issuance or administration of the Borrower Loan and the Funding Loan, including audit costs, inspection fees, settlement of condemnation and casualty awards, and premiums for title insurance and endorsements thereto. The Borrower shall, upon request, promp tly reimburse the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer for all reasonable amounts expended, advanced or incurred by the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer to collect the Borrower Notes, or to enforce the rights of the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer under this Borrower Loan Agreement or any other Borrower Loan Document, or to defend or assert the rights and claims of the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer under the Borrower Loan Documents and the Funding Loan Documents arising out of an Event of Default or with respect to the Project (by litigation or other proceedings) arising out of an Event of Default, which amounts will include all court costs, attorneys’ fees and expenses, fees of auditors and accountants, and investigation expenses as may be reasonably incurred by the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer in connection with any such matters (whether or not litigation is instituted), together with interest at the Default Rate on each such amount from the Date of Disbursement until the date of reimbursement to the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer, all of which shall constitute part of the Borrower Loan and the Funding Loan and shall be secured by the Borrower Loan Documents and the Funding Loan Page 395 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 40 4890-5837-9602/024036-0096 Documents. The obligations and liabilities of the Borrower under this Section 5.14 shall survive the Term of this Borrower Loan Agreement and the exercise by the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer, as the case may be, of any of its rights or remedies under the Borrower Loan Documents and the Funding Loan Documents, including the acquisition of the Project by foreclosure or a conveyance in lieu of foreclosure. Notwithstanding the foregoing, the Borrower shall not be obligated to pay amounts incurred as a result of the gross negligence or willfu l misconduct of any other party, and any obligations of the Borrower to pay for environmental inspections or audits will be governed by Section 18(i) and 43(i) of the Security Instrument. Section 5.15 Indemnity. In addition to its other obligations hereunder, and in addition to any and all rights of reimbursement, indemnification, subrogation and other rights of Governmental Lender, the Fiscal Agent or Funding Lender pursuant hereto, pursuant to the Regulatory Agreement and under law or equity, to the fullest extent permitted by law, the Borrower agrees to indemnify, hold harmless and defend the Governmental Lender, the Funding Lender, the Fiscal Agent, the Servicer, the Beneficiary Parties, Citigroup, Inc., and each of their respective commissioners, officers, directors, employees, attorneys and agents (each an “Indemnified Party”), against any and all losses, damages, claims, actions, liabilities, reasonable costs and expenses of any nature, kind or character (including, without limitation, reasonable attorneys’ fees, litigation and court costs, amounts paid in settlement (to the extent that the Borrower has consented to such settlement) and amounts paid to discharge judgments) (hereinafter, the “Liabilities”) to which the Indemnified Parties, or any of them, may become subject under federal or state securities laws or any other statutory law or at common law or otherwise, to the extent arising out of or based upon or in any way relating to: (a) The Borrower Loan Documents and the Funding Loan Documents or the execution or amendment thereof or in connection with transactions contemplated thereby, including the sale, transfer or resale of the Borrower Loan or the Funding Loan, except with respect to any Secondary Market Disclosure Document (other than any Borrower’s obligations under Article IX); (b) Any act or omission of the Borrower or any of its agents, contractors, servants, employees or licensees in connection with the Borrower Loan, the Funding Loan or the Project, the operation of the Project, or the condition, environmental or otherwise, occupancy, use, possession, conduct or management of work done in or about, or from the planning, design, acquisition, construction, installation or rehabilitation of, the Project or any part thereof; (c) Any lien (other than a Permitted Lien) or charge upon payments by the Borrower to the Governmental Lender, the Fiscal Agent or the Funding Lender hereunder, or any taxes (including, without limitation, all ad valorem taxes and sales taxes), assessments, impositions and Other Charges imposed on the Governmental Lender, the Fiscal Agent or the Funding Lender in respect of any portion of the Project; (d) Any violation of any environmental law, rule or regulation with respect to, or the release of any toxic substance from, the Project or any part there of during the period in which the Borrower is in possession or control of the Project; provided however, Borrower’s liability under this Section 5.15(d) shall not extend to cover a violation that first arose, commenced or occurred as a result of actions of the Indemnified Party, their successors, assigns or designees, after the satisfaction, discharge, release, assignment, termination or cancellation of the Security Instrument following the payment in full of the Borrower Notes and all other sums payable un der the Borrower Loan Documents; Page 396 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 41 4890-5837-9602/024036-0096 (e) The enforcement of, or any action taken by the Governmental Lender, the Fiscal Agent or the Funding Lender related to remedies under, this Borrower Loan Agreement and the other Borrower Loan Documents and the Funding Loan Documents; (f) Any untrue statement or misleading statement or alleged untrue statement or alleged misleading statement of a material fact by the Borrower made in the course of Borrower applying for the Borrower Loan or the Funding Loan or contained in any of t he Borrower Loan Documents or Funding Loan Documents to which the Borrower is a party; (g) Any Determination of Taxability; (h) Any breach (or alleged breach) by Borrower of any representation, warranty or covenant made in or pursuant to this Borrower Loan Agreeme nt or in connection with any written or oral representation, presentation, report, appraisal or other information given or delivered by Borrower, General Partner, Guarantor or their Affiliates to Governmental Lender, the Fiscal Agent the Funding Lender, Servicer or any other Person in connection with the Borrower’s application for the Borrower Loan and the Funding Loan (including, without limitation, any breach or alleged breach by Borrower of any agreement with respect to the provision of any substitute cr edit enhancement); (i) any failure (or alleged failure) by Borrower, the Funding Lender or Governmental Lender to comply with applicable federal and state laws and regulations pertaining to the making of the Borrower Loan and the Funding Loan; (j) the Project, or the condition, occupancy, use, possession, conduct or management of, or work done in or about, or from the planning, design, acquisition, installation, construction or rehabilitation of, the Project or any part thereof; or (k) the use of the proceeds of the Borrower Loan and the Funding Loan, except in the case of the foregoing indemnification of the Governmental Lender or any related Indemnified Party, to the extent such damages are caused by the willful misconduct of such Indemnified Party, and except in the case of the foregoing indemnification of the Funding Lender or the Servicer or any related Indemnified Party, to the extent such damages are caused by the gross negligence or willful misconduct of such Indemnified Party. Notwithstanding anything herein to the contrary, the Borrower’s indemnification obligations to the parties specified in Section 9.1.4 hereof with respect to any securitization or Secondary Market Transaction described in Article IX hereof shall be limited to the indemnity set forth in Sect ion 9.1.4 hereof. In the event that any action or proceeding is brought against any Indemnified Party with respect to which indemnity may be sought hereunder, the Borrower, upon written notice from the Indemnified Party (which notice shall be timely given so as not to materially impair the Borrower’s right to defend), shall assume the investigation and defense thereof, including the employment of counsel reasonably approved by the Indemnified Party, and shall assume the payment of all expenses related ther eto, with full power to litigate, compromise or settle the same in its sole discretion; provided that the Indemnified Party shall have the right to review and approve or disapprove any such compromise or settlement, which approval shall not be unreasonably withheld. Each Indemnified Party shall have the right to employ separate counsel in any such action or proceeding and to participate in the investigation and defense thereof. The Borrower shall pay the reasonable fees and expenses of such separate couns el; provided, however, that such Indemnified Party may only employ separate counsel at the expense of Page 397 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 42 4890-5837-9602/024036-0096 the Borrower if and only if in such Indemnified Party’s good faith judgment (based on the advice of counsel) a conflict of interest exists or could arise by reason of common representation. Notwithstanding any transfer of the Project to another owner in accordance with the provisions of this Borrower Loan Agreement or the Regulatory Agreement, the Borrower shall remain obligated to indemnify each Indemnified Party pursuant to this Section 5.15 if such subsequent owner fails to indemnify any party entitled to be indemnified hereunder, unless the Governmental Lender and the Funding Lender have consented to such transfer and to the assignment of the rights and obligations of the Borrower hereunder. The rights of any persons to indemnity hereunder shall survive the final payment or defeasance of the Borrower Loan and the Funding Loan and in the case of the Servicer, any resignation or removal. The provisions of this Section 5.15 shall survive the termination of this Borrower Loan Agreement. The foregoing provisions of this Section 5.15 are not intended to and shall not negate, modify, limit or change the provisions of Section 9 of the Borrower Notes. Section 5.16 No Warranty of Condition or Suitability by the Governmental Lender or Funding Lender. Neither the Governmental Lender nor the Funding Lender makes any warranty, either express or implied, as to the condition of the Project or that it will be suitable for the Borrower’s purposes or needs. Section 5.17 Right of Access to the Project. The Borrower agrees that the Governmental Lender, the Funding Lender, the Servicer and the Construction Consultant, and their duly authorized agents, attorneys, experts, engineers, accountants and representatives shall have the right, but no obligation, at all reasonable times during business hours and upon reasonable notice, to enter onto the Land (a) to examine, test and inspect the Project without material interference or prejudice to the Borrower’s operations and (b) to perform such work in and about the Project made necessary by reason of the Borrower’s default under any of the provisions of this Borrower Loan Agreement. The Governmental Lender, the Funding Lender, the Servicer, and their duly auth orized agents, attorneys, accountants and representatives shall also be permitted, without any obligation to do so, at all reasonable times and upon reasonable notice during business hours, to examine the books and records of the Borrower with respect to the Project. Section 5.18 Notice of Default. The Borrower will advise the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer promptly in writing of the occurrence of any Potential Default or Event of Default hereunder, specifying the nature and period of existence of such event and the actions being taken or proposed to be taken with respect thereto. Section 5.19 Covenant with Governmental Lender and Funding Lender. The Borrower agrees that this Borrower Loan Agreement is executed and delivered in part to induce the purchase by others of the Governmental Lender Notes and, accordingly, all covenants and agreements of the Borrower contained in this Borrower Loan Agreement are hereby declared to be for the benefit of the Governmental Lender, the Fiscal Agent, the Funding Lender and any lawful owner, holder or pledgee of the Borrower Notes or the Governmental Lender Notes from time to time. Page 398 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 43 4890-5837-9602/024036-0096 Section 5.20 Obligation of the Borrower to Construct or Rehabilitate the Project. The Borrower shall proceed with reasonable dispatch to construct or rehabilitate, as appropriate, and equip the Project. If the proceeds of the Borrower Loan, together with the Other Borrower Moneys, available to be disbursed to the Borrower are not sufficient to pay the costs of such construction or rehabilitation, as appropriate, and equipping, the Borrower shall pay such additional costs from its own funds. The Borrower shall not be entitled to any reimbursement from the Governmental Lender, the Fiscal Agent, the Funding Lender or the Servicer in respect o f any such costs or to any diminution or abatement in the repayment of the Borrower Loan. The Governmental Lender, the Fiscal Agent and the Funding Lender shall not be liable to the Borrower or any other person if for any reason the Project is not completed or if the proceeds of the Borrower Loan are insufficient to pay all costs of the Project. The Governmental Lender, the Fiscal Agent and the Funding Lender do not make any representation or warranty, either express or implied, that moneys, if any, which will be made available to the Borrower will be sufficient to complete the Project, and the Governmental Lender, the Fiscal Agent and the Funding Lender shall not be liable to the Borrower or any other person if for any reason the Project is not completed. Section 5.21 Maintenance of Insurance. Borrower will maintain the insurance required by the Security Instrument. Section 5.22 Information; Statements and Reports. Borrower shall furnish or cause to be furnished to Funding Lender and, with respect to subsection (a) only, to Governmental Lender: (a) Notice of Default. As soon as possible, and in any event not later than five (5) Business Days after the occurrence of any Event of Default or Potential Default, a statement of an Authorized Representative of Borrower describing the details of such Event of Default or Potential Default and any curative action Borrower proposes to take; (b) Financial Statements; Rent Rolls. In the manner and to the extent required under the Security Instrument, such financial statements, expenses statements, re nt rolls, reports and other financial documents and information as required by the Security Instrument and the other Borrower Loan Documents and Funding Loan Documents, in the form and within the time periods required therein; (c) General Partner. As soon as available and in any event within one hundred twenty (120) days after the end of each fiscal year of General Partner, copies of the financial statements of General Partner as of such date, prepared in substantially the form previously delivered to the Governmental Lender and Funding Lender and in a manner consistent therewith, or in such form (which may include a form prepared in accordance with GAAP) as Funding Lender may reasonably request; (d) Leasing Reports. Prior to the Conversion Date, on a monthly basis (and in any event within fifteen (15) days after the end of each Calendar Month), a report of all efforts made by Borrower, if any, to lease all or any portion of the Project during such Calendar Month and on a cumulative basis since Project inception, which report shall be prepared and delivered by Borrower, shall be in form and substance satisfactory to Funding Lender, and shall, if requested by Funding Lender, be supported by copies of letters of intent, leases or occupancy agreements, as applicable; (e) Audit Reports. Promptly upon receipt thereof, copies of all reports, if any, submitted to Borrower by independent public accountants in connection with each annual, interim or Page 399 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 44 4890-5837-9602/024036-0096 special audit of the financial statements of Borrower made by such accountants, including the comment letter submitted by such accountants to management in connection with their annual audit; (f) Notices; Certificates or Communications. Immediately upon giving or receipt thereof, copies of any notices, certificates or other communications delivered at the Project or to Borrower or General Partner naming Governmental Lender or Funding Lender as addressee or which could reasonably be deemed to affect the structural integrity of the Project or the ability of Borrower to perform its obligations under the Borrower Loan Documents and the Funding Loan Documents; (g) Certification of Non-Foreign Status. Promptly upon request of Funding Lender from time to time, a Certification of Non -Foreign Status, executed on or after the date of such request by Funding Lender; (h) Compliance Certificates. Together with each of the documents required pursuant to Section 5.22(b) hereof submitted by or on behalf of Borrower, a statement, in form and substance satisfactory to Funding Lender and certified by a n Authorized Borrower Representative, to the effect that Borrower is in compliance with all covenants, terms and conditions applicable to Borrower, under or pursuant to the Borrower Loan Documents and the Funding Loan Documents and under or pursuant to any other Debt owing by Borrower to any Person, and disclosing any noncompliance therewith, and any Event of Default or Potential Default, and describing the status of Borrower’s actions to correct such noncompliance, Event of Default or Potential Default, as applicable; and (i) Other Items and Information. Such other information concerning the assets, business, financial condition, operations, property and results of operations of Borrower, General Partner, Guarantor or the Project, as Funding Lender or Governmental Lender reasonably requests from time to time. Borrower shall furnish to Governmental Lender, upon its written request, any of the items described in the foregoing subsections (b) through and including (i) above. Section 5.23 Additional Notices. Borrower will, promptly after becoming aware thereof, give notice to Funding Lender and the Governmental Lender of: (a) any Lien affecting the Project, or any part thereof, other than Liens expressly permitted under this Borrower Loan Agreement; (b) any Legal Action which is instituted by or against Borrower, General Partner or Guarantor, or any Legal Action which is threatened against Borrower, General Partner or Guarantor which, in any case, if adversely determined, could have a material adverse effect upon the business, operations, properties, assets, management, ownership or financial condition of Borrower, General Partner, Guarantor or the Project; (c) any Legal Action which constitutes an Event of Default or a Potential Default or a default under any other Contractual Obligation to which Borrower, General Partner or Guarantor is a party or by or to which Borrower, General Partner or Guarantor, or any of their respective properties or assets, may be bound or subject, which default would have a material adverse effect on the business, operations, assets (including the Project), or financial condition of Borrower, General Partner or Guarantor, as applicable; Page 400 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 45 4890-5837-9602/024036-0096 (d) any default, alleged default or potential default on the part of Borrower under any of the CC&R’s (together with a copy of each notice of default, alleged default or potential default received from any other party thereto); (e) any notice of default, alleged default or potential default on the part of Borrower received from any tenant or occupant of the Project under or relating to its l ease or occupancy agreement (together with a copy of any such notice), if, in the aggregate, notices from at least fifteen percent (15%) of the tenants at the Project have been received by Borrower with respect to, or alleging, the same default, alleged default or potential default; (f) any change or contemplated change in (i) the location of Borrower’s or General Partner’s executive headquarters or principal place of business; (ii) the legal, trade, or fictitious business names used by Borrower or General Part ner; or (iii) the nature of the trade or business of Borrower; and (g) any default, alleged default or potential default on the part of any general or limited partner (including, without limitation, General Partner and the Equity Investor) under the Partnership Agreement. Section 5.24 Compliance with Other Agreements; Legal Requirements. (a) Borrower shall timely perform and comply with, and shall cause General Partner to timely perform and comply with the covenants, agreements, obligations and restrictions imposed on them under the Partnership Agreement, and Borrower shall not do or permit to be done anything to impair any such party’s rights or interests under any of the foregoing. (b) Borrower will comply and, to the extent it is able, will require others to comply with, all Legal Requirements of all Governmental Authorities having jurisdiction over the Project or construction and/or rehabilitation of the Improvements, and will furnish Funding Lender with reports of any official searches for or notices of violation of any requirem ents established by such Governmental Authorities. Borrower will comply and, to the extent it is able, will require others to comply, with applicable CC&R’s and all restrictive covenants and all obligations created by private contracts and leases which affect ownership, construction, rehabilitation, equipping, fixturing, use or operation of the Project, and all other agreements requiring a certain percentage of the Units to be rented to persons of low or moderate income. The Improvements, when completed, shall comply with all applicable building, zoning and other Legal Requirements, and will not violate any restrictions of record against the Project or the terms of any other lease of all or any portion of the Project. Funding Lender and Governmental Lender shall at all times have the right to audit, at Borrower’s expense, Borrower’s compliance with any agreement requiring a certain percentage of the Units to be rented to persons of low or moderate income, and Borrower shall supply all such information with respect thereto as Funding Lender or Governmental Lender, as applicable, may request and otherwise cooperate with Funding Lender or Governmental Lender, as applicable, in any such audit. Without limiting the generality of the foregoing, Borrower shall pr operly obtain, comply with and keep in effect (and promptly deliver copies to Funding Lender of) all permits, licenses and approvals which are required to be obtained from Governmental Authorities in order to construct, occupy, operate, market and lease the Project. Section 5.25 Completion and Maintenance of Project. Borrower shall cause the construction or rehabilitation, as the case may be, of the Improvements, to be prosecuted with Page 401 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 46 4890-5837-9602/024036-0096 diligence and continuity and completed substantially in accordance with the Plans and Specifications, and in accordance with the Construction Funding Agreement, free and clear of any liens or claims for liens (but without prejudice to Borrower’s rights of contest under Section 10.16 hereof) (“Completion”) on or before the Completion Date. Borrower shall thereafter maintain the Project as a residential apartment complex in good order and condition, ordinary wear and tear excepted. A maintenance program shall be in place at all times to assure the continuation of first class maintenance. Section 5.26 Fixtures. Borrower shall deliver to Funding Lender, on demand, any contracts, bills of sale, statements, receipted vouchers or agreements under which Borrower or any other Person claims title to any materials, fixtures or articles incorporated into the Impr ovements. Section 5.27 Income from Project. Borrower shall first apply all Gross Income to Expenses of the Project, including all amounts then required to be paid under the Borrower Loan Documents and the Funding Loan Documents and the funding of all sums necessary to meet the Replacement Reserve Fund Requirement, before using or applying such Gross Income for any other purpose. Prior to the Conversion Date, except for any asset management fees or tax credit adjuster payments payable to the Equity Investor pursuant to the Partnership Agreement, or as otherwise permitted by the Borrower Loan Documents or the Funding Loan Documents or the Subordinate Loan Documents, Borrower shall not make or permit any distributions or other payments of Net Operating Income to its partners, shareholders or members, as applicable, in each case, without the prior Written Consent of Funding Lender. Section 5.28 Leases and Occupancy Agreements. (a) Lease Approval. (i) Borrower may enter into leases of space within the Improvements (and amendments to such leases) in the ordinary course of business with bona fide third party tenants without Funding Lender’s prior Written Consent if: (A) The lease is a Permitted Lease; (B) Borrower, acting in good faith following the exercise of due diligence, has determined that the tenant meets requirements imposed under any applicable CC&R and is financially capable of performing all of its obligations under the lease; and (C) The lease conforms to the Rent Schedule attached as an exhibit to the Construction Funding Agreement and reflects an a rm’s-length transaction, subject to the requirement that the Borrower comply with any applicable CC&R. (ii) If any Event of Default has occurred and is continuing, Funding Lender may make written demand on Borrower to submit all future leases for Funding Lender ’s approval prior to execution. Borrower shall comply with any such demand by Funding Lender. (iii) No approval of any lease by Funding Lender shall be for any purpose other than to protect Funding Lender’s security for the Borrower Loan and to preserve Funding Lender’s rights under the Borrower Loan Documents and the Funding Loan Documents. No approval by Funding Lender shall result in a waiver of any default of Borrower. In no event shall Page 402 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 47 4890-5837-9602/024036-0096 any approval by Funding Lender of a lease be a representation of any k ind with regard to the lease or its enforceability, or the financial capacity of any tenant or guarantor. (b) Landlord’s Obligations. Borrower shall perform all obligations required to be performed by it as landlord under any lease affecting any part of the Project or any space within the Improvements. (c) Leasing and Marketing Agreements. Except as may be contemplated in the Management Agreement with Borrower’s Manager, Borrower shall not without the approval of Funding Lender enter into any leasing or marketin g agreement and Funding Lender reserves the right to approve the qualifications of any marketing or leasing agent. Section 5.29 Project Agreements and Licenses. To the extent not heretofore delivered to Funding Lender, Borrower will furnish to Funding Lender, as soon as available, true and correct copies of all Project Agreements and Licenses and the Plans and Specifications, together with assignments thereof to Funding Lender and consents to such assignments where required by Funding Lender, all in form and substance acceptable to Funding Lender. Neither Borrower nor General Partner has assigned or granted, or will assign or grant, a security interest in any of the Project Agreements and Licenses, other than to Funding Lender. Section 5.30 Payment of Debt Payments. In addition to its obligations under the Borrower Notes, Borrower will (i) duly and punctually pay or cause to be paid all principal of and interest on any Debt of Borrower as and when the same become due on or before the due date; (ii) comply with and perform all conditions, terms and obligations of other instruments or agreements evidencing or securing such Debt; (iii) promptly inform Funding Lender of any default, or anticipated default, under any such note, agreement, instrument; and (iv) forward to Funding Lender a copy of any notice of default or notice of any event that might result in default under any such note, agreement, instrument, including Liens encumbering the Project, or any portion thereof, which have been subordinated to the Security Instrument (regardle ss of whether or not permitted under this Borrower Loan Agreement). Section 5.31 ERISA. Borrower will comply, and will cause each of its ERISA Affiliates to comply, in all respects with the provisions of ERISA. Section 5.32 Patriot Act Compliance. Borrower shall use its good faith and commercially reasonable efforts to comply with the Patriot Act and all applicable requirements of Governmental Authorities having jurisdiction over Borrower and/or the Project, including those relating to money laundering and terrorism. Funding Lender shall have the right to audit Borrower’s compliance with the Patriot Act and all applicable requirements of Governmental Authorities having jurisdiction over Borrower and/or the Project, including those relating to money laundering and terrorism. In the event that Borrower fails to comply with the Patriot Act or any such requirements of Governmental Authorities, then Funding Lender may, at its option, cause Borrower to comply therewith and any and all costs and expenses incurred by Funding Lender in conne ction therewith shall be secured by the Security Instrument and shall be immediately due and payable. Borrower covenants that it shall comply with all Legal Requirements and internal requirements of Funding Lender relating to money laundering, anti-terrorism, trade embargos and economic sanctions, now or hereafter in effect. Without limiting the foregoing, Borrower shall not take any action, or permit any action to be taken, that would cause Borrower’s representations and Page 403 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 48 4890-5837-9602/024036-0096 warranties in Section 4.1.48 and this Section 5.32 become untrue or inaccurate at any time during the term of the Funding Loan. Upon any Beneficiary Party’s request from time to time during the term of the Funding Loan, Borrower shall certify in writing to such Beneficiary Party that Borr ower’s representations, warranties and obligations under Section 4.1.48 and this Section 5.32 remain true and correct and have not been breached, and in addition, upon request of any Beneficiary Party, Borrower covenants to provide all information required to satisfy obligations under all Legal Requirements and internal requirements of Funding Lender relating to money laundering, anti - terrorism, trade embargos and economic sanctions, now or hereafter in effect, during the term of the Funding Loan. Borrower shall immediately notify the Funding Lender in writing of (a) Borrower’s actual knowledge that any of such representations, warranties or covenants are no longer true and have been breached, (b) Borrower has a reasonable basis to believe that they may no longer be true and have been breached or (c) Borrower becomes the subject of an investigation by Governmental Authorities related to money laundering, anti-terrorism, trade embargos and economic sanctions. Borrower shall also reimburse Funding Lender for any expense incurred by Funding Lender in evaluating the effect of an investigation by Governmental Authorities on the Funding Loan and Funding Lender’s interest in the collateral for the Funding Loan, in obtaining necessary license from Governmental Authorities as may be necessary for Funding Lender to enforce its rights under the Funding Loan Documents, and in complying with all Legal Requirements and internal requirements of Funding Lender relating to money laundering, anti-terrorism, trade embargos and economic sanctions, now or hereafter in effect applicable to Funding Lender as a result of the existence of such an event and for any penalties or fines imposed upon Funding Lender as a result thereof. Section 5.33 Funds from Equity Investor. Borrower shall cause the Equity Investor to fund all installments of the Equity Contributions in the amounts and at the times subject and according to the terms of the Partnership Agreement. Section 5.34 Tax Covenants. The Borrower further represents, warrants and covenants as follows: (a) General. The Borrower shall not take any action or omit to take any action which, if taken or omitted, respectively, would adversely affect the exclusion of interest on the Tax Exempt Governmental Lender Note from gross income (as defined in Section 61 of the Code), for federal income tax purposes and, if it should take or permit any such action, the Borrower will take all lawful actions that it can take to rescind such action promptly upon having knowledge thereof and that the Borrower will take such action or actions, including amendment of this Borrower Loan Agreement, the Security Instrument and the Regulatory Agreement, as may be necessary, in the opinion of Tax Counsel, to comply fully with all applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service applicable to the Tax Exempt Governmental Lender Note, the Funding Loan or affecting the Project. Capitalized terms used in this Section 5.34 shall have the respective meanings assigned to them in the Regulatory Agreement or, if not defined therein, in the Funding Loan Agreement. With the intent not to limit the generality of the foregoing, the Borrower covenants and agrees that, prior to the final maturity of the Tax Exempt Governmental Lender Note, unless it has received and filed with the Governmental Lender and the Funding Lender a Tax Counsel No Adverse Effect Opinion, as such term is defined in the Funding Loan Agreement (other than with respect to interest on any portion of the Tax Exempt Governmental Lender Note for a period during which such portion of the Governmental Lender Note are held by a “substantial user” of any facility financed with the proceeds of the Tax Exempt Governmental Lender Note or a Page 404 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 49 4890-5837-9602/024036-0096 “related person,” as such terms are used in Section 147(a) of the Code), the Borrower will comply with this Section 5.34. (b) Use of Proceeds. The use of the net proceeds of the Funding Loan at all times will satisfy the following requirements: (i) Limitation on Net Proceeds. At least 95% of the net proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note (within the meaning of the Code) actually expended by Borrower shall be used to pay Qualified Proj ect Costs that are costs of a “qualified residential rental project” (within the meaning of Sections 142(a)(7) and 142(d) of the Code) and property that is “functionally related and subordinate” thereto (within the meaning of Sections 1.103-8(a)(3) and 1.103-8(b)(4)(iii) of the Regulations). (ii) Limit on Costs of Funding. The proceeds of the Funding Loan will be expended by Borrower for the purposes set forth in this Borrower Loan Agreement and in the Funding Loan Agreement and no portion thereof in excess of two percent of the proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note, within the meaning of Section 147(g) of the Code, will be expended to pay Costs of Funding. (iii) Prohibited Facilities. The Borrower shall not use or permit the use of any proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note or any income from the investment thereof to provide any airplane, skybox, or other private luxury box, health club facility, any facility primarily used for gambling, or any store the principal business of which is the sale of alcoholic beverages for consumption off premises. (iv) Limitation on Land. Less than 25 percent of the net proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note actually expended by Borrower will be used, directly or indirectly, for the acquisition of land or an interest therein, nor will any portion of the net proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note be used, directly or indirectly, for the acquisition of land or an interest therein to be used for farming purposes. (v) Limitation on Existing Facilities. No portion of the net proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note will be used for the acquisition of any existing property or an interest unless (A) the first use of such property is pursuant to such acquisition or (B) the rehabilitation expenditures with respect to any building and the equipment therefor equal or exceed 15 percent of the cost of acquiring such building financed with the proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note (with respect to structures other than buildings, this clause shall be applied by substituting 100 percent for 15 percent). For purposes of the preceding sentence, the term “rehabilitation expenditures” shall have the meaning set forth in Section 147(d)(3) of the Code. (vi) Accuracy of Information. The information furnished by the Borrower and used by the Governmental Lender in preparing its certifications with respect to Section 148 of the Code and the Borrower’s information statement pursuant to Section 149(e) of the Code is accurate and complete as of the date of origination of the Funding Loan. (vii) Limitation of Project Expenditures. The acquisition and construction of the Project were not commenced (within the meaning of Section 144(a) of the Code) prior to the Page 405 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 50 4890-5837-9602/024036-0096 60th day preceding the adoption of the resolution of the Governmental Lender with respect to the Project on July 17, 2018, and no obligation for which reimbursement will be sought from proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note relating to the acquisition or construction of the Project was paid or incurred prior to 60 days prior to such date, except for permissible “preliminary expenditures”, which include architectural, engineering surveying, soil testing, reimbursement bond issuance and similar costs incurred prior to the commencement of the acquisition and construction of the Project. (viii) Qualified Costs. The Borrower hereby represents, covenants and warrants that the proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note shall be used or deemed used by Borrower exclusively to pay Qualified Project Costs. (c) Limitation on Maturity. The average maturity of the Tax Exempt Governmental Lender Note does not exceed 120 percent of the average reasonably exp ected economic life of the Project to be financed by the Funding Loan, weighted in proportion to the respective cost of each item comprising the property the cost of which has been or will be financed, directly or indirectly, with the net proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note. For purposes of the preceding sentence, the reasonably expected economic life of property shall be determined as of the later of (A) the Closing Date for the Funding Loan or (B) the date on which such property is placed in service (or expected to be placed in service). In addition, land shall not be taken into account in determining the reasonably expected economic life of property. (d) No Arbitrage. The Borrower shall not take any action or omit to take any action with respect to the Gross Proceeds of the Funding Loan or of any amounts expected to be used to pay the principal thereof or the interest thereon which, if taken or omitted, respectively, would cause the Tax Exempt Governmental Lender Note to be classified as an “arbitrage bond” within the meaning of Section 148 of the Code. Except as provided in the Funding Loan Agreement and this Borrower Loan Agreement, the Borrower shall not pledge or otherwise encumber, or permit the pledge or encumbrance of, any money, investment, or investment property as security for payment of any amounts due under this Borrower Loan Agreement or the Borrower Notes relating to the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note, shall not establish any segregated reserve or similar fund for such purpose and shall not prepay any such amounts in advance of the redemption date of an equal principal amount of the Funding Loan, unless the Borrower has obtained in each case a Tax Counsel No Adverse Effect Opinion with respect to such action, a copy of which shall be provided to the Governmental Lender and the Funding Lender. The Borrower shall not, at any time prior to the final maturity of the Funding Loan, invest or cause any Gross Proceeds to be invested in any investment (or to use Gross Proceeds to replace money so invested), if, as a result of such investment the Yield of all investments acquired with Gross Proceeds (or with money replaced thereby) on or prior to the date of such investment exceeds the Yield of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note to the Maturity Date, except as permitted by Section 148 of the Code and Regulations thereunder or as provided in the Regulatory Agreement. The Borrower further covenants and agrees that it will comply with all applicable requirements of said Section 148 and the rules and Regulations thereunder relating to the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note and the interest thereon, including the employment of a Rebate Analyst acceptable to the Governmental Lender and Funding Lender for the calculation of rebatable amounts to the United States Treasury Department. The Borrower agrees that it will cause the Rebate Analyst to calculate Page 406 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 51 4890-5837-9602/024036-0096 the rebatable amounts not later than forty-five days after the fifth anniversary of the Closing Date and each five years thereafter, and not later than forty-five days after the final Computation Date, and agrees that the Borrower will pay all costs associated therewith. The Borrower agrees to provide evidence of the employment of the Rebate Analyst satisfactory to the Governmental Lender and Funding Lender and will provide to the Governmental Lender copies of all rebate calculations obtained from the Rebate Analyst. (e) No Federal Guarantee. Except to the extent permitted by Section 149(b) of the Code and the Regulations and rulings thereunder, the Borrower shall not take or omit to take any action which would cause the Tax Exempt Governmental Lender Note to be “federally guaranteed” within the meaning of Section 149(b) of the Code and the Regulations and rulings thereunder. (f) Representations. The Borrower has supplied or caused to be supplied to Tax Counsel all documents, instruments and written information requested by Tax Counsel, and all such documents, instruments and written information supplied by or on behalf of the Borrower at the request of Tax Counsel, which have been reasonably relied upon by Tax Counsel in rendering its opinion with respect to the exclusion from gross income of the interest on the Tax Exempt Governmental Lender Note for federal income tax purposes, are true and correct in all material respects, do not contain any untrue statement of a material fact and do not omit to state any material fact necessary to be stated therein in order to make the information provided therein, in light of the circumstances under which such information was provided, not misleading, and the Borrower is not aware of any other pertinent information which Tax Counsel has not requested. (g) Qualified Residential Rental Project. The Borrower hereby covenants and agrees that the Project will be operated as a “qualified residential rental project” within the meaning of Section 142(d) of the Code, on a continuous basis during the longer of the Qualified Project Period (as defined in the Regulatory Agreement) or any period during which any portion of the Governmental Lender Note remain outstanding, to the end that the interest on the Tax Exempt Governmental Lender Note shall be excluded from gross income for federal income tax purposes. The Borrower hereby covenants and agrees, continuously during the Qualified Project Period, to comply with all the provisions of the Regulatory Agreement. (h) Information Reporting Requirements. The Borrower will comply with the information reporting requirements of Section 149(e)(2) of the Code requiring certain information regarding the Tax Exempt Governmental Lender Note to be filed with the Internal Revenue Service within prescribed time limits. (i) Funding Loan Not a Hedge Bond. The Borrower covenants and agrees that not more than 50% of the proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note will be invested in Nonpurpose Investments having a substantially guaranteed Yield for four years or more within the meaning of Section 149(f)(3)(A)(ii) of the Code, and the Borrower reasonably expects that at least 85% of the spendable proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note will be used to carry out the governmental purposes of the Funding Loan within the three-year period beginning on the Closing Date. (j) Termination of Restrictions. Although the parties hereto recognize that, subject to the provisions of the Regulatory Agreement, the provisions of this Borrower Loan Agreement shall terminate in accordance with Section 10.14 hereof, the parties hereto recognize that Page 407 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 52 4890-5837-9602/024036-0096 pursuant to the Regulatory Agreement, certain requirements, including the requirements incorporated by reference in this Section, may continue in effect beyond the term hereof. (k) Public Approval. The Borrower covenants and agrees that the proceeds of the Funding Loan will not be used by Borrower in a manner that deviates in any substantial degree from the Project described in the written notice of a public hearing regarding the Funding Loan. (l) 40/60 Test Election. The Borrower and the Governmental Lender hereby elect to apply the requirements of Section 142(d)(1)(B) to the Project. The Borrower hereby represents, covenants and agrees, continuously during the Qualified Project Period, to comply with all the provisions of the Regulatory Agreement. (m) Modification of Tax Covenants. Subsequent to the origination of the Funding Loan and prior to its payment in full (or provision for the payment thereof having been made in accordance with the provisions of the Funding Loan Agreement), this Section 5.34 hereof may not be amended, changed, modified, altered or terminated except as permitted herein and by the Funding Loan Agreement and with the Written Consent of the Governmental Lender and the Funding Lender. Anything contained in this Borrower Loan Agreement or the Funding Loan Agreement to the contrary notwithstanding, the Governmental Lender, the Funding Lender and the Borrower hereby agree to amend this Borrower Loan Agreement and, if appropriate, the Funding Loan Agreement and the Regulatory Agreement, to the extent required, in the opinion of Tax Counsel, in order for interest on the Tax Exempt Governmental Lender Note to remain excludable from gross income for federal income tax purposes. The party requesting such amendment, which may include the Funding Lender, shall notify the other parties to this Borrower Loan Agreement of the proposed amendment and send a copy of such requested amendment to Tax Counsel. After review of such pr oposed amendment, Tax Counsel shall render to the Funding Lender and the Governmental Lender an opinion as to the effect of such proposed amendment upon the includability of interest on the Tax Exempt Governmental Lender Note in the gross income of the recipient thereof for federal income tax purposes. The Borrower shall pay all necessary fees and expenses incurred with respect to such amendment. The Borrower, the Governmental Lender and, where applicable, the Funding Lender per written instructions from the Governmental Lender shall execute, deliver and, if applicable, the Borrower shall file of record, any and all documents and instruments, including without limitation, an amendment to the Regulatory Agreement, with a file -stamped copy to the Funding Lender, necessary to effectuate the intent of this Section 5.34, and the Borrower and the Governmental Lender hereby appoint the Funding Lender as their true and lawful attorney-in-fact to execute, deliver and, if applicable, file of record on behalf of the Borrower or the Governmental Lender, as is applicable, any such document or instrument (in such form as may be approved by and upon instruction of Tax Counsel) if either the Borrower or the Governmental Lender defaults in the performance of its obligation under this Section 5.34; provided, however, that the Funding Lender shall take no action under this Section 5.34 without first notifying the Borrower or the Governmental Lender, as is applicable, of its intention to take such action and providing the Borrow er or the Governmental Lender, as is applicable, a reasonable opportunity to comply with the requirements of this Section 5.34. The Borrower irrevocably authorizes and directs the Funding Lender and any other agent designated by the Governmental Lender to make payment of such amounts from funds of the Borrower, if any, held by the Funding Lender, or any agent of the Governmental Lender or the Funding Lender. The Borrower further covenants and agrees that, pursuant to the requirements of Treasury Regulation Section 1.148-1(b), it (or any related person contemplated by such regulations) Page 408 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 53 4890-5837-9602/024036-0096 will not purchase interests in the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note. Section 5.35 Payment of Rebate. (a) Arbitrage Rebate. The Borrower agrees to take all steps necessary to compute and pay any rebatable arbitrage relating to the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note in accordance with Section 148(f) of the Code including: (i) Delivery of Documents and Money on Computation Dates. The Borrower will deliver to the Fiscal Agent, with a copy to the Funding Lender, within 55 days after each Computation Date: (A) with a copy to the Governmental Lender, a statement, signed by the Borrower, stating the Rebate Amount as of such Computation Date; (B) if such Computation Date is an Installment Computation Date, an amount that, together with any amount then held for the credit of the Rebate Fund, is equal to at least 90% of the Rebate Amount as of such Installment Computation Da te, less any “previous rebate payments” made to the United States (as that term is used in Section 1.148-3(f)(1) of the Regulations), or (2) if such Computation Date is the final Computation Date, an amount that, together with any amount then held for the credit of the Rebate Fund, is equal to the Rebate Amount as of such final Computation Date, less any “previous rebate payments” made to the United States (as that term is used in Section 1.148-3(f)(1) of the Regulations); and (C) with a copy to the Governmental Lender, an Internal Revenue Service Form 8038-T properly signed and completed as of such Computation Date. (ii) Correction of Underpayments. If the Borrower shall discover or be notified as of any date that any payment paid to the United States Treasury purs uant to this Section 5.35 of an amount described in Section 5.35(a)(i)(A) or (B) above shall have failed to satisfy any requirement of Section 1.148-3 of the Regulations (whether or not such failure shall be due to any default by the Borrower, the Governmental Lender or the Funding Lender), the Borrower shall (1) pay to the Fiscal Agent (for deposit to the Rebate Fund) and cause the Fiscal Agent to pay to the United States Treasury from the Rebate Fund the underpayment of the Rebate Amount, together with any penalty and/or interest due, as specified in Section 1.148-3(h) of the Regulations, within 175 days after any discovery or notice and (2) deliver to the Fiscal Agent an Internal Revenue Service Form 8038-T completed as of such date. If such underpayment of the Rebate Amount, together with any penalty and/or interest due, is not paid to the United States Treasury in the amount and manner and by the time specified in the Regulations, the Borrower shall take such steps as are necessary to prevent the Tax Exempt Governmental Lender Note from becoming arbitrage bonds within the meaning of Section 148 of the Code. (iii) Records. The Borrower shall retain all of its accounting records relating to the funds established under this Borrower Loan Agreement and all calcula tions made in preparing the statements described in this Section 5.35 for at least six years after the later of the final maturity of the Tax Exempt Governmental Lender Note or the date the Funding Loan is retired in full. Page 409 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 54 4890-5837-9602/024036-0096 (iv) Costs. The Borrower agrees to pay all of the fees and expenses of a nationally recognized Tax Counsel, the Rebate Analyst a certified public accountant and any other necessary consultant employed by the Borrower or the Funding Lender in connection with computing the Rebate Amount. (v) No Diversion of Rebatable Arbitrage. The Borrower will not indirectly pay any amount otherwise payable to the federal government pursuant to the foregoing requirements to any person other than the federal government by entering into any investment arrangement with respect to the Gross Proceeds of the portion of the Funding Loan evidenced by the Tax Exempt Governmental Lender Note which is not purchased at Fair Market Value or includes terms that the Borrower would not have included if such portion of the Funding Loan were not subject to Section 148(f) of the Code. (vi) Modification of Requirements. If at any time during the term of this Borrower Loan Agreement, the Governmental Lender, the Funding Lender or the Borrower desires to take any action which would otherwise be prohibited by the terms of this Section 5.35, such Person shall be permitted to take such action if it shall first obtain and provide to the other Persons named herein a Tax Counsel No Adverse Effect Opinion (as defined in the Funding Loan Agreement) with respect to such action. (b) Rebate Fund. The Borrower acknowledges that the Fiscal Agent shall establish and hold a separate fund designated as the “Rebate Fund” under the Funding Loan Agreement and deposit or transfer to the credit of the Rebate Fund each amount delivered to the Fiscal Agent by the Borrower for deposit thereto and each amount directed by the Borrower to be transferred thereto, as further described in Section 7.8 of the Funding Loan Agreement. Section 5.36 Covenants under Funding Loan Agreement. The Borrower will fully and faithfully perform all the duties and obligations which the Governmental Lender has covenanted and agreed in the Funding Loan Agreement to cause the Borrower to perform and any duties and obligations which the Borrower is required in the Funding Loan Agreement to perform. The foregoing will not apply to any duty or undertaking of the Governmental Lender that by its nature cannot be delegated or assigned. Section 5.37 Continuing Disclosure Agreement. The Borrower and the Funding Lender shall enter into the Continuing Disclosure Agreement to provide for the continuing disclosure of information about the Funding Loan, the Borrower and other matters as specifically provided for in such agreement. ARTICLE VI NEGATIVE COVENANTS Borrower hereby covenants and agrees as follows, which covenants shall remain in effect so long as any Borrower Payment Obligation or other obligation of Borrower under any of the other Borrower Loan Documents or the Funding Loan Documents remains outstanding or unperformed. Borrower covenants and agrees that it will not, directly or indirectly: Section 6.1 Management Agreement. Without first obtaining the Funding Lender’s prior Written Consent, enter into the Management Agreement, and thereafter the Borrower shall not, Page 410 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 55 4890-5837-9602/024036-0096 without the Funding Lender’s prior Written Consent (which consent shall not be unreasonably withheld) and subject to the Regulatory Agreement: (i) surrender, terminate or cancel the Management Agreement or otherwise replace the Manager or enter into any other management agreement; (ii) reduce or consent to the reduction of the term of the Management Agreement; (iii) increase or consent to the increase of the amount of any charges under the Management Agreement; (iv) otherwise modify, change, supplement, alter or amend in any material respect, or waive or release in any material respect any of its rights and remedies under, the Management Agreement; or (v) suffer or permit the occurrence and continuance of a default beyond any applicable cure period under the Management Agreement (or any successor management agreement) if such default permits the Manager to terminate the Management Agreement (or such successor management agreement). Section 6.2 Dissolution. Dissolve or liquidate, in whole or in part, merge with or consolidate into another Person. Section 6.3 Change in Business or Operation of Property. Enter into any line of business other than the ownership and operation of the Project, or make any material change in the scope or nature of its business objectives, purposes or operations, or undertake or pa rticipate in activities other than the continuance of its present business and activities incidental or related thereto or otherwise cease to operate the Project as a multi -family property or terminate such business for any reason whatsoever (other than temporary cessation in connection with construction or rehabilitation, as appropriate, of the Project). Section 6.4 Debt Cancellation. Cancel or otherwise forgive or release any claim or debt owed to the Borrower by a Person, except for adequate consideration or in the ordinary course of the Borrower’s business in its reasonable judgment. Section 6.5 Assets. Purchase or own any real property or personal property incidental thereto other than the Project. Section 6.6 Transfers. Make, suffer or permit the occurrence of any Transfer other than a transfer permitted under the Security Instrument and Section 10 of the Regulatory Agreement, nor transfer any material License required for the operation of the Project. Section 6.7 Debt. Other than as expressly approved in writing by the Funding Lender, create, incur or assume any indebtedness for borrowed money (including subordinate debt) whether unsecured or secured by all or any portion of the Project or interest therein or in the Borrower or any partner thereof (including subordinate debt) other than (i) the Borrower Payment Obligations, (ii) secured indebtedness incurred pursuant to or permitted by the Borrower Loan Documents and the Funding Loan Documents, (iii) trade payables incurred in the ordinary course of business and (iv) deferred developer fees. Section 6.8 Assignment of Rights. Without the Funding Lender’s prior Written Consent, attempt to assign the Borrower’s rights or interest under any Borrower Loan Document or Funding Loan Document in contravention of any Borrower Loan Document or Funding Loan Document. Section 6.9 Principal Place of Business. Change its principal place of business without providing 30 days’ prior Written Notice of the change to the Funding Lender and the Servicer. Page 411 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 56 4890-5837-9602/024036-0096 Section 6.10 Partnership Agreement. Without the Funding Lender’s prior Written Consent (which consent shall not be unreasonably withheld) surrender, terminate, cancel, modify, change, supplement, alter or amend in any material respect, or waive or release in any material respect (except as allowed by the Security Instrument), any of its rights or r emedies under the Partnership Agreement; provided, however, the consent of Funding Lender is not required for an amendment of the Partnership Agreement resulting solely from the “Permitted Transfer” of partnership interests of Borrower as defined in and permitted by the Security Instrument. Section 6.11 ERISA. Maintain, sponsor, contribute to or become obligated to contribute to, or suffer or permit any ERISA Affiliate of the Borrower to, maintain, sponsor, contribute to or become obligated to contribute to, any Plan, or permit the assets of the Borrower to become “plan assets,” whether by operation of law or under regulations promulgated under ERISA. Section 6.12 No Hedging Arrangements. Without the prior Written Consent of the Funding Lender or unless otherwise required by this Borrower Loan Agreement, the Borrower will not enter into or guarantee, provide security for or otherwise undertake any form of contractual obligation with respect to any interest rate swap, interest rate cap or other arrangement that has the effect of an interest rate swap or interest rate cap or that otherwise (directly or indirectly, derivatively or synthetically) hedges interest rate risk associated with being a debtor of variable rate debt or any agreement or other arrangement to enter into any of the a bove on a future date or after the occurrence of one or more events in the future. Section 6.13 Loans and Investments; Distributions; Related Party Payments. (a) Without the prior Written Consent of Funding Lender in each instance, Borrower shall not (i) lend money, make investments, or extend credit, other than in the ordinary course of its business as presently conducted; or (ii) repurchase, redeem or otherwise acquire any interest in Borrower, any Borrower Affiliate or any other Person owning an interest, directly or indirectly, in Borrower, or make any distribution, in cash or in kind, in respect of interests in Borrower, any Borrower Affiliate or any other Person owning an interest, directly or indirectly, in Borrower (except to the extent permitted by the Security Instrument and subject to the limitations set forth in Section 5.27 hereof). (b) Disbursements for fees and expenses of any Borrower Affiliate and developer fees (however characterized) will only be paid to the extent that such fee or expense bears a proportionate relationship to the percentage of completion of the construction or rehabilitation, as the case may be, of the Improvements, as determined by the Construction Consultant, and only after deducting the applicable Retainage. Except as otherwise permitted hereunder or by the Funding Lender, no Disbursements for the Developer Fee or any “deferred developer fees” shall be made prior to the Conversion Date other than in accordance with the Approved Developer Fee Schedule. Section 6.14 Amendment of Related Documents or CC&R’s. Without the prior Written Consent of Funding Lender in each instance, except as provided herein or in the Construction Funding Agreement, Borrower shall not enter into or consent to any amendment, termination, modification, or other alteration of any of the Related Documents or any of the CC&R’s (including, without limitation, those contained in this Borrower Loan Agreement, any Architect’s Agreement or Engineer’s Contract, any Construction Contract, and any Management Agreement, but excluding the Partnership Agreement, which is covered by Section 6.10), or any assignment, transfer, pledge or hypothecation of any of its rights thereunder, if any. Page 412 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 57 4890-5837-9602/024036-0096 Section 6.15 Personal Property. Borrower shall not install materials, personal property, equipment or fixtures subject to any security agreement or other agreement or contract wherein the right is reserved to any Person other than Borrower to remove or repossess any such materials, equipment or fixtures, or whereby title to any of the same is not completely vested in Borrower at the time of installation, without Funding Lender’s prior Written Consent; provided, however, that this Section 6.15 shall not apply to laundry equipment or other equipment that is owned by a third -party vendor and commercial tenants. Section 6.16 Fiscal Year. Without Funding Lender’s Written Consent, which shall not be unreasonably withheld, neither Borrower nor General Partner shall change the times of commencement or termination of its fiscal year or other accounting periods, or change its methods of accounting, other than to conform to GAAP. Section 6.17 Publicity. Neither Borrower nor General Partner shall issue any publicity release or other communication to any print, broadcast or on -line media, post any sign or in any other way identify Funding Lender or any of its Affili ates as the source of the financing provided for herein, without the prior written approval of Funding Lender in each instance (provided that nothing herein shall prevent Borrower or General Partner from identifying Funding Lender or its Affiliates as the source of such financing to the extent that Borrower or General Partner are required to do so by disclosure requirements applicable to publicly held companies). With the exception of Equity Investor signage posted on the Project, Borrower and General Partner agree that no sign shall be posted on the Project in connection with the construction or rehabilitation of the Improvements unless such sign identifies Citigroup and its affiliates as the source of the financing provided for herein or Funding Lender consents to not being identified on any such sign. Section 6.18 Subordinate Loan Documents. Without Funding Lender’s prior written consent, Borrower will not surrender, terminate, cancel, modify, change, supplement, alter, amend, waive, release, assign, transfer, pledge or hypothecate any of its rights or remedies under the Subordinate Loan Documents. ARTICLE VII RESERVED ARTICLE VIII DEFAULTS Section 8.1 Events of Default. Each of the following events shall constitute an “Event of Default” under this Borrower Loan Agreement: (a) failure by the Borrower to pay any Borrower Loan Payment in the manner and on the date such payment is due in accordance with the terms and provisions of the Borrower Notes, or the failure by the Borrower to pay any Additional Borrower Payment on the date such payment is due in accordance with the terms and provisions of the Borrower Notes, the Security Instrument, this Borrower Loan Agreement or any other Borrower Loan Document; (b) failure by or on behalf of the Borrower to pay when due any amount (other than as provided in subsection (a) above or elsewhere in this Section 8.1) required to be paid by the Page 413 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 58 4890-5837-9602/024036-0096 Borrower under this Borrower Loan Agreement, the Borrower Notes, the Security Instrument or any of the other Borrower Loan Documents or Funding Loan Documents, including a failure to r epay any amounts that have been previously paid but are recovered, attached or enjoined pursuant to any insolvency, receivership, liquidation or similar proceedings, which default remains uncured for a period of five (5) days after Written Notice thereof shall have been given to the Borrower; (c) an Event of Default, as defined in the Borrower Notes, the Security Instrument or any other Borrower Loan Document, occurs (or to the extent an “Event of Default” is not defined in any other Borrower Loan Document, any default or breach by the Borrower or any Guarantor of its obligations, covenants, representations or warranties under such Borrower Loan Document occurs and any applicable notice and/or cure period has expired); (d) any representation or warranty made by any of the Borrower, the Guarantor or the General Partner in any Borrower Loan Document or Funding Loan Document to which it is a party, or in any report, certificate, financial statement or other instrument, agreement or document furnished by the Borrower, the Guarantor or the General Partner in connection with any Borrower Loan Document or Funding Loan Document, shall be false or misleading in any material respect as of the Closing Date; (e) the Borrower shall make a general assignment for the benefit of creditor s, or shall generally not be paying its debts as they become due; (f) the Borrower Controlling Entity shall make a general assignment for the benefit of creditors, shall generally not be paying its debts as they become due, or an Act of Bankruptcy with respect to the Borrower Controlling Entity shall occur, unless in all cases the Borrower Controlling Entity is replaced with a substitute Borrower Controlling Entity that satisfies the requirements of Section 21 of the Security Instrument; which, in the case of a nonprofit Borrower Controlling Entity, may be replaced within sixty (60) days of such event with another nonprofit Borrower Controlling Entity acceptable to the Funding Lender, in which case no Event of Default shall be deemed to have occurred; (g) any portion of Borrower Deferred Equity to be made by Equity Investor and required for (i) completion of the construction or rehabilitation, as the case may be, of the Improvements, (ii) the satisfaction of the Conditions of Conversion or (iii) the operation of the Improvements, is not received in accordance with the Partnership Agreement (and subject to the terms and conditions as set forth therein) after the expiration of all applicable notice and cure periods; (h) the failure by Borrower or any ERISA Affiliate of Borrower to comply in all respects with ERISA, or the occurrence of any other event (with respect to the failure of Borrower or any ERISA Affiliate to pay any amount required to be paid under ERISA or with respect to the termination of, or withdrawal of Borrower or any ERISA Affiliate from, any employee benefit or welfare plan subject to ERISA) the effect of which is to impose upon Borrower (after giving effect to the tax consequences thereof) for the payment of any amount in excess of Fifty Thousand Dollars ($50,000); (i) a Bankruptcy Event shall occur with respect to Borrower, any General Partner or Guarantor, or there shall be a change in the assets, liabilities or financial position of any such Person which has a material adverse effect upon the ability of such Person to perform such Person’s Page 414 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 59 4890-5837-9602/024036-0096 obligations under this Borrower Loan Agreement, any other Borrower Loan Document or any Related Document, provided that any such Bankruptcy Event with respect to a Guarantor shall not constitute an Event of Default: (i) if such Bankruptcy Event occurs on or after the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor), or (ii) if such Bankruptcy Event occurs prior to the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor) and the Borrower replaces such Guarantor with a person or entity satisfying the Funding Lender’s mortgage credit standards for principals and acceptable to the Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from the Funding Lender, and provided further that any such Bankruptcy Event with respect to the Managing General Partner shall not constitute an Event of Default if the Managing General Partner is replaced with a substitute no n-profit managing general partner that satisfies the requirements of Section 21 of the Security Instrument and is acceptable to Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from Funding Lender; (j) all or any part of the property of Borrower is attached, levied upon or otherwise seized by legal process, and such attachment, levy or seizure is not quashed, stayed or released: (i) prior to completion of the construction or rehabilitation, as the case may be, of the Improvements, within ten (10) days of the date thereof or (ii) after completion of the construction or rehabilitation, as the case may be, of the Improvements, within thirty (30) days of the date thereof; (k) subject to Section 10.16 hereof, Borrower fails to pay when due any monetary obligation (other than pursuant to this Borrower Loan Agreement) to any Person in excess of $100,000, and such failure continues beyond the expiration of any applicable cure or grace periods; (l) any material litigation or proceeding is commenced before any Governmental Authority against or affecting Borrower, any General Partner or Guarantor, or property of Borrower, any General Partner or Guarantor, or any part thereof, and such litigation or proceeding is not defended diligently and in good faith by Borrower, any General Partner or Guarantor, as applicable, provided that any such material litigation or proceeding against a Guarantor shall not constitute an Event of Default: (i) if such material litigation is commenced on or afte r the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor), or (ii) if such material litigation or proceeding is commenced prior to the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor) and the Borrower replaces such Guarantor with a person or entity satisfying the Funding Lender’s mortgage credit standards for principals and acceptable to the Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from the Funding Lender, and provided further that any such material litigation or proceeding against the Managing General Partner shall not constitute an Event of Default if the Managing General Partner is replaced with a substitute non-profit managing general partner that satisfies the requirements of Section 21 of the Security Instrument and is acceptable to Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from Funding Lender; (m) a final judgment or decree for monetary damages in excess of $50,000 or a monetary fine or penalty (not subject to appeal or as to which the time for appeal has expired) is Page 415 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 60 4890-5837-9602/024036-0096 entered against Borrower, any General Partner or Guarantor by any Governmental Authority, and such judgment, decree, fine or penalty is not paid and discharged or stayed (i) prior to completion of the construction or rehabilitation, as the case may be, of the Improvements, within ten (10) days after entry thereof or (ii) after completion of the construction or rehabilitation, as the case may be, of the Improvements, within thirty (30) days after entry thereof (or such longer period as may be permitted for payment by the terms of such judgment, fine or penalty) , provided that any such judgment, decree, fine or penalty against a Guarantor shall not constitute an Event of Default: (i) if such judgment, decree, fine or penalty is entered on or after the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Gua ranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor), or (ii) if such judgment, decree, fine or penalty is entered prior to the date upon which the Guaranty terminates in accordance with its term s (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor) and the Borrower replaces such Guarantor with a person or entity satisfying the Funding Lender’s mortgage credit standards for principals and acceptable to the Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from the Funding Lender, and provided further that any such judgment, decree, fine or penalty against the managing general partner shall not constitute an Event of Default if the managing general partner is replaced with a substitute non -profit managing general partner that satisfies the requirements of Section 21 of the Security Instrument and is acceptable to Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from Funding Lender; (n) a final, un-appealable and uninsured money judgment or judgments, in favor of any Person other than a Governmental Authority, in the aggregate sum of $50,000 or more shall be rendered against Borrower, any General Partner or Guarantor, or against any of their respective assets, that is not paid, superseded or stayed (i) prior to completion of the construction or rehabilitation, as the case may be, of the Improvements, within ten (10) days after entry thereof or (ii) after completion of the construction or rehabilitation, as the case may be, of the Improvements, within thirty (30) days after entry thereof (or such longer period as may be permitted for payment by the terms of such judgment); or any levy of execution, writ or warrant of attachment, or similar process, is entered or filed against Borrower, any General Partner or Guarantor, or against any of their respective assets (that is li kely to have a material adverse effect upon the ability of Borrower, any General Partner or Guarantor to perform their respective obligations under this Borrower Loan Agreement, any other Borrower Loan Document or any Related Document), and such judgment, writ, warrant or process shall remain unsatisfied, unsettled, unvacated, unhanded and unstayed (i) prior to completion of the construction or rehabilitation, as the case may be, of the Improvements, for a period of ten (10) days or (ii) after completion of the construction or rehabilitation, as the case may be, of the Improvements, for a period of thirty (30) days, or in any event later than five (5) Business Days prior to the date of any proposed sale thereunder, provided that any such judgment, levy, writ, warrant, attachment or similar process against a Guarantor shall not constitute an Event of Default: (i) if such judgment, levy, writ, warrant, attachment or similar process is entered on or after the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor), or (ii) if such judgment, levy, writ, warrant, attachment or similar process is entered prior to the date upon which the Guaranty terminates in accordance with its terms (or the date upon which all of the Guaranties have terminated in accordance with their terms, if more than one Guaranty was executed by such Guarantor) and the Borrower replaces such Guarantor with a person or entity satisfying the Funding Lender’s mortgage credit standards for principals and acceptable to the Funding Lender in its sole and absolute discretion within thirty (30) days after Page 416 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 61 4890-5837-9602/024036-0096 notice thereof from the Funding Lender, and provided further that any such judgment, levy, writ, warrant, attachment or similar process against the managing general partner shall not constitute an Event of Default if the managing general partner is replaced with a substitute non -profit managing general partner that satisfies the requirements of Section 21 of the Security Instrument and is acceptable to Funding Lender in its sole and absolute discretion within thirty (30) days after notice thereof from Funding Lender; (o) the inability of Borrower to satisfy any condition for the receipt of a Disbursement hereunder (other than an Event of Default specifically addressed in this Section 8.1) and failure to resolve the situation to the satisfaction of Funding Lender for a period in excess of thirty (30) days after Written Notice from Funding Lender unless (i) such inability shall have been caused by conditions beyond the control of Borrower, including, without limitation, acts of God or the elements, fire, strikes and disruption of shipping; (ii) Borrower shall have made adequate provision, acceptable to Funding Lender, for the protection of materials stored on -site or off-site and for the protection of the Improvements to the extent then constructed against deterioration and against other loss or damage or theft; (iii) Borrower shall furnish to Funding Lender satisfactory evidence that such cessation of construction or rehabilitation will not adversely affect or interfere with the rights of Borrower under labor and materials contracts or subcont racts relating to the construction or operation of the Improvements; and (iv) Borrower shall furnish to Funding Lender satisfactory evidence that the completion of the construction or rehabilitation of the Improvements can be accomplished by the Completion Date; (p) the construction or rehabilitation of the Improvements is abandoned or halted prior to completion for any period of thirty (30) consecutive days , provided that such cessation of construction or rehabilitation shall not constitute an Event of Default if (i) such cessation of construction shall have been caused by conditions beyond the control of Borrower, including, without limitation, acts of God or the elements, acts of terrorism, acts of war, fire, strikes and disruption of shipping, Borrower notifies Funding Lender of such condition in writing within 15 days, and such cessation does not exceed an aggregate period of sixty (60) consecutive days; (ii) Borrower shall have made adequate provision, acceptable to Funding Lender, for the protection of materials stored on-site or off-site and for the protection of the Improvements to the extent then constructed or rehabilitated against deterioration and against other loss or damage or theft; (iii) Borrower shall furnish to Funding Lender satisfactory evide nce that such cessation of construction will not adversely affect or interfere with the rights of Borrower under labor and materials contracts or subcontracts relating to the construction or operation of the Improvements; and (iv) Borrower shall furnish to Funding Lender satisfactory evidence that the completion of the construction or rehabilitation; (q) Borrower shall fail to keep in force and effect any material permit, license, consent or approval required under this Borrower Loan Agreement, or any Governmen tal Authority with jurisdiction over the Mortgaged Property or the Project orders or requires that construction or rehabilitation of the Improvements be stopped, in whole or in part, or that any required approval, license or permit be withdrawn or suspended, and the order, requirement, withdrawal or suspension remains in effect for a period of thirty (30) days; (r) failure by the Borrower to Substantially Complete the construction or rehabilitation, as the case may be, of the Improvements in accordance with thi s Borrower Loan Agreement on or prior to the Substantial Completion Date; Page 417 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 62 4890-5837-9602/024036-0096 (s) failure by Borrower to complete the construction or rehabilitation, as the case may be, of the Improvements in accordance with this Borrower Loan Agreement on or prior to the Completion Date; (t) failure by Borrower to satisfy the Conditions to Conversion on or before the Outside Conversion Date or the Extended Outside Conversion Date, if applicable; (u) an “Event of Default” or “Default” (as defined in the applicable agreement) shall occur under any of the Subordinate Loan Documents, after the expiration of all applicable notice and cure periods; or (v) Borrower fails to obtain all grading, foundation, building and all other construction permits, licenses and authorizations from all applicable Governmental Authorities or third parties necessary for the completion of the construction or rehabilitation, as the case may be, of the Improvements, and the operation of, and access to, the Project, prior to the commencement of any work for which such permit, license or authorization is required; or (w) any failure by the Borrower to perform or comply with any of its obligations under this Borrower Loan Agreement (other than those specified in this Section 8.1), as and when required, that continues for a period of thirty (30) days after written notice of such failure by Funding Lender or the Servicer on its behalf to the Borrower (with a copy to the limited partner of the Borrower); provided, however, if such failure is susceptible of cure but cannot reasonably be cured within such thirty (30) day period, and the Borrower shall have commenced to cure such failure within such thirty (30) day period and thereafter diligently and expeditiously proceeds to cure the same, such thirty (30) day period shall be extended for an additional period of time as is reasonably necessary for the Borrower in the exercise of due diligence to cure such failure, such additional period not to exceed sixty (60) days. However, no such notice or grace period shall apply to the extent such failure could, in the Funding Lender’s judgment, absent immediate exercise by the Funding Lender of a right or remedy under this Borrower Loan Agreement, result in harm to the Funding Lender, impairment of the Borrower Notes or this Borrower Loan Agreeme nt or any security given under any other Borrower Loan Document. Additionally, except with respect to any payment due on the Borrower Notes and Additional Borrower Payments, (a) any Default or Event of Default that occurs by reason of acts or omissions of a general partner of Borrower shall be deemed cured if such general partner of Borrower is replaced, within thirty (30) days after notice to Borrower and the Equity Investor of such Default or Event of Default by Funding Lender, by a substitute general partner approved by Funding Lender in its sole discretion, except if such replacement is an affiliate of the Equity Investor, no such approval by Funding Lender shall be required, provided in either case such replacement is approved by the Governmental Lender in the manner and to the extent provided in the Regulatory Agreement and such substitute general partner timely cures such Default or Event of Default; and (b) any Default or Event of Default that occurs which can be cured by replacement of any guarantor of the Borrower Loan shall be deemed cured if such guarantor is replaced by a substitute guarantor approved by Funding Lender in its sole discretion, which substitute guarantor executes such guaranty agreements requested by Funding Lender within thirty (30) days after notice to Borrower of such Default or Event of Default by Funding Lender. Page 418 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 63 4890-5837-9602/024036-0096 Section 8.2 Remedies. Section 8.2.1 Acceleration. Upon the occurrence of an Event of Default (other than an Event of Default described in paragraph (e), (f) or (i) of Section 8.1) and at any time and from time to time thereafter, as long as such Event of Default continues to exist, in addition to any other rights or remedies available to the Governmental Lender pursuant to the Borrower Loan Documents or at law or in equity, the Funding Lender may, take such action (whether directly or by directing the actions of the Fiscal Agent), without notice or demand, as the Funding Lender deems advisable to protect and enforce its rights against the Borrower and in and to the Project, including declaring the Borrower Payment Obligations to be immediately due and payable (including, without limitation, the principal of, Prepayment Premium, if any, and interest on and all other amounts due on the Borrower Notes to be immediately due and payable), without notice or demand, and apply such payment of the Borrower Payment Obligations in any manner and in any order determined by Funding Lender, in Funding Lender’s sole and absolute discretion; and upon any Event of Default described in paragraph (e), (f) or (i) of Section 8.1, the Borrower Payment Obligations shall become immediately due and payable, without notice or demand, and the Borrower hereby expressly waives any such notice or demand, anything contained in any Borrower Loan Document to the contrary notwithstanding. Notwithstanding anything herein to the contrary, enforcement of remedies hereunder and under the Funding Loan Agreement shall be controlled by the Funding Lender. Section 8.2.2 Remedies Cumulative. Upon the occurrence of an Event of Default, all or any one or more of the rights, powers, privileges and other remedies available to the Funding Lender against the Borrower under the Borrower Loan Documents or at law or in equity may be exercised by the Funding Lender or the Fiscal Agent, at any time and from time to t ime, whether or not all or any of the Borrower Payment Obligations shall be declared due and payable, and whether or not the Funding Lender shall have commenced any foreclosure proceeding or other action for the enforcement of its rights and remedies under any of the Borrower Loan Documents. Any such actions taken by the Funding Lender shall be cumulative and concurrent and may be pursued independently, singly, successively, together or otherwise, at such time and in such order as the Funding Lender may determine in its sole discretion, to the fullest extent permitted by law, without impairing or otherwise affecting the other rights and remedies of the Funding Lender permitted by law, equity or contract or as set forth in the Borrower Loan Documents. Witho ut limiting the generality of the foregoing, the Borrower agrees that if an Event of Default is continuing, all Liens and other rights, remedies or privileges provided to the Funding Lender shall remain in full force and effect until they have exhausted all of its remedies, the Security Instrument has been foreclosed, the Project has been sold and/or otherwise realized upon satisfaction of the Borrower Payment Obligations or the Borrower Payment Obligations has been paid in full. To the extent permitted by applicable law, nothing contained in any Borrower Loan Document shall be construed as requiring the Funding Lender to resort to any portion of the Project for the satisfaction of any of the Borrower Payment Obligations in preference or priority to any oth er portion, and the Funding Lender may seek satisfaction out of the entire Project or any part thereof, in its absolute discretion. Notwithstanding any provision herein to the contrary, the Governmental Lender, the Fiscal Agent and the Funding Lender agree that any cure of any default made or tendered by the Equity Investor under the Borrower Loan Documents or the Funding Loan Documents shall be deemed to be a cure by the Borrower and shall be accepted or rejected on the same basis as if made or tendered by the Borrower. Page 419 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 64 4890-5837-9602/024036-0096 Section 8.2.3 Delay. No delay or omission to exercise any remedy, right, power accruing upon an Event of Default, or the granting of any indulgence or compromise by the Funding Lender or the Fiscal Agent shall impair any such remedy, right or power hereu nder or be construed as a waiver thereof, but any such remedy, right or power may be exercised from time to time and as often as may be deemed expedient. A waiver of one Potential Default or Event of Default shall not be construed to be a waiver of any subsequent Potential Default or Event of Default or to impair any remedy, right or power consequent thereon. Notwithstanding any other provision of this Borrower Loan Agreement, the Funding Lender and the Fiscal Agent reserve the right to seek a deficiency judgment or preserve a deficiency claim, in connection with the foreclosure of the Security Instrument to the extent necessary to foreclose on the Project, the Rents, the funds or any other collateral. Section 8.2.4 Set Off; Waiver of Set Off. Upon the occurrence of an Event of Default, Funding Lender may, at any time and from time to time, without notice to Borrower or any other Person (any such notice being expressly waived), set off and appropriate and apply (against and on account of any obligations and liabilities of the Borrower to the Funding Lender or the Fiscal Agent arising under or connected with this Borrower Loan Agreement and the other Borrower Loan Documents and the Funding Loan Documents, irrespective of whether or not the Funding Lender shall have made any demand therefor, and although such obligations and liabilities may be contingent or unmatured), and the Borrower hereby grants to the Funding Lender, as security for the Borrower Payment Obligations, a security interest in, any and all deposits (general or special, including but not limited to Debt evidenced by certificates of deposit, whether matured or unmatured, but not including trust accounts) and any other Debt at any time held or owing by the Funding Lender to or for the credit or the account of the Borrower. Section 8.2.5 Assumption of Obligations. In the event that the Funding Lender or its assignee or designee shall become the legal or beneficial owner of the Project by foreclosure or deed in lieu of foreclosure, such party shall succeed to the rights and the obligations of the Borrower under this Borrower Loan Agreement, the Borrower Notes, the Regulatory Agreement, and any other Borrower Loan Documents and Funding Loan Documents to which the Borrower is a party. Such assumption shall be effective from and after the effective date of such acquisition and shall be made with the benefit of the limitations of liability set forth therein and without any liability for the prior acts of the Borrower. Section 8.2.6 Accounts Receivable. Upon the occurrence of an Event of Default, Funding Lender shall have the right, to the extent permitted by law, to impound and take possession of books, records, notes and other documents evidencing Borrower’s accounts, accounts receivable and other claims for payment of money, arising in connection with the Project, and to make direct collections on such accounts, accounts receivable and claims for the benefit of Funding Lender. Section 8.2.7 Defaults under Other Documents. Funding Lender shall have the right to cure any default under any of the Related Documents and the Subordinate Loan Documents, but shall have no obligation to do so. Section 8.2.8 Abatement of Disbursements. Notwithstanding any provision to the contrary herein or any of the other Borrower Loan Documents or the Funding Loan Documents, Funding Lender’s obligation to make further Disbursements shall abate (i) during the continuance of any Potential Default, (ii) after any disclosure to Funding Lender of any fact or circumstance that, absent such disclosure, would cause any representation or warranty of Borrower to fail to be true and Page 420 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 65 4890-5837-9602/024036-0096 correct in all material respects, unless and until Funding Lender elects to permit further Disbursements notwithstanding such event or circumstance; and (iii) upon the occurrence of any Event of Default. Section 8.2.9 Completion of Improvements. Upon the occurrence of any Event of Default, Funding Lender shall have the right to cause an independent contractor selected by Funding Lender to enter into possession of the Project and to perform any and all work and labor necessary for the completion of the Project substantially in accordance with the Plans and Specifications, if any, and to perform Borrower’s obligations under this Borrower Loan Agreement. All sums expended by Funding Lender for such purposes shall be deemed to have been disburs ed to and borrowed by Borrower and shall be secured by the Security Documents. Section 8.2.10 Right to Directly Enforce. Notwithstanding any other provision hereof to the contrary, the Funding Lender shall have the right to directly enforce all rights and remedies hereunder with or without involvement of the Governmental Lender or the Fiscal Agent, provided that only the Governmental Lender may enforce the Unassigned Rights. In the event that any of the provisions set forth in this Section 8.2.10 are inconsistent with the covenants, terms and conditions of the Security Instrument, the covenants, terms and conditions of the Security Instrument shall prevail. Section 8.2.11 Power of Attorney. Effective upon the occurrence of an Event of Default, and continuing until and unless such Even t of Default is cured or waived, Borrower hereby constitutes and appoints Funding Lender, or an independent contractor selected by Funding Lender, as its true and lawful attorney-in-fact with full power of substitution, for the purposes of completion of the Project and performance of Borrower’s obligations under this Borrower Loan Agreement in the name of Borrower, and hereby empowers said attorney-in-fact to do any or all of the following upon the occurrence and continuation of an Event of Default (it being understood and agreed that said power of attorney shall be deemed to be a power coupled with an interest which cannot be revoked until full payment and performance of all obligations under this Borrower Loan Agreement and the other Borrower Loan Documents and the Funding Loan Documents): (a) to use any of the funds of Borrower or General Partner, including any balance of the Borrower Loan, as applicable, and any funds which may be held by Funding Lender for Borrower (including all funds in all deposit accounts in which Borrower has granted to Funding Lender a security interest), for the purpose of effecting completion of the construction or rehabilitation, as the case may be, of the Improvements, in the manner called for by the Plans and Specifications; (b) to make such additions, changes and corrections in the Plans and Specifications as shall be necessary or desirable to complete the Project in substantially the manner contemplated by the Plans and Specifications; (c) to employ any contractors, subcontractors, agents, architects and inspectors required for said purposes; (d) to employ attorneys to defend against attempts to interfere with the exercise of power granted hereby; Page 421 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 66 4890-5837-9602/024036-0096 (e) to pay, settle or compromise all existing bills and claims which are or may be liens against the Project or the Improvements, or may be necessary or desirable for the completion of the construction or rehabilitation, as the case may be, of the Improvements, or clearance of objections to or encumbrances on title; (f) to execute all applications and certificates in the name of Borrower, which may be required by any other construction contract; (g) to prosecute and defend all actions or proceedings in connection with the Project and to take such action, require such performance and do any and every other a ct as is deemed necessary with respect to the completion of the construction or rehabilitation, as the case may be, of the Improvements, which Borrower might do on its own behalf; (h) to let new or additional contracts to the extent not prohibited by their exi sting contracts; (i) to employ watchmen and erect security fences to protect the Project from injury; and (j) to take such action and require such performance as it deems necessary under any of the bonds or insurance policies to be furnished hereunder, to make set tlements and compromises with the sureties or insurers thereunder, and in connection therewith to execute instruments of release and satisfaction. It is the intention of the parties hereto that upon the occurrence and continuance of an Event of Default, rights and remedies may be pursued pursuant to the terms of the Borrower Loan Documents and the Funding Loan Documents. The parties hereto acknowledge that, among the possible outcomes to the pursuit of such remedies, is the situation where the Funding Lend er assignees or designees become the owner of the Project and assume the obligations identified above, and the Borrower Notes, the Borrower Loan and the other Borrower Loan Documents and Funding Loan Documents remain outstanding. ARTICLE IX SPECIAL PROVISIONS Section 9.1 Sale of Notes and Secondary Market Transaction. Section 9.1.1 Cooperation. Subject to the restrictions of Section 2.4 of the Funding Loan Agreement, at the Funding Lender’s or the Servicer’s request (to the extent not already required to be provided by the Borrower under this Borrower Loan Agreement), the Borrower shall use reasonable efforts to satisfy the market standards to which the Funding Lender or the Servicer customarily adheres or which may be reasonably required in the marketplace or by the Funding Lender or the Servicer in connection with one or more sales or assignments of all or a portion of the Governmental Lender Notes or participations therein or securitizations of single or multi -class securities (the “Securities”) secured by or evidencing ownership interests in all or a portion of the Governmental Lender Notes (each such sale, assignment and/or securitization, a “Secondary Market Transaction”); provided that neither the Borrower nor the Governmental Lender shall incur any third party or other out-of-pocket costs and expenses in connection with a Secondary Market Transaction, Page 422 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 67 4890-5837-9602/024036-0096 including the costs associated with the delivery of any Provided Information or any opinion required in connection therewith, and all such costs shall be paid by the Funding Lender or the Servicer, and shall not materially modify Borrower’s rights or obligations. Without limiting the generality of the foregoing, the Borrower shall, so long as the Borrower Loan is still outstanding: (a) (i) provide such financial and other information with respect to the Borrower Loan, and with respect to the Project, the Borrower, the Manager, the contractor of the Project or the Borrower Controlling Entity, (ii) provide financial statements, audited, if available, relating to the Project with customary disclaimers for any forward looking statements or lack of audit, and (iii), at the expense of the Funding Lender or the Servicer, perform or permit or cause to be performed or permitted such site inspection, appraisals, surveys, market studies, environmental reviews and reports (Phase I’s and, if appropriate, Phase II’s), engineering reports and other due diligence investigations of the Project, as may be reasonably requested from time to time by the Funding Lender or the Servicer or the Rating Agencies or as may be necessary or appropriate in connection with a Secondary Market Transaction or Exchange Act requirements (the items provided to the Funding Lender or the Servicer pursuant to this paragraph (a) being called the “Provided Information”), together, if customary, with appropriate verification of and/or consents (including, without limitation, auditor consents) to include or incorporate by reference the Provided Information in an offering document or otherwise provide the Provided Information to investors and potential investors or opinions of counsel of independent attorneys acceptable to the Funding Lender or the Servicer and the Rating Agencies; (b) make such representations and warranties as of the closing date of any Secondary Market Transaction with respect to the Project, the Borrower, the Borrower Loan Documents and the Funding Loan Documents reasonably acceptable to the Funding Lender or the Servicer, consistent with the facts covered by such representations and warranties as they exist on the date thereof; and (c) execute such amendments to the Borrower Loan Documents and the Funding Loan Documents to accommodate such Secondary Market Transaction so long as such amendment does not affect the material economic terms of the Borrower Loan Documents and the Fundin g Loan Documents and is not otherwise adverse to the Borrower in its reasonable discretion. Section 9.1.2 Use of Information. The Borrower understands that certain of the Provided Information and the required records may be included in disclosure documents in connection with a Secondary Market Transaction, including a prospectus or private placement memorandum (each, a “Secondary Market Disclosure Document”), or provided or made available to investors or prospective investors in the Securities, the Rating Agencies and s ervice providers or other parties relating to the Secondary Market Transaction. In the event that the Secondary Market Disclosure Document is required to be revised, the Borrower shall cooperate, subject to Section 9.1.1(c) hereof, with the Funding Lender and the Servicer in updating the Provided Information or required records for inclusion or summary in the Secondary Market Disclosure Document or for other use reasonably required in connection with a Secondary Market Transaction by providing all current information pertaining to the Borrower and the Project necessary to keep the Secondary Market Disclosure Document accurate and complete in all material respects with respect to such matters. The Borrower hereby consents to any and all such disclosures of such information. Page 423 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 68 4890-5837-9602/024036-0096 The Borrower and the Funding Lender agree and acknowledge that the Governmental Lender undertakes no obligation hereunder or in the Funding Loan Agreement to participate in the preparation of, or to approve, any Secondary Market Disclosure Document. Section 9.1.3 Borrower Obligations Regarding Secondary Market Disclosure Documents. In connection with a Secondary Market Disclosure Document, the Borrower shall provide, or in the case of a Borrower-engaged third party such as the Manager, cause it to provide, information reasonably requested by the Funding Lender pertaining to the Borrower, the Project or such third party (and portions of any other sections reasonably requested by the Funding Lender pertaining to the Borrower, the Project or the third party). The Borrower shall, if requested by the Funding Lender and the Servicer, certify in writing that the Borrower has carefully examined those portions of such Secondary Market Disclosure Document, pertaining to the Borrower, the Project or the Manager, and such portions (and portions of any other sections reasonably requested and pertaining to the Borrower, the Project or the Manager) do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the sta tements made, in the light of the circumstances under which they were made, not misleading; provided that the Borrower shall not be required to make any representations or warranties regarding any Provided Information obtained from a third party except with respect to information it provided to such parties. Furthermore, the Borrower hereby indemnifies the Funding Lender and the Servicer for any Liabilities to which any such parties may become subject to the extent such Liabilities arise out of or are based upon the use of the Provided Information in a Secondary Market Disclosure Document. Section 9.1.4 Borrower Indemnity Regarding Filings. In connection with filings under the Exchange Act or the Securities Act, the Borrower shall (i) indemnify Funding Lender and the underwriter group for any securities (the “Underwriter Group”) for any Liabilities to which Funding Lender, the Servicer or the Underwriter Group may become subject insofar as the Liabilities arise out of or are based upon the omission or alleged omission to state in the Provided Information of a material fact required to be stated in the Provided Information in order to make the statements in the Provided Information, in the light of the circumstances under which they were made not misleading and (ii) reimburse the Funding Lender, the Servicer, the Underwriter Group and other indemnified parties listed above for any legal or other expenses reasonably incurred by the Funding Lender, the Servicer or the Underwriter Group in connection with defending or investigating the Liabilities; provided that the Borrower shall not provide any indemnification regarding any Provided Information obtained from unrelated third parties except with respect to information it provided to such parties. Section 9.1.5 Indemnification Procedure. Promptly after receipt by an indemnified party under Sections 9.1.3 and 9.1.4 hereof of notice of the commencement of any action for which a claim for indemnification is to be made against the Borrower, such indemnified party shall notify the Borrower in writing of such commencement, but the omission to so notify the Borrower will not relieve the Borrower from any liability that it may have to any indemnified party hereunder except to the extent that failure to notify causes prejudice to the Borrower. In the event that any action is brought against any indemnified party, and it notifies the Borrower of the commencement thereof, the Borrower will be entitled, jointly with any other indemnifying party, to participate therein and, to the extent that it (or they) may elect by Written Notice delivered to the indemnified party promptly after receiving the aforesaid notice of commencement, to assume the defense thereof with counsel selected by the Borrower and reasonably satisfactory to such indemnified party in its sole discretion. After notice from the Borrower to such indemnified party under this Section 9.1.5, the Borrower shall not be responsible for any legal or other expenses Page 424 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 69 4890-5837-9602/024036-0096 subsequently incurred by such indemnified party in connection with the defense thereof other than reasonable costs of investigation. No indemnified party shall settle or compromise any claim for which the Borrower may be liable hereunder without the prior Written Consent of the Borrower. Section 9.1.6 Contribution. In order to provide for just and equitable contribution in circumstances in which the indemnity agreement provided for in Section 9.1.4 hereof is for any reason held to be unenforceable by an indemnified party in respect of any Liabilities (or action in respect thereof) referred to therein which would otherwise be indemnifiable under Section 9.1.4 hereof, the Borrower shall contribute to the amount paid or payable by the indemnified party as a result of such Liabilities (or action in respect thereof); provided, however, that no Person guilty of fraudulent misrepresentation (within the meaning of Section 10(f) of the Securities Act) shall be entitled to contribution from any Person not guilty of such fraudulent misrepresentation. In determining the amount of contribution to which the respective parties are entitled, the following factors shall be considered: (i) the indemnified parties and the Borrower’s relative knowledge and access to information concerning the matter with respect to which the claim was asserted; (ii) the opportunity to correct and prevent any statement or omission; and (iii) any other equitable considerations appropriate in the circumstances. The parties hereto hereby agree that it may not be equitable if the amount of such contribution were determined by pro rata or per cap ita allocation. ARTICLE X MISCELLANEOUS Section 10.1 Notices. All notices, consents, approvals and requests required or permitted hereunder or under any other Borrower Loan Document or Funding Loan Document (a “notice”) shall be deemed to be given and made when delivered by hand, recognized overnight delivery service, confirmed facsimile transmission (provided any telecopy or other electronic transmission received by any party after 4:00 p.m., local time, as evidenced by the time shown on such transmission, shall be deemed to have been received the following Business Day), or five (5) calendar days after deposited in the United States mail, registered or certified, postage prepaid, with return receipt requested, addressed as follows: If to the Fiscal Agent: U.S. Bank Trust Company, National Association Global Corporate Trust 633 West 5th Street, 24th Floor Los Angeles, California 90071 Attention: Ismael Diaz Telephone: (213) 615-6063 If to the Governmental Lender: Chula Vista Housing Authority 276 Fourth Avenue Chula Vista, California 91910 Attention: Executive Director Phone: (619) 691-5263 Page 425 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 70 4890-5837-9602/024036-0096 If to the Borrower: Otay Affordable I V8, L.P. c/o Otay Affordable I V8, LLC 11150 W. Olympic Blvd. Suite 620 Los Angeles, CA 90064 Telephone: (310) 575-3543 x126 Facsimile: (310) 575-3563 Attn: Senior Project Manager with a copy to: Bocarsly, Emden, Cowan, Esmail & Arndt, LLP 633 West Fifth Street, 64th Floor Los Angeles, California 90071 Attention: Nicole Deddens Telephone: (213) 239-8029 If to the Equity Investor: BF Otay Ranch, LLLP c/o Boston Financial Investment Management, LP 101 Arch Street, 13th Floor Boston, MA 02110 Attention: Asset Management (Otay Ranch) with a copy to: Holland & Knight 10 St. James Avenue, 11th Floor Boston, MA 02116 Attention: Kristen M. Kassetta, Esq. Telephone: (617) 573-5875 If to the Funding Lender: Citibank, N.A. 388 Greenwich Street, Trading 6th Floor New York, New York 10013 Attention: Transaction and Asset Management Group Re: Otay Ranch Apartments Deal ID No. 60000682 Facsimile: (212) 723-8209 and to: Citibank, N.A. 325 East Hillcrest Drive, Suite 160 Thousand Oaks, California 91360 Attention: Operations Manager/Asset Manager Re: Otay Ranch Apartments Deal ID No. 60000682 Facsimile: (805) 557-0924 Page 426 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 71 4890-5837-9602/024036-0096 prior to the Conversion Date, with a copy to: Citibank, N.A. 388 Greenwich Street, Trading 6th Floor New York, New York 10013 Attention: Account Specialist Re: Otay Ranch Apartments Deal ID No. 60000682 Facsimile: (212) 723-8209 following the Conversion Date with a copy to: Citibank, N.A. c/o Berkadia Commercial Servicing Department 323 Norristown Road, Suite 300 Ambler, Pennsylvania 19002 Attention: Client Relations Manager Re: Otay Ranch Apartments Deal ID No. 60000682 Facsimile: (215) 328-0305 and a copy of any notices of default sent to: Citibank, N.A. 388 Greenwich Street, 17th Floor New York, New York 10013 Attention: General Counsel’s Office Re: Otay Ranch Apartments Deal ID No. 60000682 Facsimile: (212) 723-8939 Any party may change such party’s address for the notice o r demands required under this Borrower Loan Agreement by providing written notice of such change of address to the other parties by written notice as provided herein. Section 10.2 Brokers and Financial Advisors. The Borrower hereby represents that it has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the Borrower Loan, other than those disclosed to the Funding Lender and whose fees shall be paid by the Borrower pursuant to separate agreements. The Borrow er and the Funding Lender shall indemnify and hold the other harmless from and against any and all claims, liabilities, costs and expenses of any kind in any way relating to or arising from a claim by any Person that such Person acted on behalf of the indemnifying party in connection with the transactions contemplated herein. The provisions of this Section 10.2 shall survive the expiration and termination of this Borrower Loan Agreement and the repayment of the Borrower Payment Obligations. Section 10.3 Survival. This Borrower Loan Agreement and all covenants, agreements, representations and warranties made herein and in the certificates delivered pursuant hereto shall survive the making by the Governmental Lender of the Borrower Loan and the execution and delivery to the Governmental Lender of the Borrower Notes and the assignment of the Borrower Page 427 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 72 4890-5837-9602/024036-0096 Notes to the Funding Lender, and shall continue in full force and effect so long as all or any of the Borrower Payment Obligations is unpaid. All the Borrower’s covenants and agreements in this Borrower Loan Agreement shall inure to the benefit of the respective legal representatives, successors and assigns of the Governmental Lender, the Fiscal Agent, the Funding Lender and the Servicer. Section 10.4 Preferences. The Governmental Lender shall have the continuing and exclusive right to apply or reverse and reapply any and all payments by the Borrower to any portion of the Borrower Payment Obligations. To the extent the Borrower makes a payment to the Governmental Lender or the Servicer, or the Governmental Lender or the Servicer receives proceeds of any collateral, which is in whole or part subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or equitable cause, then, to the extent of such payment or proceeds received, the Borrower Payment Obligations or part thereof intended to be satisfied shall be revived and continue in full force and ef fect, as if such payment or proceeds had not been received by the Governmental Lender or the Servicer. Section 10.5 Waiver of Notice. The Borrower shall not be entitled to any notices of any nature whatsoever from the Funding Lender, the Fiscal Agent or the Servicer e xcept with respect to matters for which this Borrower Loan Agreement or any other Borrower Loan Document specifically and expressly provides for the giving of notice by the Funding Lender, the Fiscal Agent or the Servicer, as the case may be, to the Borrower and except with respect to matters for which the Borrower is not, pursuant to applicable Legal Requirements, permitted to waive the giving of notice. The Borrower hereby expressly waives the right to receive any notice from the Funding Lender, the Fiscal Agent or the Servicer, as the case may be, with respect to any matter for which no Borrower Loan Document specifically and expressly provides for the giving of notice by the Funding Lender, the Fiscal Agent or the Servicer to the Borrower. Section 10.6 Offsets, Counterclaims and Defenses. The Borrower hereby waives the right to assert a counterclaim, other than a compulsory counterclaim, in any action or proceeding brought against it by the Funding Lender or the Servicer with respect to a Borrower Loan Payment. Any assignee of Funding Lender’s interest in and to the Borrower Loan Documents or the Funding Loan Documents shall take the same free and clear of all offsets, counterclaims or defenses that are unrelated to the Borrower Loan Documents or the Funding Loan Do cuments which the Borrower may otherwise have against any assignor of such documents, and no such unrelated offset, counterclaim or defense shall be interposed or asserted by the Borrower in any action or proceeding brought by any such assignee upon such documents, and any such right to interpose or assert any such unrelated offset, counterclaim or defense in any such action or proceeding is hereby expressly waived by the Borrower. Section 10.7 Publicity. The Funding Lender and the Servicer (and any Affiliates of eithe r party) shall have the right to issue press releases, advertisements and other promotional materials describing the Funding Lender’s or the Servicer’s participation in the making of the Borrower Loan or the Borrower Loan’s inclusion in any Secondary Marke t Transaction effectuated by the Funding Lender or the Servicer or one of its or their Affiliates. All news releases, publicity or advertising by the Borrower or Borrower Affiliates through any media intended to reach the general public, which refers to the Borrower Loan Documents or the Funding Loan Documents, the Borrower Loan, the Funding Lender or the Servicer in a Secondary Market Transaction, shall be subject to the prior Written Consent of the Funding Lender or the Servicer, as applicable. Page 428 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 73 4890-5837-9602/024036-0096 Section 10.8 Construction of Documents. The parties hereto acknowledge that they were represented by counsel in connection with the negotiation and drafting of the Borrower Loan Documents and the Funding Loan Documents and that the Borrower Loan Documents and the Funding Loan Documents shall not be subject to the principle of construing their meaning against the party that drafted them. Section 10.9 No Third Party Beneficiaries. The Borrower Loan Documents and the Funding Loan Documents are solely for the benefit of the Governmental Lender , the Funding Lender, the Servicer, the Fiscal Agent and the Borrower and, with respect to Sections 9.1.3 and 9.1.4 hereof, the Underwriter Group, and nothing contained in any Borrower Loan Document shall be deemed to confer upon anyone other than the Governmental Lender, the Funding Lender, the Fiscal Agent, the Servicer, and the Borrower any right to insist upon or to enforce the performance or observance of any of the obligations contained therein. Section 10.10 Assignment. The Borrower Loan, the Security Instrument, the Borrower Loan Documents and the Funding Loan Documents and all Funding Lender’s or Fiscal Agent’s rights, title, obligations and interests therein may be assigned by the Funding Lender or the Fiscal Agent, as appropriate, at any time in its sole discr etion, whether by operation of law (pursuant to a merger or other successor in interest) or otherwise, subject in any event to the provisions of Section 2.4 of the Funding Loan Agreement. Upon such assignment, all references to Funding Lender or the Fiscal Agent, as appropriate, in this Borrower Loan Agreement and in any Borrower Loan Document shall be deemed to refer to such assignee or successor in interest and such assignee or successor in interest shall thereafter stand in the place of the Funding Lend er or the Fiscal Agent, as appropriate. The Borrower shall accord full recognition to any such assignment, and all rights and remedies of Funding Lender in connection with the interest so assigned shall be as fully enforceable by such assignee as they were by Funding Lender before such assignment. In connection with any proposed assignment, Funding Lender may disclose to the proposed assignee any information that the Borrower has delivered, or caused to be delivered, to Funding Lender with reference to th e Borrower, General Partner, Guarantor or any Borrower Affiliate, or the Project, including information that the Borrower is required to deliver to Funding Lender pursuant to this Borrower Loan Agreement, provided that such proposed assignee agrees to trea t such information as confidential. The Borrower may not assign its rights, interests or obligations under this Borrower Loan Agreement or under any of the Borrower Loan Documents or Funding Loan Documents, or the Borrower’s interest in any moneys to be disbursed or advanced hereunder, except only as may be expressly permitted hereby. Section 10.11 [Reserved]. Section 10.12 Governmental Lender, Funding Lender and Servicer Not in Control; No Partnership. None of the covenants or other provisions contained in this Borrower Loan Agreement shall, or shall be deemed to, give the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer the right or power to exercise control over the affairs or management of the Borrower, the power of the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer being limited to the rights to exercise the remedies referred to in the Borrower Loan Documents and the Funding Loan Documents. The relationship between the Borrower and the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer is, and at all times shall remain, solely that of debtor and creditor. No covenant or provision of the Borrower Loan Documents or the Fund ing Loan Documents is intended, nor shall it be deemed or construed, to create a partnership, joint venture, agency or common interest in profits or income between the Borrower and the Page 429 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 74 4890-5837-9602/024036-0096 Governmental Lender, the Funding Lender, the Fiscal Agent or the Servic er or to create an equity interest in the Project in the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer. Neither the Governmental Lender, the Funding Lender, the Fiscal Agent nor the Servicer undertakes or assumes any responsibility or duty to the Borrower or to any other person with respect to the Project or the Borrower Loan, except as expressly provided in the Borrower Loan Documents or the Funding Loan Documents; and notwithstanding any other provision of the Borrower Loan Documents and the Funding Loan Documents: (1) the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer are not, and shall not be construed as, a partner, joint venturer, alter ego, manager, controlling person or other business associate or participant of any kind of the Borrower or its stockholders, members, or partners and the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer do not intend to ever assume such status; (2) the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer shall in no event be liable for any the Borrower Payment Obligations, expenses or losses incurred or sustained by the Borrower; and (3) the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer shall not be deemed responsible for or a participant in any acts, omissions or decisions of the Borrower, the Borrower Controlling Entities or its stockholders, members, or partners. The Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer and the Borrower disclaim any intention to create any partnership, joint venture, agency or common interest in profits or income between the Governmental Lender, the Funding Lender, the Servicer, the Fiscal Agent and the Borrower, or to create an equity interest in the Project in the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer, or any sharing of liabilities, losses, costs or expenses. Section 10.13 Release. The Borrower hereby acknowledges that it is executing this Borrower Loan Agreement and each of the Borrower Loan Documents and the Funding Loan Documents to which it is a party as its own voluntary act free from duress and undue influence. Section 10.14 Term of Borrower Loan Agreement. This Borrower Loan Agreement shall be in full force and effect until all payment obligations of the Borrower hereunder have been paid in full and the Borrower Loan and the Funding Loan have been retired or the payment thereof has been provided for; except that on and after payment in full of the Borrower Notes, this Borrower Loan Agreement shall be terminated, without further action by the parties hereto; provided, however, that the obligations of the Borrower under Sections 5.11, 5.14, 5.15, 9.1.3, 9.1.4, 9.1.5, 9.1.6 and 10.15 hereof, as well as under Section 5.7 of the Construction Funding Agreement, shall survive the termination of this Borrower Loan Agreement. Section 10.15 Reimbursement of Expenses. If, upon or after the occurrence of any Event of Default or Potential Default, the Governmental Lender, the Funding Lender, the Fiscal Agent or the Servicer shall employ attorneys or incur other expenses for the enforcement of performance or observance of any obligation or agreement on the part of the Borrower contained herein, the Borrower will on demand therefor reimburse the Governmental Lender, the Funding Lender, the Fiscal Agent and the Servicer for fees of such attorneys and such other expenses so incurred. The Borrower’s obligation to pay the amounts required to be paid under this Section 10.15 shall be subordinate to its obligations to make payments under the Borrower Notes. Section 10.16 Permitted Contests. Notwithstanding anything to the contrary contained in this Borrower Loan Agreement, Borrower shall have the right to contest or object in good faith to any claim, demand, levy or assessment (other than in respect of Debt or Contractual Obligations of Borrower under any Borrower Loan Document or Related Document) by appropriate legal Page 430 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 75 4890-5837-9602/024036-0096 proceedings that are not prejudicial to Funding Lender’s rights, but this shall not be deemed or construed as in any way relieving, modifying or providing any extension of time with respect to Borrower’s covenant to pay and comply with any such claim, demand, levy or assessment, unless Borrower shall have given prior Written Notice to the Funding Lender of Borrower’s intent to so contest or object thereto, and unless (i) Borrower has, in the Funding Lender’s judgment, a reasonable basis for such contest, (ii) Borrower pays when due any portion of the claim, demand, levy or assessment to which Borrower does not object, (iii) Borrower demonstrates to Funding Lender’s satisfaction that such legal proceedings shall conclusively operate to prevent enforcement prior to final determination of such proceedings, (iv) Borrower furnishes such bond, surety, undertaking or other security in connection therewith as required by law, or as requested by and satisfactory to Funding Lender, to stay such proceeding, which bond, surety, undertaking or other security shall be issued by a bonding company, insurer or surety company reasonably satisfactory to Funding Lender and shall be sufficient to cause the claim, demand, levy or assessment to be insured against by the Title Company or removed as a lien against the Project, (v) Borrower at all times prosecutes the contest with due diligence, and (vi) Borrower pays, promptly following a determination of the amount of such claim, demand, levy or assessment due and owing by Borrower, the amount so determined to be due and owing by Borrower. In the event that Borrower does not make, promptly following a determination of the amount of such claim, demand, levy or assessment due and owing by Borrower, any payment required to be made pursuant to clause (vi) of the preceding sentence, an Event of Default shall have occurred, and Funding Lender may draw or realize upon any bond or other security delivered to Funding Lender in connection with the contest by Borrower, in order to make such payment. Section 10.17 Funding Lender Approval of Instruments and Parties. All proceedings taken in accordance with transactions provided for herein, and all surveys, appraisals and documents required or contemplated by this Borrower Loan Agreement and the persons responsible for the execution and preparation thereof, shall be satisfactory to and subject to approval by Funding Lender. Funding Lender’s approval of any matter in connection with the Project shall be for the sole purpose of protecting the security and rights of Funding Lender. No such approval shall result in a waiver of any default of Borrower. In no event shall Funding Lender’s approval be a representation of any kind with regard to the matter being approved. Section 10.18 Funding Lender Determination of Facts. Funding Lender shall at all times be free to establish independently, to its reasonable satisfaction, the e xistence or nonexistence of any fact or facts, the existence or nonexistence of which is a condition of this Borrower Loan Agreement. Section 10.19 Calendar Months. With respect to any payment or obligation that is due or required to be performed within a specified number of Calendar Months after a specified date, such payment or obligation shall become due on the day in the last of such specified number of Calendar Months that corresponds numerically to the date so specified; provided, however, that with respect to any obligation as to which such specified date is the 29th, 30th or 31st day of any Calendar Month: if the Calendar Month in which such payment or obligation would otherwise become due does not have a numerically corresponding date, such obligation shall bec ome due on the first day of the next succeeding Calendar Month. Section 10.20 Determinations by Lender. Except to the extent expressly set forth in this Borrower Loan Agreement to the contrary, in any instance where the consent or approval of the Governmental Lender and the Funding Lender may be given or is required, or where any determination, judgment or decision is to be rendered by the Governmental Lender and the Funding Page 431 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 76 4890-5837-9602/024036-0096 Lender under this Borrower Loan Agreement, the granting, withholding or denial of such consent o r approval and the rendering of such determination, judgment or decision shall be made or exercised by the Governmental Lender and the Funding Lender, as applicable (or its designated representative) at its sole and exclusive option and in its sole and absolute discretion. Section 10.21 Governing Law. This Borrower Loan Agreement shall be governed by and enforced in accordance with the laws of the State, without giving effect to the choice of law principles of the State that would require the application of the laws of a jurisdiction other than the State. Section 10.22 Consent to Jurisdiction and Venue. Borrower agrees that any controversy arising under or in relation to this Borrower Loan Agreement shall be litigated exclusively in the State. The state and federal courts and authorities with jurisdiction in the State shall have exclusive jurisdiction over all controversies which shall arise under or in relation to this Borrower Loan Agreement. Borrower irrevocably consents to service, jurisdiction, and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise. However, nothing herein is intended to limit Beneficiary Parties’ right to bring any suit, action or proceeding relating to matters arising under this Borrower Loan Agreement against Borrower or any of Borrower’s assets in any court of any other jurisdiction. Section 10.23 Successors and Assigns. This Borrower Loan Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors, successors-in-interest and assigns, as appropriate. The terms used to designate any of the parties herein shall be deemed to include the heirs, legal representatives, successors, successors-in-interest and assigns, as appropriate, of such parties. References to a “person” or “persons” shall be deemed to include individuals and entities. Section 10.24 Severability. The invalidity, illegality or unenforceability of any provision of this Borrower Loan Agreement shall not affect the validity, legality or enforceability of any other provision, and all other provisions shall remain in full force and effect. Section 10.25 Entire Agreement; Amendment and Waiver. This Borrower Loan Agreement contains the complete and entire understanding of the parties with respect to the matters covered. This Borrower Loan Agreement may not be amended, modified or changed, nor shall any waiver of any provision hereof be effective, except by a written instrument signed by the party against whom enforcement of the waiver, amendment, change, or modification is sought, and then only to the extent set forth in that instrument. No specific waiver of any of the terms of this Borrower Loan Agreement shall be considered as a general waiver. Without limiting the generality of the foregoing, no Disbursement shall constitute a waiver of any conditions to the Governmental Lender’s or the Funding Lender’s obligation to make further Disbursements nor, in the event Borrower is unable to satisfy any such conditions, shall any such waiver have the effect of precluding the Governmental Lender or the Funding Lender from thereafter declaring such inability to constitute a Potential Default or Event of Default under this Borrower Loan Agreement. Section 10.26 Counterparts. This Borrower Loan Agreement may be executed in multiple counterparts, each of which shall constitute an original document and all of which together shall constitute one agreement. Page 432 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 77 4890-5837-9602/024036-0096 Section 10.27 Captions. The captions of the sections of this Borrower Loan Agreement are for convenience only and shall be disregarded in construing this Borrower Loan Agreement. Section 10.28 Servicer. Borrower hereby acknowledges and agrees that, pursuant to the terms of Section 39 of the Security Instrument: (a) from time to time, the Governmental Lender or the Funding Lender may appoint a servicer to collect payments, escrows and deposits, to give and to receive notices under the Borrower Notes, this Borrower Loan Agreement or the other Borrower Loan Documents, and to otherwise service the Borrower Loan and (b) unless Borrower receives Written Notice from the Governmental Lender or the Funding Lender to the contrary, any action or right which shall or may be taken or exercised by the Governmental Lender or the Funding Lender may be taken or exercised by such servicer with the same force and effect. Section 10.29 Beneficiary Parties as Third Party Beneficiary. Each of the Beneficiary Parties shall be a third party beneficiary of this Borrower Loan Agreement for all purposes. Section 10.30 Waiver of Trial by Jury. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, EACH OF BORROWER AND THE BENEFICIARY PARTIES (A) COVENANTS AND AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT OF THIS BORROWER LOAN AGREEMENT OR THE RELATIONSHIP BETWEEN THE PARTIES THAT IS TRIABLE OF RIGHT BY A JURY AND (B) WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL COUNSEL. IF FOR ANY REASON THIS WAIVER IS DETERMINED TO BE UNENFORCEABLE, ALL DISPUTES WILL BE RESOLVED BY JUDICIAL REFERENCE PURSUANT TO THE PROCEDURES SET FORTH IN THE SECURITY INSTRUMENT. Section 10.31 Time of the Essence. Time is of the essence with respect to this Borrower Loan Agreement. Section 10.32 [Reserved]. Section 10.33 Reference Date. This Borrower Loan Agreement is dated for reference purposes only as of the first day of March 2023, and will not be effective and binding on the parties hereto unless and until the Closing Date (as defined herein) occurs. ARTICLE XI LIMITATIONS ON LIABILITY Section 11.1 Limitation on Liability. Notwithstanding anything to the contrary herein, the liability of the Borrower hereunder and under the other Borrower Loan Documents and the Funding Loan Documents shall be limited to the extent set forth in the Borrower Notes. Section 11.2 Limitation on Liability of Governmental Lender. The Governmental Lender shall not be obligated to pay the principal (or prepayment price) of or interest on the Funding Loan, except from moneys and assets received by the Fiscal Agent or the Funding Lender on behalf Page 433 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 78 4890-5837-9602/024036-0096 of the Governmental Lender pursuant to this Borrower Loan Agreement. Neither the faith and credit nor the taxing power of the State, or any political subdivision thereof, nor the faith and credit of the Governmental Lender is pledged to the payment of the principal (or prepayment price) of or interest on the Funding Loan. The Governmental Lender shall not be liable for any costs, expenses, losses, damages, claims or actions, of any conceivable kind on any conceivable theory, under or by reason of or in connection with this Borrower Loan Agreement or the Funding Loan Agreement, except only to the extent amounts are received for the payment thereof from the Borro wer under this Borrower Loan Agreement. The Borrower hereby acknowledges that the Governmental Lender’s sole source of moneys to repay the Funding Loan will be provided by the payments made by the Borrower pursuant to this Borrower Loan Agreement, together with investment income on certain funds and accounts held by the Fiscal Agent under the Funding Loan Agreement, and hereby agrees that if the payments to be made hereunder shall ever prove insufficient to pay all principal (or prepayment price) of and int erest on the Funding Loan as the same shall become due (whether by maturity, redemption, acceleration or otherwise), then upon notice from the Fiscal Agent, the Funding Lender or the Servicer, the Borrower shall pay such amounts as are required from time t o time to prevent any deficiency or default in the payment of such principal (or prepayment price) of or interest on the Funding Loan, including, but not limited to, any deficiency caused by acts, omissions, nonfeasance or malfeasance on the part of the Fiscal Agent, the Funding Lender, the Borrower, the Governmental Lender or any third party, subject to any right of reimbursement from the Fiscal Agent, the Funding Lender, the Governmental Lender or any such third party, as the case may be, therefor. Section 11.3 Waiver of Personal Liability. No commissioner, member, officer, agent or employee of the Governmental Lender shall be individually or personally liable for the payment of any principal (or prepayment price) of or interest on the Funding Loan or any other sum he reunder or be subject to any personal liability or accountability by reason of the execution and delivery of this Borrower Loan Agreement; but nothing herein contained shall relieve any such member, director, officer, agent or employee from the performance of any official duty provided by law or by this Borrower Loan Agreement. Section 11.4 Limitation on Liability of Governmental Lender’s or Funding Lender’s Commissioners, Officers, Employees, Etc. (a) Borrower assumes all risks of the acts or omissions of the Governmental Lender and the Funding Lender, provided, however, this assumption is not intended to, and shall not, preclude the Borrower from pursuing such rights and remedies as it may have against the Governmental Lender and the Funding Lender at law or under any othe r agreement. None of Governmental Lender, the Fiscal Agent and the Funding Lender, nor the other Beneficiary Parties or their respective commissioners, officers, directors, employees or agents shall be liable or responsible for (i) for any acts or omissions of the Governmental Lender and the Funding Lender; or (ii) the validity, sufficiency or genuineness of any documents, or endorsements, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged. In furtherance and not in limitation of the foregoing, the Governmental Lender and the Funding Lender may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, unless acceptance in light of such notice or information constitutes gross negligence or willful misconduct on the part of the Funding Lender, or willful misconduct of the Governmental Lender. Page 434 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 79 4890-5837-9602/024036-0096 (b) None of the Governmental Lender, the Fiscal Agent, the Funding Lender, the other Beneficiary Parties or any of their respective commissioners, officers, directors, employees or agents shall be liable to any contractor, subcontractor, supplier, laborer, architect, engineer or any other party for services performed or materials supplied in connection with the Project. The Governmental Lender and the Funding Lender shall not be liable for any debts or claims accruing in favor of any such parties against the Borrower or others or against the Project. Bor rower is not and shall not be an agent of the Governmental Lender and the Funding Lender for any purpose. Neither the Governmental Lender nor the Funding Lender is a joint venture partner with Borrower in any manner whatsoever. Prior to default by Borrower under this Borrower Loan Agreement and the exercise of remedies granted herein, the Governmental Lender and the Funding Lender shall not be deemed to be in privity of contract with any contractor or provider of services to the Project, nor shall any payment of funds directly to a contractor, subcontractor or provider of services be deemed to create any third party beneficiary status or recognition of same by the Governmental Lender and the Funding Lender. Approvals granted by the Governmental Lender and the Funding Lender for any matters covered under this Borrower Loan Agreement shall be narrowly construed to cover only the parties and facts identified in any written approval or, if not in writing, such approvals shall be solely for the benefit of Borrower. (c) Any obligation or liability whatsoever of the Governmental Lender and the Funding Lender that may arise at any time under this Borrower Loan Agreement or any other Borrower Loan Document shall be satisfied, if at all, out of the Funding Lender’s asset s only. No such obligation or liability shall be personally binding upon, nor shall resort for the enforcement thereof be had to, the Project or any of the Governmental Lender’s or the Funding Lender’s shareholders (if any), directors, officers, employees or agents, regardless of whether such obligation or liability is in the nature of contract, tort or otherwise. Section 11.5 Delivery of Reports, Etc. The delivery of reports, information and documents to the Governmental Lender and the Funding Lender as provided herein is for informational purposes only and the Governmental Lender’s and the Funding Lender’s receipt of such shall not constitute constructive knowledge of any information contained therein or determinable from information contained therein. The Governmental Lender and the Funding Lender shall have no duties or responsibilities except those that are specifically set forth herein, and no other duties or obligations shall be implied in this Borrower Loan Agreement against the Governmental Lender and the Funding Lender. [Remainder of Page Intentionally Left Blank] Page 435 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda [Signature Page to Borrower Loan Agreement – Otay Ranch Apartments] S-1 4890-5837-9602/024036-0096 IN WITNESS WHEREOF, the undersigned have duly executed and delivered this Borrower Loan Agreement by their respective authorized representative, as of the date first set forth above. BORROWER: OTAY AFFORDABLE I V8, L.P., a California limited partnership By: FFAH V Otay Ranch I, LLC, a California limited liability company, its managing general partner By: FOUNDATION FOR AFFORDABLE HOUSING V, INC., a California nonprofit corporation its Sole Member By: Deborrah A. Willard President By: Otay Affordable I V8, LLC, a California limited liability company, its administrative general partner By: George Russo Chief Financial Officer OR By: Kasey Burke Vice President (signatures follow on subsequent page) Page 436 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda [Signature Page to Borrower Loan Agreement – Otay Ranch Apartments] S-2 4890-5837-9602/024036-0096 GOVERNMENTAL LENDER: CHULA VISTA HOUSING AUTHORITY By: Executive Director Agreed to and Acknowledged by: FUNDING LENDER: CITIBANK, N.A. By: Name: Sonia M. Rahm Title: Authorized Signatory Deal ID No. 60000682 Page 437 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Stradling Yocca Carlson & Rauth Draft dated February 24, 2023 4896-2264-4818/024036-0092 Recording Requested By and When Recorded Mail To: Stradling Yocca Carlson & Rauth 660 Newport Center Drive, Suite 1600 Newport Beach, California 92660 Attention: Bradley R. Neal, Esq. AMENDED AND RESTATED REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS By and Between CHULA VISTA HOUSING AUTHORITY and OTAY AFFORDABLE I V8, L.P. a California limited partnership _________________________ Dated as of March 1, 2023 _________________________ Relating to: $35,000,000 CHULA VISTA HOUSING AUTHORITY MULTIFAMILY HOUSING REVENUE NOTE (OTAY RANCH APARTMENTS) 2020 SERIES A And $____________ CHULA VISTA HOUSING AUTHORITY MULTIFAMILY HOUSING REVENUE NOTE (OTAY RANCH APARTMENTS) 2023 SERIES A-1 (TAXABLE) Page 438 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda i 4896-2264-4818/024036-0092 TABLE OF CONTENTS Section 1. Definitions and Interpretation ....................................................................................... 2 Section 2. Representations, Covenants and Warranties of the Owner ........................................... 5 Section 3. Qualified Residential Rental Project ............................................................................. 6 Section 4. Low Income Tenants and Very Low Income Tenants; Reporting Requirements ......... 7 Section 5. Tax-Exempt Status of Notes ......................................................................................... 9 Section 6. Requirements of the Housing Law................................................................................ 9 Section 7. Requirements of the Governmental Lender ................................................................ 10 Section 8. Modification of Covenants.......................................................................................... 11 Section 9. Indemnification; Other Payments ............................................................................... 12 Section 10. Consideration .............................................................................................................. 13 Section 11. Reliance ....................................................................................................................... 13 Section 12. Transfer of the Project ................................................................................................ 13 Section 13. Term ............................................................................................................................ 15 Section 14. Covenants to Run With the Land ................................................................................ 15 Section 15. Burden and Benefit ..................................................................................................... 16 Section 16. Uniformity; Common Plan ......................................................................................... 16 Section 17. Default; Enforcement .................................................................................................. 16 Section 18. Recording and Filing ................................................................................................... 17 Section 19. Payment of Fees .......................................................................................................... 17 Section 20. Governing Law; Venue ............................................................................................... 18 Section 21. Amendments; Waivers ................................................................................................ 18 Section 22. Notices ........................................................................................................................ 18 Section 23. Severability ................................................................................................................. 19 Section 24. Multiple Counterparts ................................................................................................. 19 Section 25. Limitation on Liability ................................................................................................ 19 Section 26. Third-Party Beneficiary .............................................................................................. 20 Section 27. Property Management ................................................................................................. 20 Section 28. Requirements of CDLAC ........................................................................................... 21 EXHIBIT A DESCRIPTION OF REAL PROPERTY EXHIBIT B FORM OF INCOME CERTIFICATION EXHIBIT C FORM OF CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE EXHIBIT D CDLAC RESOLUTIONS Page 439 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4896-2264-4818/024036-0092 AMENDED AND RESTATED REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS THIS AMENDED AND RESTATED REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS (as supplemented and amended from time to time, this “Regulatory Agreement”) is made and entered into as of March 1, 2023, by and between the CHULA VISTA HOUSING AUTHORITY, a public body, corporate and politic, duly organized and existing under the laws of the State of California (together with any successor to its rights, duties and obligations, the “Governmental Lender”), and OTAY AFFORDABLE I V8, LP, a California limited partnership, duly organized, validly existing and in good standing under the laws of the State of California (together with any successor to its rights, duties and obligations hereunder and as owner of the Project identified herein, the “Owner”). W I T N E S S E T H: WHEREAS, pursuant to Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code (as amended, the “Housing Law”), the Owner previously requested and received a funding loan (the “2020 Funding Loan”) pursuant to that certain Funding Loan Agreement, by and among the Citibank, N.A. (the “Funding Lender”), the Governmental Lender and U.S. Bank Trust Company, National Association, formerly known as U.S. Bank National Association, as fiscal agent (the “Fiscal Agent”), dated as of December 1, 2020 (the “2020 Funding Loan Agreement”), which was used to make a borrower loan (the “2020 Borrower Loan”) made pursuant to that certain Borrower Loan Agreement, by and between the Governmental Lender and the Borrower, dated as of December 1, 2020 (the “2020 Borrower Loan Agreement”), to finance a 173 unit plus 2 manager’s units multifamily rental housing project known as “Otay Ranch Apartments” located on the real property site described in Exhibit A hereto (as further described herein, the “Project”); WHEREAS, in connection with the 2020 Funding Loan, the Governmental Lender executed and delivered its Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2020 Series A (the “2020 Note”) in the aggregate principal amount of $35,000,000; WHEREAS, additionally, in connection with the 2020 Funding Loan, the Owner and the Governmental Lender entered into that certain Regulatory Agreement and Declaration of Restrictive Covenants dated as of December 1, 2020, which was recorded in the Official Records of the San Diego County Recorder’s Office on December 18, 2020 as Document No. 2020-0817951 (the “2020 Regulatory Agreement”); WHEREAS, this Regulatory Agreement amends, restates and supersedes the 2020 Regulatory Agreement in its entirety; WHEREAS, to provide the Owner with additional financing for the Project, pursuant to a Funding Loan Agreement, by and among the Governmental Lender, the Funding Lender and the Fiscal Agent dated as of March 1, 2023 (the “Funding Loan Agreement”), the Governmental Lender has agreed to execute and deliver its Chula Vista Housing Authority Multifamily Housing Revenu e Note (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt) (the “2023 Note,” and, together with the 2020 Note, the “Notes”) in the aggregate principal amount of $_________________; Page 440 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 4896-2264-4818/024036-0092 WHEREAS, the proceeds of the 2023 Note will be used to fund a loan (the “Borrower Loan” as defined in the Funding Loan Agreement) to the Owner to provide additional financing for the acquisition, construction and equipping of the Project; WHEREAS, in order to assure the Governmental Lender and the owner of the Notes that interest on the Notes will be excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 (the “Code”), and to satisfy the public purposes for which the Notes are authorized to be executed and delivered under the Housing Law, and to satisfy the purposes of the Governmental Lender in determining to execute and deliver the Notes, certain limits on the occupancy of units in the Project need to be established and certain other requirements need to be met; NOW, THEREFORE, in consideration of the execution and delivery of the Notes by the Governmental Lender and the mutual covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge d, the Governmental Lender and the Owner hereby agree as follows: Section 1. Definitions and Interpretation. Unless the context otherwise requires, the capitalized terms used herein shall have the respective meanings assigned to them in the recitals hereto, in this Section 1, or in the Funding Loan Agreement. “Administrator” means the Governmental Lender or any administrator or program monitor appointed by the Governmental Lender to administer this Regulatory Agreement, and any successor administrator appointed by the Governmental Lender. “Area” means the Metropolitan Statistical Area or County, as applicable, in which the Project is located, as defined by the United States Department of Housing and Urban Development. “Available Units” means residential units in the P roject that are actually occupied and residential units in the Project that are vacant and have been occupied at least once after becoming available for occupancy, provided that (a) a residential unit that is vacant on the later of (i) the date the Project is acquired or (ii) the Closing Date with respect to the 2023 Note is not an Available Unit and does not become an Available Unit until it has been occupied for the first time after such date, and (b) a residential unit that is not available for occupancy due to renovations is not an Available Unit and does not become an Available Unit until it has been occupied for the first time after the renovations are completed. “CDLAC” means the California Debt Limit Allocation Committee or its successors. “CDLAC Conditions” has the meaning given such term in Section 28(a). “CDLAC Resolution” means, collectively, CDLAC Resolution No. 20-435 attached hereto as Exhibit D, adopted on February 18, 2020, as revised July 22, 2020, and CDLAC Resolution No. 22 - 286 attached hereto as Exhibit D, adopted on November 30, 2022, and relating to the Project, as such resolutions may be modified or amended from time to time. “Certificate of Continuing Program Compliance” means the Certificate to be filed by the Owner with the Administrator, on behalf of the Governmental Lender, pursuant to Section 4(f) hereof, which shall be substantially in the form attached as Exhibit C hereto or in such other comparable form Page 441 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 4896-2264-4818/024036-0092 as may be provided by the Governmental Lender to the Owner, or as otherwise approved by the Governmental Lender. “City” means the City of Chula Vista, California. “Closing Date” means (i) with respect to the 2020 Note, the date the 2020 Note was originally executed and delivered, and (ii) with respect to the 2023 Note, the date the 2023 Note was originally executed and delivered. “Compliance Period” means the period beginning on the first day of the Qualified Project Period and ending on the later of the end of the Qualified Project Period or such later date as set forth in Section 28(c) of this Regulatory Agreement. “County” means the County of San Diego, California. “Deed of Trust” means the “Security Instrument” as defined in the Funding Loan Agreement, as the same may be modified, amended or supplemented from time to time. “Gross Income” means the gross income of a person (together with the gross income of all persons who intend to reside with such person in one residential unit) as calculated in the manner prescribed in under Section 8 of the Housing Act. “Housing Act” means the United States Housing Act of 1937, as amended, or its successor. “Housing Law” means Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code, as amended. “Income Certification” means a Tenant Income Certification and a Tenant Income Certification Questionnaire in the form attached as Exhibit B hereto or in such other comparable form as may be provided by the Governmental Lender to the Owner, or as otherwise approved by the Governmental Lender. “Investor Limited Partner” means BF Ot ay Ranch, LLLP, a Delaware limited liability limited partnership, or any other successor entity or assignee in such entity’s capacity as an equity investor in the Owner. “Loan Agreement” means the “Borrower Loan Agreement” as defined in the Funding Loan Agreement, as the same may be modified, amended or supplemented from time to time. “Low Income Tenant” means a tenant occupying a Low Income Unit. “Low Income Unit” means any Available Unit if the aggregate Gross Income of all tenants therein does not exceed limits determined in a manner consistent with determinations of “low -income families” under Section 8 of the Housing Act, provided that the percentage of median gross income that qualifies as low income hereunder shall be sixty percent (60%) of median gross income for the Area, with adjustments for family size. A unit occupied by one or more students shall only constitute a Low Income Unit if such students meet the requirements of Section 142(d)(2)(C) of the Code. The determination of an Available Unit’s status as a Low Income Unit shall be made by the Owner upon commencement of each lease term with respect to such unit, and annually thereafter, on the basis of an Income Certification executed by each tenant. Page 442 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 4896-2264-4818/024036-0092 “Manager” means a property manager meeting the requirements of Section 27 hereof. WSH Management, Inc., a California corporation, is hereby approved as the initial Manager. “Noteowner Representative” or “Noteowner” means during any period in which the Notes are outstanding, the “Noteowner” under and as such term is defined in the Funding Loan Agreement. If at any time the Notes are not outstanding then there is no Noteowner Representative and references herein to the Noteowner Representative are void and inapplicable and shall be disregarded. “Project” means the 173-unit plus 2 manager’s units multifamily rental housing development located in the City of Chula Vista, San Diego County on the real property site described in Exhibit A hereto, consisting of those facilities, including real property, stru ctures, buildings, fixtures or equipment situated thereon, as it may at any time exist, the acquisition, construction and equipping of which facilities are to be financed, in whole or in part, from the proceeds of the sale of the Notes or the proceeds of any payment by the Owner pursuant to the Loan Agreement, and any real property, structures, buildings, fixtures or equipment acquired in substitution for, as a renewal or replacement of, or a modification or improvement to, all or any part of the facilities described in the Loan Agreement. “Qualified Project Period” means the period beginning on the Closing Date and ending on the later of (a) the date which is 55 years after the date on which fifty percent (50%) of the dwelling units in the Project are occupied, (b) the first day on which no Tax-Exempt obligations with respect to the Project are Outstanding, or (c) the date on which any assistance provided with respect to the Project under Section 8 of the United States Housing Act of 1937 terminates. “Regulations” means the Income Tax Regulations of the Department of the Treasury applicable under the Code from time to time. “Regulatory Agreement” means this Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants, as it may be supple mented and amended from time to time. “Rent-Restricted” means, with respect to any Unit, that the Rental Payments with respect to such unit is not more than 30% of the imputed income limitation applicable to such Unit pursuant to Section §42(g)(2)(C) of the Code, as modified by Appendix D hereto, if applicable. “Rental Payments” means the rental payments paid by the occupant of a unit, excluding any supplemental rental assistance to the occupant from the State, the federal government, or any other public agency, but including any mandatory fees or charges imposed on the occupant by the Owner as a condition of occupancy of the unit. “Tax-Exempt” means with respect to interest on any obligations of a state or local government, including the Notes, that such interest is excluded from gross income for federal income tax purposes; provided, however, that such interest may be includable as an item of tax preference or otherwise includable directly or indirectly for purposes of calculating other tax liabilities, including any alternative minimum tax or environmental tax, under the Code. “Tax Certificate” means the “Tax Certificate” as defined in the Funding Loan Agreement. “TCAC” means the California Tax Credit Allocation Committee. Page 443 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 4896-2264-4818/024036-0092 “Transfer” means the conveyance, assignment, sale or other disposition of all or any portion of the Project; and shall also include, without limitation to the foregoing, the following: (1) an installment sales agreement wherein Owner agrees to sell the Project or any part thereof for a price to be paid in installments; and (2) an agreement by the Owner leasing all or a substantial part of the Project to one or more persons or entities pursuant to a single or related transactions. “Very Low Income Tenant” means a tenant occupying a Very Low Income Unit. “Very Low Income Unit” means any Available Unit if the aggregate Gross Income of all tenants therein does not exceed limits determined in a manner consistent with determinations of “very low-income families” under Section 8 of the Housing Act, provided that the percentage of median gross income that qualifies as very low income hereunder shall be fifty percent (50%) of median gross income for the Area, with adjustments for family size. A unit occupied by one or more students shall only constitute a Very Low Income Unit if such students meet the requirements of Section 142(d)(2)(C) of the Code. The determination of an Available Unit's status as a Very Low Income Unit shall be made by the Owner upon commencement of each lease term with resp ect to such unit, and annually thereafter, on the basis of an Income Certification executed by each tenant. Unless the context clearly requires otherwise, as used in this Regulatory Agreement, words of any gender shall be construed to include each other gender when appropriate and words of the singular number shall be construed to include the plural number, and vice versa, when appropriate. This Regulatory Agreement and all the terms and provisions hereof shall be construed to effectuate the purposes set forth herein and to sustain the validity hereof. The titles and headings of the sections of this Regulatory Agreement have been inserted for convenience of reference only, and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms or provisions hereof or be considered or given any effect in construing this Regulatory Agreement or any provisions hereof or in ascertaining intent, if any question of intent shall arise. The parties to this Regulatory Agreement acknowledge that each party and their respective counsel have participated in the drafting and revision of this Regulatory Agreement. Accordingly, the parties agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Regulatory Agreement or any supplement or exhibit hereto. Section 2. Representations, Covenants and Warranties of the Owner. (a) The Owner hereby incorporates herein, as if set forth in full herein, each of the representations, covenants and warranties of the Owner contained in the Tax Certificate and the Loan Agreement relating to the Project. (b) The Owner hereby represents and warrants that the Project is located entirely within the City. (c) The Owner acknowledges, represents and warrants that it understands the nature and structure of the transactions contemplated by this Regulatory Agreement; that it is familiar with the provisions of all of the documents and instruments relating to the Notes to which it is a party or of which it is a beneficiary; that it understands the financial and legal risks inherent in such transactions; Page 444 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 4896-2264-4818/024036-0092 and that it has not relied on the Governmental Lender for any guidance or expertise in analyzing the financial or other consequences of such financing transactions or otherwise relied on the Governmental Lender in any manner except to execute and deliver or issue, as the case may be, the Notes in order to provide funds to assist the Owner in constructing and developing the Project. Section 3. Qualified Residential Rental Project. The Owner hereby acknowledges and agrees that the Project is to be owned, managed and operated as a “residential rental project” (within the meaning of Section 142(d) of the Code) for a term equal to the Compliance Period. To that end, and for the term of this Regulatory Agreement, the Owner hereby represents, covenants, warrants and agrees as follows: (a) The Project will be constructed, developed and operated for the purpose of providing multifamily residential rental property. The Owner will own, manage and operate the Project as a project to provide multifamily residential rental property comprised of a building or structure or several interrelated buildings or structures, together with any functionally related and subordinate fac ilities, and no other facilities, in accordance with Section 142(d) of the Code, Section 1.103-8(b) of the Regulations and the provisions of the Housing Law, and in accordance with such requirements as may be imposed thereby on the Project from time to time. (b) All of the dwelling units in the Project (except for not more than two units set aside for a resident manager or other administrative use) will be similarly constructed units, and each dwelling unit in the Project will contain complete separate and dist inct facilities for living, sleeping, eating, cooking and sanitation for a single person or a family, including a sleeping area, bathing and sanitation facilities and cooking facilities equipped with a cooking range, refrigerator and sink. (c) None of the dwelling units in the Project will at any time be utilized on a transient basis or rented for a period of less than 30 consecutive days, or will ever be used as a hotel, motel, dormitory, fraternity house, sorority house, rooming house, nursing home, hospital, sanitarium, rest home or trailer court or park; provided that the use of certain units for tenant guests on an intermittent basis shall not be considered transient use for purposes of this Regulatory Agreement. (d) No part of the Project will at any time during the Compliance Period be owned by a cooperative housing corporation, nor shall the Owner take any steps in connection with a conversion to such ownership or use, and the Owner will not take any steps in connection with a conversion of the Project to condominium ownership during the Compliance Period (except that the Owner may obtain final map approval and the Final Subdivision Public Report from the California Department of Real Estate and may file a condominium plan with the City). (e) All of the Available Units in the Project will be available for rental during the period beginning on the date hereof and ending on the termination of the Compliance Period on a continuous, “first-come, first-served” basis to members of the general public; which for purposes of this Regulatory Agreement means the general population, and the Owner will not give preference to any particular class or group in renting the dwelling units in the Project, except to the extent that dwelling units are required to be leased or rented in such a manner that they constitute Low Income Units or Very Low Income Units. (f) The Project consists of a parcel or parcels that are contiguous except for the interposition of a road, street or stream, and all of the facilities of the Project comprise a sing le Page 445 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 4896-2264-4818/024036-0092 geographically and functionally integrated project for residential rental property, as evidenced by the ownership, management, accounting and operation of the Project. (g) No dwelling unit in the Project shall be occupied by the Owner; provided, however, that if the Project contains five or more dwelling units, this provision shall not be construed to prohibit occupancy of not more than one dwelling unit by a resident manager or maintenance personnel, any of whom may be the Owner. Section 4. Low Income Tenants and Very Low Income Tenants; Reporting Requirements. Pursuant to the requirements of the Code, the Owner hereby represents, warrants and covenants as follows: (a) During the Compliance Period, no less than 120 of the total number of completed units in the Project shall at all times be Low Income Units and 53 of the total number of completed units in the Project shall at all times be Very Low Income Units. For the purposes of this paragraph (a), a vacant unit that was most recently a Low Income Unit or Very Low Income Unit is treated as a Low Income Unit or Very Low Income Unit, respectively, until reoccupied, other than for a temporary period of not more than 31 days, at which time the character of such unit shall be redetermined. (b) No tenant qualifying as a Low Income Tenant or Very Low Income Tenant upon initial occupancy shall be denied continued occupancy of a unit in the Project because, after admission, the aggregate Gross Income of all tenants in the unit occupied by such Low Income Tenant or Very Low Income Tenant, respectively, increases to exceed the qualifying limit for a Low Income Unit or Very Low Income Unit, respectively. However, should the aggregate Gross Income of tenants in a Low Income Unit or Very Low Income Unit as of the most recent determination t hereof, exceed one hundred forty percent (140%) of the applicable income limit for a Low Income Unit or Very Low Income Unit, respectively, occupied by the same number of tenants, the next available unit of comparable or smaller size must be rented to (or held vacant and available for immediate occupancy by) Low Income Tenant(s) or Very Low Income Tenant(s), respectively. The unit occupied by such tenants whose aggregate Gross Income exceeds such applicable income limit shall continue to be treated as a Lo w Income Unit or Very Low Income Unit for purposes of the requirements of Section 4(a) hereof unless and until an Available Unit of comparable or smaller size is rented to persons other than Low Income Tenants or Very Low Income Tenants, respectively. (c) For the Compliance Period, the Owner will obtain, complete and maintain on file Income Certifications for each Low Income Tenant and Very Low Income Tenant, including (i) an Income Certification dated immediately prior to the initial occupancy of such Low Inco me Tenant or Very Low Income Tenant in the unit and a second Income Certification dated one year after the Low Income Tenant’s or Very Low Income Tenant’s initial move-in date, and (ii) thereafter, an annual Income Certification with respect to each Low Income Tenant and Very Low Income Tenant. In lieu of obtaining the annual Income Certifications required by clause (ii) of the preceding sentence, the Owner may, with respect to any particular twelve -month period ending December 1, deliver to the Administrator no later than fifteen days after such date a certification that as of December 1, no residential unit in the Project was occupied within the preceding twelve months by a new resident whose income exceeded the limit applicable to Low Income Tenants or Very Low Income upon admission to the Project. The Administrator may at any time and in its sole and absolute discretion notify the Owner in writing that it will no longer accept certifications of the Owner made pursuant to the preceding sentence and that the Owner will thereafter be required to obtain annual Income Certifications for tenants. The Owner will also provide such additional information as may be required Page 446 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 4896-2264-4818/024036-0092 in the future by the Code, the State or the Governmental Lender, as the same may be amended from time to time, or in such other form and manner as may be required by applicable rules, rulings, policies, procedures, Regulations or other official statements now or hereafter promulgated, proposed or made by the Department of the Treasury or the Internal Revenue Service with respect to Tax-Exempt obligations. Upon request of the Administrator or the Governmental Lender, copies of Income Certifications for Low Income Tenants and Very Low Income Tenants commencing or continuing occupation of a Low Income Unit or Very Low Income Unit, respectively, shall be submitted to the Administrator or the Governmental Lender, as requested. (d) The Owner shall make a good faith effort to verify that the income information provided by an applicant in an Income Certification is accurate by taking one or more of the following steps as a part of the verification process: (1) obtain pay stubs for the three most recent pay periods, (2) obtain an income tax return for the most recent tax year, (3) obtain a credit report or conduct a similar type credit search, (4) obtain an income verification from the applicant’s current employer, (5) obtain an income verification from the Social Security Administration and/or the California Department of Social Services if the applicant rece ives assistance from either of such agencies, or (6) if the applicant is unemployed and does not have an income tax return, obtain another form of independent verification reasonably acceptable to the Governmental Lender. (e) The Owner will maintain complete and accurate records pertaining to the Low Income Units and Very Low Income Units, and will permit any duly authorized representative of the Governmental Lender, the Department of the Treasury or the Internal Revenue Service to inspect the books and records of the Owner pertaining to the Project, including those records pertaining to the occupancy of the Low Income Units and Very Low Income Units. (f) The Owner will prepare and submit to the Administrator, on behalf of the Governmental Lender, not less than annually, commencing not less than one year after the Closing Date, a Certificate of Continuing Program Compliance executed by the Owner in substantially the form attached hereto as Exhibit C. During the Compliance Period, the Owner shall submit a completed Internal Revenue Code Form 8703 or such other annual certification as required by the Code with respect to the Project, to the Secretary of the Treasury on or before March 31 of each year (or such other date as may be required by the Code). (g) For the Compliance Period, all tenant leases or rental agreements shall be subordinate to this Regulatory Agreement and the Deed of Trust. All leases pertaining to Low Income Units or Very Low Income Units shall contain clauses, among others, wherein each tenant who occupies a Low Income Unit or Very Low Income Unit: (i) certifies the accuracy of the statements made by such tenant in the Income Certification; (ii) agrees that the family income and other eligibility requirements shall be deemed substantial and material obligations of the tenancy of such tenant, that such tenant will comply promptly with all requests for information with respect thereto from the Owner, the Governmental Lender or the Administrator on behalf of the Governmental Lender, and that the failure to provide accurate information in the Income Certification or refusal to comply with a request for information with respect thereto shall be deemed a violation of a substantial obligation of the tenancy of such tenant; (iii) acknowledges that the Owner has relied on the statements made by such tenant in the Income Certification and supporting information supplied by the Low Income Tenant or Very Low Income Tenant in determining qualification for occupancy of a Low Income Unit or Very Low Income Unit, respectively, and that any material misstatement in such certification (whether or not intentional) will be cause for immediate termination of such lease or rental agreement; and (iv) agrees that the tenant’s income is subject to annual certification in accordance with Section 4(c) and that if upon any Page 447 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 4896-2264-4818/024036-0092 such certification the aggregate Gross Income of tenants in such unit exceeds the applicable income limit under Section 4(b), the unit occupied by such tenant may cease to qualify as a Low Income Unit or Very Low Income Tenant, respectively, and such unit’s rent may be subject to increase. For purposes of this Section 4, no unit occupied by a residential manager shall be treated as a rental unit during the time of such occupation. Section 5. Tax-Exempt Status of Notes. The Owner and the Governmental Lender, as applicable, each hereby represents, warrants and agrees as follows: (a) The Owner and the Governmental Lender will not knowingly take or permit, or omit to take or cause to be taken, as is appropriate, any action that would adversely affect the Tax-Exempt nature of the interest on the Notes and, if either of them should take or permit, or omit to take or cause to be taken, any such action, it will take all lawful actions necessary to rescind or correct such actions or omissions promptly upon obtaining knowledge thereof. (b) The Owner and the Governmental Lender will file of record such documents and take such other steps as are necessary, in the written opinion of Tax Counsel filed with the Governmental Lender (with a copy to the Owner), in order to insure that the requirements and restrictions of this Regulatory Agreement will be binding upon all owners of the Project, including, but not limited to, the execution and recordation of this Regulatory Agreement in the real property records of the County. Section 6. Requirements of the Housing Law. In addition to the other requirements set forth herein, the Owner hereby agrees that it shall comply with each of the requirements of Section 52080 of the Housing Law, including the following: (a) Not less than 30% of the total number of units in the Project shall be Low Income Units and not less than 10% of the total number of units in the Project shall be Very Low Income Units. The units made available to meet these requirements shall be of comparable quality and offer a range of sizes and numbers of bedrooms comparable to the units that are available to other tenants in the Project. (b) The Rental Payments for the Low Income Units paid by the tenants thereof (excluding any supplemental rental assistance from the State, the federal government or any other public agency to those tenants or on behalf of those units) shall not exceed the Rent-Restricted amount for such Low Income Units. The Rental Payments for the Very Low Income Units pa id by the tenants thereof (excluding any supplemental rental assistance from the State, the federal government or any other public agency to those tenants or on behalf of those units) shall not exceed the Rent-Restricted amount for such Very Low Income Units. (c) The Owner shall accept as tenants, on the same basis as all other prospective tenants, low-income persons who are recipients of federal certificates or vouchers for rent subsidies pursuant to the existing program under Section 8 of the Housing Act. The Owner shall not permit any selection criteria to be applied to Section 8 certificate or voucher holders that is more burdensome than the criteria applied to all other prospective tenants. (d) The units reserved for occupancy as required by Section 4(a) shall remain available on a priority basis for occupancy at all times on and after the Closing Date with respect to the 2020 Note and continuing through the Compliance Period. Page 448 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 4896-2264-4818/024036-0092 (e) During the three (3) years prior to the expiration of the Compliance Period, the Owner shall continue to make available, to eligible households, Low Income Units and Very Low Income Units that have been vacated to the same extent that nonreserved units are made available to noneligible households. (f) Following the expiration or termination of the Compliance Period, except in the event of foreclosure and payoff of the Notes, deed in lieu of foreclosure, eminent domain, or action of a federal agency preventing enforcement, units reserved for occupancy as required by subsection (a) of this Section shall remain available to any eligible tenant occupying a reserved unit at the date of such expiration or termination, at the rent determined by subsection (b) of this Section, until the earliest of (1) the household’s income exceeds 140% of the maximum eligible income specified above, (2) the household voluntarily moves or is evicted for good cause (as defined in the Housing Law), (3) 60 years after the date of the commencement of the Compliance Period, or (4) the Owner pays the relocation assistance and benefits to households as provided in Section 7264(b) of the California Government Code. (g) Except as set forth in Section 13 hereof, the covenants and conditions of this Regulatory Agreement shall be binding upon successors in interest of the Owner. (h) This Regulatory Agreement shall be recorded in the office of the County recorder, and shall be recorded in the grantor-grantee index under the name of the Owner as grantor and under the name of the Governmental Lender as grantee. Section 7. Requirements of the Governmental Lender. In addition to other requirements set forth herein and to the extent not prohibited by the requirements set forth in Sections 4 through 6 hereof, the Owner hereby agrees to comply with each of the requirements of the Governmental Lender set forth in this Section 7, as follows: (a) For the duration of the Compliance Period, notwithstanding any retirement of the Notes or termination of the Loan Agreement, the Owner will pay to the Governmental Lender all of the amounts required to be paid by the Owner under the Loan Agreement and Section 19 hereof and will indemnify the Governmental Lender as provided in Section 9 of this Regulatory Agreement. (b) All tenant lists, applications and waiting lists relating to the Project shall at all times be kept separate and identifiable from any other business of the Owner and shall be maintained as required by the Governmental Lender, in a reasonable condition for proper audit and subject to examination during business hours by representatives of the Governmental Lender upon reasonable advance notice to the Owner. (c) The Owner acknowledges that the Governmental Lender has appointed the Administrator to administer this Regulatory Agreement and to monitor performance by the Owner of the terms, provisions and requirements hereof. The Owner shall comply with any reasonable request made by the Administrator or the Governmental Lender to deliver to any such Administrator, in addition to or instead of the Governmental Lender, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by the Administrator as an agent of the Governmental Lender. The fees and expenses of the Administrator shall be paid by the Governmental Lender. Page 449 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 4896-2264-4818/024036-0092 (d) For purposes of Section 6(b), the base rents shall be adjusted for household size, based upon the following unit sizes and household sizes, as permitted by TCAC. (e) Notwithstanding any other provisions of this Regulatory Agreement, in no event shall all of the rent, including the portion paid by the Low Income Tenant and any other person or entity, collected by Owner (the “Total Rent”) for any Low Income Unit exceed the amount of rent set forth in this Regulatory Agreement. Total Rent includes all payments made by the Low Income Tenant and all subsidies received by Owner. In the case of Low Income Tenants receiving Section 8 benefits, Owner acknowledges that it shall not accept any subsidy or payment that would cause the Total Rent received for any Low Income Unit to exceed the maximum rents allowed by this Regulatory Agreement for such Low Income Unit. Should Owner receive Total Rent in excess of the allowable maximum rent set forth in this Regulatory Agreement for a Low Income Unit, Owner agrees t o immediately notify the Governmental Lender and reimburse the Governmental Lender for any such overpayment. Any of the foregoing requirements of the Governmental Lender contained in this Section 7 may be expressly waived by the Governmental Lender, in its sole discretion, in writing, but (i) no waiver by the Governmental Lender of any requirement of this Section 7 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Governmental Lender has received an opinion of Tax Counsel that any such provision is not required by the Housing Law and may be waived without adversely affecting the exclusion from gross income of interest on the Notes for federal income tax purposes; and (ii) any requirement of this Section 7 shall be void and of no force and effect if the Governmental Lender and the Owner receive a written opinion of Tax Counsel to the effect that compliance with any such requirement would cause interest on the Notes to cease to be Tax-Exempt or to the effect that compliance with such requirement would be in conflict with the Housing Law or any other state or federal law. In the event of any conflict between this Regulatory Agreement and any other regulatory agreement regarding the Project, the more restrictive terms shall prevail. Section 8. Modification of Covenants. The Owner and the Governmental Lender hereby agree as follows: (a) To the extent any amendments to the Housing Law, the Regulations or the Code shall, in the written opinion of Tax Counsel filed with the Governmental Lender and the Owner, retroactively impose requirements upon the ownership or operation of the Project more restrictive than those imposed by this Regulatory Agreement, and if such requirements are applicable to the Project and compliance therewith is necessary to maintain the validity of, or the Tax -Exempt status of interest on the Notes, this Regulatory Agreement shall be deemed to be automatically amended to impose such additional or more restrictive requirements. (b) To the extent that the Housing Law, the Regulations or the Code, or any amendments thereto, shall, in the written opinion of Tax Counsel filed with the Governmental Lender and the Owner, impose requirements upon the ownership or operation of the Project less restrict ive than imposed by this Regulatory Agreement, this Regulatory Agreement may be amended or modified to provide such less restrictive requirements but only by written amendment signed by the Governmental Lender, at its sole discretion, and the Owner, with the consent of the Noteowner Representative, and only upon receipt by the Governmental Lender of the written opinion of Tax Counsel to the effect that such amendment will not affect the Tax-Exempt status of interest on the Notes or violate the requirements of the Housing Law, and otherwise in accordance with Section 21 hereof. Page 450 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 4896-2264-4818/024036-0092 (c) The Owner and the Governmental Lender shall execute, deliver and, if applicable, file of record any and all documents and instruments necessary to effectuate the intent of this Section 8. Section 9. Indemnification; Other Payments. To the fullest extent permitted by law, the Owner agrees to indemnify, hold harmless and defend the Governmental Lender and each of its officers, governing members, directors, officials, employees, attorneys, agents, a nd program participants (collectively, the “Indemnified Parties”), against any and all losses, damages, claims, actions, liabilities, costs and expenses of any conceivable nature, kind or character (including, without limitation, reasonable attorneys’ fees and expenses, litigation and court costs, amounts paid in settlement and amounts paid to discharge judgments) to which the Indemnified Parties, or any of them, may become subject under or any statutory law (including federal or state securities laws) or a t common law or otherwise, arising out of or based upon or in any way relating to: (i) the Notes, the Funding Loan Agreement, the Loan Agreement, this Regulatory Agreement, or the Tax Certificate and all documents related thereto, or the execution or amendment hereof or thereof or in connection with transactions contemplated hereby or thereby, including, as applicable, the execution and delivery or transfer of interests in the Notes; (ii) any act or omission of the Owner or any of its agents, contractors, servants, employees or licensees in connection with the Loan or the Project, the operation of the Project, or the condition, environmental or otherwise, occupancy, use, possession, conduct or management of work done in or about, or from the planning, design, acquisi tion, installation, construction or rehabilitation of, the Project or any part thereof; (iii) any lien or charge upon payments by the Owner to the Governmental Lender or any taxes (including, without limitation, all ad valorem taxes and sales taxes), assessments , impositions and other charges imposed on the Governmental Lender in respect of any portion of the Project; (iv) any violation of any environmental law, rule or regulation with respect to, or the release of any toxic substance from, the Project or any part thereof; (v) the defeasance and/or redemption, in whole or in part, of the Notes; (vi) any untrue statement or misleading statement or alleged untrue statement or alleged misleading statement of a material fact contained in any offering statement or disclosure document for the Notes or any of the documents relating to the Notes, or any omission or alleged omission from any offering statement or disclosure document for the Notes of any material fact necessary to be stated therein in order to make the statements made the rein, in the light of the circumstances under which they were made, not misleading; or (vii) any declaration of taxability of interest on the Notes, or allegations (or regulatory inquiry) that interest on the Notes is taxable for federal tax purposes; except to the extent such damages are caused by the willful misconduct or gross negligence of such Indemnified Party. In the event that any action or proceeding is brought against any Indemnified Party with respect to which indemnity may be sought hereunder, the Ow ner, upon written notice from the Indemnified Party, shall assume the investigation and defense thereof, including the employment of Page 451 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 4896-2264-4818/024036-0092 counsel selected by the Indemnified Party, and shall assume the payment of all expenses related thereto, with full power to litigate, compromise or settle the same in its sole discretion; provided that the Indemnified Party shall have the right to review and approve or disapprove any such compromise or settlement. Each Indemnified Party shall have the right to employ separate counsel in any such action or proceeding and participate in the investigation and defense thereof, and the Owner shall pay the reasonable fees and expenses of such separate counsel; provided, however, that such Indemnified Party may only employ separate counsel at the expense of the Owner if in the judgment of such Indemnified Party a conflict of interest exists by reason of common representation or if all parties commonly represented do not agree as to the action (or inaction) of counsel. In addition to the foregoing, the Owner shall pay upon demand all of the fees and expenses paid or incurred by the Governmental Lender in enforcing the provisions hereof. In addition thereto, the Owner will pay upon demand all of the fees and expenses paid or incurred by the Governmental Lender in enforcing the provisions hereof, as more fully set forth in the Loan Agreement. The provisions of this Section 9 shall survive the final payment or defeasance of the Notes and the term of this Regulatory Agreement. Section 10. Consideration. The Governmental Lender has agreed to execute and deliver the Notes to provide funds to lend to the Owner to finance the Project, all for the purpose, among others, of inducing the Owner to acquire, construct, develop and operate the Project. In consideration of the execution and delivery of the Notes by the Governmental Lender, the Owner has entered into this Regulatory Agreement and has agreed to restrict the uses to which this Project can be put on the terms and conditions set forth herein. Section 11. Reliance. The Governmental Lender and the Owner hereby recognize and agree that the representations and covenants set forth herein may be relied upon by all persons, including but not limited to the Administrator, interested in the legality and validity of the Not es, in the exemption from California personal income taxation of interest on the Notes and in the Tax -Exempt status of the interest on the Notes. In performing their duties and obligations hereunder, the Governmental Lender, the Administrator may rely upon statements and certificates of the Low Income Tenants, and upon audits of the books and records of the Owner pertaining to the Project. In addition, the Governmental Lender may consult with counsel, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by the Governmental Lender hereunder in good faith and in conformity with such opinion. Section 12. Transfer of the Project. For the Compliance Period, the Owner shall not Transfer the Project, in whole or in part, without the prior written consent of the Governmental Lender, which consent shall not be unreasonably withheld or delayed if the following conditions are satisfied: (A) the receipt by the Governmental Lender of evidence acceptable to the Governmental Lender that (1) the Owner shall not be in default hereunder or under the Loan Agreement, if in effect (which may be evidenced by a Certificate of Continuing Program Compliance), or the transferee undertakes to cure any defaults of the Owner to the reasonable satisfaction of the Governmental Lender; (2) the continued operation of the Project shall comply with the provisions of this Regulatory Agreement; (3) either (a) the transferee or its Manager has at least three years’ experienc e in the ownership, operation and management of similar size rental housing projects, and at least one year’s experience in the ownership, operation and management of rental housing projects containing below-market-rate units, without any record of material violations of discrimination restrictions or other state or federal laws or regulations Page 452 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 4896-2264-4818/024036-0092 or local governmental requirements applicable to such projects, or (b) the transferee agrees to retain a Manager with the experience and record described in subclause (a) above, or (c) the transferring Owner or its management company will continue to manage the Project, or another management company reasonably acceptable to the Governmental Lender will manage, for at least one year following such Transfer and, if applicable, during such period the transferring Owner or its management company will provide training to the transferee and its manager in the responsibilities relating to the Low Income Units; and (4) the person or entity that is to acquire the Project does not have pending against it, and does not have a history of significant and material building code violations or complaints concerning the maintenance, upkeep, operation, and regulatory agreement compliance of any of its projects as identified by any local, state or federal regulatory agencies; (B) the execution by the transferee of any document reasonably requested by the Governmental Lender with respect to the assumption of the Owner’s obligations under this Regulatory Agreement and the Loan Agreement (if t hen in effect), including without limitation an instrument of assumption hereof and thereof, and delivery to the Governmental Lender of an opinion of such transferee’s counsel to the effect that each such document and this Regulatory Agreement are valid, binding and enforceable obligations of such transferee, subject to bankruptcy and other standard limitations affecting creditor’s rights; (C) receipt by the Governmental Lender of an opinion of Tax Counsel to the effect that any such Transfer will not adversely affect the Tax-Exempt status of interest on the Notes; (D) receipt by the Governmental Lender of all fees and/or expenses then currently due and payable to the Governmental Lender by the Owner; and (E) receipt by the Governmental Lender of evidence of satisfaction of compliance with the provisions of Section 28(d)(i) related to notice to CDLAC of transfer of the Project. It is hereby expressly stipulated and agreed that any Transfer of the Project in violation of this Section 12 shall be null, void and without effect, shall cause a reversion of title to the Owner, and shall be ineffective to relieve the Owner of its obligations under this Regulatory Agreement. The written consent of the Governmental Lender to any Transfer of the Project shall constitute conclusive evidence that the Transfer is not in violation of this Section 12. Nothing in this Section shall affect any provision of any other document or instrument between the Owner and any other party which requires the Owner to satisfy certain conditions or obtain the prior written consent of such other party in order to Transfer the Project. Upon any Transfer that complies with this Regulatory Agreement, the Owner shall be fully released from its obligations hereunder to the extent such obligations have been fully assumed in writing by the transferee of the Project. The foregoing notwithstanding, the Project may be transferred pursuant to a foreclosure, exercise of power of sale or deed in lieu of foreclosure or comparable conversion under the Deed of Trust without the consent of the Governmental Lender or compliance with the provisions of this Section 12. The Governmental Lender hereby approves the transfer of limited partnership interests in the Owner, including, without limitation, the transfer of limited partnership interests in the Owner and the transfer of interests in the limited partners of Owner. The Governmental Lender hereby agrees that the removal and replacement of one or more of the general partners pursuant to the Owner’s partnership agreement shall not require the consent of Governmental Lender. For the Compliance Period, the Owner shall not: (1) encumber any of the Project or grant commercial leases of any part thereof, or permit the conveyance, transfer or encumbrance of any part of the Project, except for (A) encumbrances permitted under the Deed of Trust, or (B) a Transfer in accordance with the terms of this Regulatory Agreement, in each case upon receipt by the Governmental Lender of an opinion of Tax Counsel to the effect that such action will not adversely affect the Tax-Exempt status of interest on the Notes (provided that such opinion will not be required with respect to any encumbrance, lease or transfer relating to a commercial operation or ancillary Page 453 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 4896-2264-4818/024036-0092 facility that will be available for tenant use and is customary to the operation of multifamily housing developments similar to the Project); (2) demolish any part of the Project or substantially subtract from any real or personal property of the Project, except to the extent that what is demolished or removed is replaced with comparable property or such demolition or removal is otherwise permitted by the Loan Agreement or the Deed of Trust; or (3) permit the use of the dwelling accommodations of the Project for any purpose except rental residences. Section 13. Term. This Regulatory Agreement and all and several of the terms hereof shall become effective upon its execution and delivery, and shall remain in full force and effect for the period provided herein and shall terminate as to any provi sion not otherwise provided with a specific termination date and shall terminate in its entirety at the end of the Compliance Period, it being expressly agreed and understood that the provisions hereof are intended to survive the retirement of the and discharge of the Funding Loan Agreement, and the Loan Agreement. The terms of this Regulatory Agreement to the contrary notwithstanding, the requirements of this Regulatory Agreement shall terminate and be of no further force and effect in the event of involuntary noncompliance with the provisions of this Regulatory Agreement caused by fire or other casualty, seizure, requisition, foreclosure or transfer of title by deed in lieu of foreclosure, change in a federal law or an action of a federal agency after the Closing Date with respect to the 2023 Note, which prevents the Governmental Lender from enforcing such provisions, or condemnation or a similar event, but only if, within a reasonable period, either the Notes are retired or amounts received as a consequence of such event are used to provide a project that meets the requirements hereof; provided, however, that the preceding provisions of this sentence shall cease to apply and the restrictions contained herein shall be reinstated if, at any time subsequent to the termination of such provisions as the result of the foreclosure or the delivery of a deed in lieu of foreclosure or a similar event, the Owner or any related person (within the meaning of Section 1.103-10(e) of the Regulations) obtains an ownership interest in the Project for federal income tax purposes. The Owner hereby agrees that, following any foreclosure, transfer of title by deed in lieu of foreclosure or similar event, neither the Owner nor any such related person as described above will obtain an ownership interest in the Project for federal tax purposes. Notwithstanding any other provision of this Regulatory Agreement, this Regulatory Agreement may be terminated upon agreement by the Governmental Lender and the Owner, with the consent of CDLAC, upon receipt by the Governmental Lender of an opinion of Tax Counsel to the effect that such termination will not adversely affect the exclusion from gross income of interest on the Notes for federal income tax purposes. Upon the termination of the term s of this Regulatory Agreement, the parties hereto agree to execute, deliver and record appropriate instruments of release and discharge of the terms hereof; provided, however, that the execution and delivery of such instruments shall not be necessary or a prerequisite to the termination of this Regulatory Agreement in accordance with its terms. Section 14. Covenants to Run With the Land. Notwithstanding Section 1461 of the California Civil Code, the Owner hereby subjects the Project to the covenants, reservations and restrictions set forth in this Regulatory Agreement. The Governmental Lender and the Owner hereby declare their express intent that the covenants, reservations and restrictions set forth herein shall be deemed covenants running with the land and shall pass to and be binding upon the Owner’s successors in title to the Project; provided, however, that on the termination of this Regulatory Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Project or any portion thereof shall conclusively be held Page 454 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 4896-2264-4818/024036-0092 to have been executed, delivered and accepted subject to such covenants, reservations and restrictions, regardless of whether such covenants, reservations and restrictions are set forth in such contract, deed or other instruments. Section 15. Burden and Benefit. The Governmental Lender and the Owner hereby declare their understanding and intent that the burdens of the covenants set forth herein touch and concern the land in that the Owner’s legal interest in the Project is rendered less valuable thereby. The Governmental Lender and the Owner hereby further declare their understanding and intent that the benefits of such covenants touch and concern the land by enhancing and increasing the enjoyment and use of the Project by Low Income Tenants and Very Low Income Tenants, the intended beneficiaries of such covenants, reservations and restrictions, and by furthering the public purposes for which the Notes were executed and delivered. Section 16. Uniformity; Common Plan. The covenants, reservations and restrictions hereof shall apply uniformly to the entire Project in order to establish and carry out a common plan for the use of the site on which the Project is located. Section 17. Default; Enforcement. If the Owner defaults in the performance or observance of any covenant, agreement or obligation of the Owner set forth in this Regulatory Agreement, and if such default remains uncured for a period of 60 days after written notice thereof shall have been given by the Governmental Lender or the Noteowner Representative to the Owner, or for a period of 60 days from the date the Owner should, with reasonable diligence, have discovered such default, then the Governmental Lender shall declare an “Event of Default” to have occurred hereunder; provided, however, that if the default is of such a nature that it cannot be corrected within 60 days, such default shall not constitute an Event of Default hereunder so long as (i) the Owner institutes corrective action within said 60 days and diligently pursues such action until the default is corrected, and (ii) in the opinion of Tax Counsel, the failure to cure said default within 60 days will not adversely affect the Tax-Exempt status of interest on the Notes. The Governmental Lender shall have the right to enforce the obligations of the Owner under this Regulatory Agreement within shorter periods of time than are otherwise provided herein if necessary to insure compliance with the Housing Law or the Code. Any cure of any default made or tendered by the Investor Limited Partner shall be deemed to be a cure by Owner and shall be accepted or rejected on the same basis as if made or tendered by Owner. Following the declaration of an Event of Default hereunder, the Governmental Lender, subject to the terms of the Funding Loan Agreement, may take any one or more of the following steps, in addition to all other remedies provided by law or equity: (i) by mandamus or other suit, action or proceeding at law or in equity, incl uding injunctive relief, require the Owner to perform its obligations and covenants hereunder or enjoin any acts or things that may be unlawful or in violation of the rights of the Governmental Lender hereunder; (ii) have access to and inspect, examine and make copies of all of the books and records of the Owner pertaining to the Project; (iii) take such other action at law or in equity as may appear necessary or desirable to enforce the obligations, covenants and agreements of the Owner hereunder; and Page 455 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 4896-2264-4818/024036-0092 (iv) with the consent of the Noteowner Representative, which consent shall not be unreasonably withheld, declare a default under the Funding Loan Agreement or Loan Agreement, as applicable, and proceed with any remedies provided therein. The Owner hereby agrees that specific enforcement of the Owner’s agreements contained herein is the only means by which the Governmental Lender may fully obtain the benefits of this Regulatory Agreement made by the Owner herein, and the Owner therefore agrees to the imposition of the remedy of specific performance against it in the case of any Event of Default by the Owner hereunder. The Governmental Lender hereby agrees that cure of any Event of Default made or tendered by any partner of the Owner shall be deemed to be a cure by the Owner and shall be accepted or rejected on the same basis as if made or tendered by the Owner. All reasonable fees, costs and expenses (including reasonable attorney’s fees and expenses) the Governmental Lender incurred in taking any action pursuant to this Section shall be the sole responsibility of the Owner. Section 18. Recording and Filing. (a) The Owner shall cause this Regulatory Agreement and all amendments and supplements hereto and thereto, to be recorded and filed in the real property records of the County, and in such other places as the Governmental Lender may reasonably request. The Owner shall pay all fees and charges incurred in connection with any such recording. (b) The Owner and the Governmental Lender will file of record such other documents and take such other steps as are reasonably necessary, in the opinion of Tax Counsel, in order to insure that the requirements and restrictions of this Regulatory Agreement will be binding upon all owners of the Project. (c) The Owner hereby covenants to include or refere nce the requirements and restrictions contained in this Regulatory Agreement in any documents transferring any interest in the Project to another person to the end that such transferee has notice of, and is bound by, such restrictions, and, except in the case of a foreclosure or comparable involuntary conversion of the Deed of Trust, whereby the Funding Lender becomes the owner of the Project, to obtain the agreement from any transferee to abide by all requirements and restrictions of this Regulatory Agreem ent. Section 19. Payment of Fees. Notwithstanding any prepayment of the Loan and discharge of the Funding Loan Agreement, the Owner shall continue to pay the fees of the Governmental Lender as provided in this Section 19, unless such prepayment is made in connection with a refunding of the Notes. The Owner agrees to pay to the Governmental Lender (i) an initial issuance fee of $________, which shall be paid on or before the Closing Date with respect to the 2023 Note, (ii) the Governmental Lender’s annual administration fee (the “Annual Administrati on Fee”), which shall be an amount equal to $________, payable semi-annually in equal installments on each December 15 and June 15 commencing June 15, 2023, and continuing throughout the Compliance Period, and (iii) within 30 days after receipt of request for payment thereof, all reasonable out-of-pocket expenses of the Governmental Lender (not including salaries and wages of Governmental Lender employees) related to the Notes, the Project and the financing thereof, including, without limitation, legal fees and expenses incurred in connection with the interpretation, performance, enforcement or amendment of any documents relating Page 456 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 18 4896-2264-4818/024036-0092 to the Project or the Notes, including without limitation any legal fees and expenses incurred in connection with any audit of the Notes by the Internal Revenue Service. If the Owner fails to make payment of the Annual Administration Fee for a period of two consecutive years or more, the Governmental Lender may, in its sole discretion, declare the total amount of the Annual Administration Fee through the end of the Compliance Period immediately due and payable, such amount to be discounted at a rate equal to the then current market rate for U.S. Treasury obligations of a maturity equal to the remaining term of the Compliance Period. Section 20. Governing Law; Venue. This Regulatory Agreement shall be construed in accordance with and governed by the laws of the State of California applicable to contracts made and performed in the State of California. This Regulatory Agreement shall be enforceabl e in the State of California, and any action arising hereunder shall (unless waived by the Governmental Lender in writing) be filed and maintained in the Superior Court of California, County of San Diego. Section 21. Amendments; Waivers. (a) Except as provided in Sections 8(a) and 28(e) hereof, this Regulatory Agreement may be amended only by a written instrument executed by the parties hereto or their successors in title, and duly recorded in the real property records of the County of San Diego, California, and only upon (i) receipt by the Governmental Lender of an opinion from Tax Counsel that such amendment will not adversely affect the Tax-Exempt status of interest on the Notes and is not contrary to the provisions of the Housing Law and (ii) the written consent of the Noteowner Representative, who shall receive a copy of any such amendment. (b) Anything to the contrary contained herein notwithstanding, the Governmental Lender and the Owner hereby agree to amend this Regulatory Agreement to the extent required, in the opinion of Tax Counsel, in order that interest on the Notes remains Tax -Exempt. The parties requesting such amendment shall notify the other parties to this Regulatory Agreement of the proposed amendment, with a copy of such proposed amendment to Tax Counsel and a request that Tax Counsel render to the Governmental Lender an opinion as to the effect of such proposed amendment upon the Tax -Exempt status of interest on the Notes. This provision shall not be subject to any provision of any other agreement requiring any party hereto to obtain the consent of any other person in order to amend this Regulatory Agreement. (c) Any waiver of, or consent to, any condition under this Regulatory Agreement must be expressly made in writing. Section 22. Notices. Any notice required to be given hereunder shall be made in writing and shall be given by personal delivery, overnight delivery, certified or registered mail, postage prepaid, return receipt requested, or by telecopy, in each case at the respective addresses specified in the Funding Loan Agreement, or at such other addresses as may be specified in writing by the parties hereto. Unless otherwise specified by the Administrator, the address of the Administrator is: Chula Vista Housing Authority 276 Fourth Avenue Chula Vista, California 91910 Attention: Executive Director Page 457 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 19 4896-2264-4818/024036-0092 Unless otherwise specified by CDLAC, the address of CDLAC is: California Debt Limit Allocation Committee 915 Capitol Mall, Room 311 Sacramento, CA 95814 Attention: Executive Director The Governmental Lender, the Administrator, CDLAC and the Owner may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Notice shall be deemed given on the date evidenced by the postal or courier receipt or other written evidence of delivery or electronic transmission; provided that any telecopy or other electronic transmission received by any party after 4:00 p.m., local time of the receiving party, as evidenced by the time shown on such transmission, shall be deemed to have been received the following Business Day. A copy of each notice of default provided to the Owner hereunder shall also be provided to the Investor and the Noteowner Representative at the addresses set forth in the Funding Loan Agreement. A copy of each notice sent by or to the Owner shall also be sent to the Manager at the address of the Manager provided by the Owner to the Administrator; but such copies shall not constitute notice to the Owner, nor shall any failure to send such copies constitute a breach of this Regulatory Agreement or a failure of or defect in notice to the Owner. The Owner shall notify the Governmental Lender and the Administrator in writing of any change to the name of the Project or any change of name or address for the Owner or the Manager. The Owner shall further notify CDLAC in writing of any event provided in Section 28(d) hereof. Section 23. Severability. If any provision of this Regulatory Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions hereof shall not in any way be affected or impaired thereby. Section 24. Multiple Counterparts. This Regulatory Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument, and each of which shall be deemed to be an original. Section 25. Limitation on Liability. Notwithstanding the foregoing or any other provision or obligation to the contrary contained in this Regulatory Agreement, (i) the liability of the Owner under this Regulatory Agreement to any person or entity, including, but not limited to, the Noteowner Representative or the Governmental Lender and their successors and assigns, is limited to the Owner’s interest in the Project, the Pledged Revenues and the amounts held in the funds and accounts created under the Funding Loan Agreement, or any rights of the Owner under any guarantees relating to the Project, and such persons and entities shall look exclusively thereto, or to such other security as may from time to time be given for the payment of obligations arising out of this Regulatory Agreement or any other agreement securing the obligations of the Owner under this Regulatory Agreement; and (ii) from and after the date of this Regula tory Agreement, no deficiency or other personal judgment, nor any order or decree of specific performance (other than pertaining to this Regulatory Agreement, any agreement pertaining to any Project or any other agreement securing the Owner’s obligations under this Regulatory Agreement), shall be rendered against the Owner, the assets of the Owner (other than the Owner’s interest in the Project, this Regulatory Agreement, amounts held in the funds and accounts created under the Funding Loan Agreement, any rights of the Owner under the Funding Loan Page 458 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 20 4896-2264-4818/024036-0092 Agreement, or any other documents relating to the Notes or any rights of the Owner under any guarantees relating to the Project), its partners, members, successors, transferees or assigns and each of their respective officers, directors, employees, partners, agents, heirs and personal representatives, as the case may be, in any action or proceeding arising out of this Regulatory Agreement and the Funding Loan Agreement or any agreement securing the obligations of th e Owner under this Regulatory Agreement, or any judgment, order or decree rendered pursuant to any such action or proceeding, except to the extent provided in the Loan Agreement. Section 26. Third-Party Beneficiary. The City and CDLAC are intended to be and shall each be a third-party beneficiary of this Regulatory Agreement. The City shall have the right (but not the obligation) to enforce, separately or jointly with the Governmental Lender or to cause the Governmental Lender to enforce, the terms of this Regulatory Agreement and to pursue an action for specific performance or other available remedy at law or in equity in accordance with Section 17 hereof. CDLAC shall have the right (but not the obligation) to enforce the CDLAC Conditions and to pursue an action for specific performance or other available remedy at law or in equity in accordance with Section 17 hereof, provided that any such action or remedy shall not materially adversely affect the interests and rights of the Noteowner. Section 27. Property Management. The Owner agrees that at all times the Project shall be managed by a property manager (i) approved by the Governmental Lender in its reasonable discretion and (ii) who has at least three years’ experience in the ownership, operation and management of similar size rental housing projects, and at least one year’s experience in the ownership, operation and management of rental housing projects containing below-market-rate units, without any record of material violations of discrimination restrictions or other state o r federal laws or regulations or local governmental requirements applicable to such projects (the “Manager”). The Owner shall submit to the Governmental Lender from time to time such information about the background, experience and financial condition of any existing or proposed Manager as the Governmental Lender may reasonably require to determine whether such Manager meets the requirements for a Manager set forth herein. The Governmental Lender reserves the right to conduct periodic reviews of the management practices and of the Manager to determine if the Project is being operated and managed in accordance with the requirements and standards of this Agreement. The Owner agrees to cooperate with the Governmental Lender in such reviews. Replacement of Manager. If the Governmental Lender determines in its reasonable judgment that the Project is not being operated and managed in accordance with one or more of the material requirements or standards of this Agreement, the Governmental Lender may deliver noti ce to the Owner and the Noteowner Representative requesting replacement of the Manager, which notice shall state clearly the reasons for such request. The Owner agrees that, upon receipt of such notice, it shall within 60 days submit to the Governmental Lender, with copies to the Noteowner Representative, a proposal to engage a new Manager meeting the requirements of this Section 27. Each of the Governmental Lender and the Noteowner Representative shall each respond within 30 days to such proposal or such approval shall be deemed given. Upon receipt of such consent or deemed consent, the Owner shall within 60 days terminate the existing Manager’s engagement and engage the new Manager. If such proposal is denied by either the Governmental Lender or the No teowner Representative, the Owner agrees that upon receipt of notice of such denial, it shall within 60 days submit to the Governmental Lender, with copies to the Noteowner Representative, a proposal to engage another new Manager meeting the requirements of this Section 27, subject to the Governmental Lender’s and Noteowner Representative’s consent or deemed consent pursuant to the terms hereof. Page 459 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 21 4896-2264-4818/024036-0092 Notwithstanding any other provision of this Section 27 to the contrary, the Noteowner Representative may at any time by written instruction to the Governmental Lender and the Owner deny the Governmental Lender’s request for a replacement Manager and direct that the existing Manager be retained. Section 28. Requirements of CDLAC. In addition to other requirements set forth herein and to the extent not prohibited by the requirements set forth in Sections 4 through 6 hereof, the Owner hereby agrees to comply with each of the requirements of CDLAC set forth in this Section 28, as follows: (a) The Owner shall comply with the CDLAC Resolution attached hereto as Exhibit E and the CDLAC Conditions set forth in Exhibit A thereto (collectively, the “CDLAC Conditions”), which conditions are incorporated herein by reference and made a part hereof. The Owner will prepare and submit to the Governmental Lender, not later than February 1 of each year, until the Project is completed, and on February 1 every three years thereafter until the end of the Compliance Period, a Certificate of Compliance II for Qualified Residential Rental Projects, i n substantially the form required or otherwise provided by CDLAC from time to time, executed by an authorized representative of the Owner. Such Certificate of Compliance II for Qualified Residential Rental Projects shall be shall be prepared pursuant to the terms of the CDLAC Conditions. Additionally, the Owner will prepare and submit to the Governmental Lender, a Certificate of Completion, in substantially the form required or otherwise provided by CDLAC from time to time, executed by an authorized repre sentative of the Owner certifying among other things to the substantial completion of the Project. Compliance with the terms of the CDLAC Conditions not contained within this Regulatory Agreement, but referred to in the CDLAC Conditions are the responsibility of the Owner to report to the Governmental Lender. (b) The Owner acknowledges that the Governmental Lender and the Administrator shall monitor the Owner’s compliance with the terms of the CDLAC Conditions. The Owner acknowledges that the Governmental Lender will prepare and submit to CDLAC, not later than March 1 of each year, until the Project is completed, and on March 1 every three years thereafter until the end of the Compliance Period, a Self-Certification Certificate in the form provided by CDLAC. The Owner will cooperate fully with the Governmental Lender in connection with such monitoring and reporting requirements. (c) Except as otherwise provided in Section 13 of this Regulatory Agreement, this Regulatory Agreement shall terminate on the date 55 years after the date on which at least fifty percent (50%) of the units in the Project are first occupied or otherwise after the commencement of the Qualified Project Period. (d) The Owner shall notify CDLAC in writing of: (i) any change in ownership of the Project, (ii) any change in the Governmental Lender, (iii) any change in the name of the Project or the Manager; (iv) any material default under the Funding Loan Agreement, the Loan Agreement or this Regulatory Agreement, including, but not limited to, such de faults associated with the Tax-Exempt status of the Notes, and the income and rental requirements as provided in Sections 4 and 6 hereof and the CDLAC Conditions; or (v) termination of this Regulatory Agreement. (e) CDLAC shall have the right, but not the obli gation, to deliver revised CDLAC Conditions to the Owner after the Closing Date with respect to the 2020 Note, at any time; that are not more restrictive than the original CDLAC Conditions; provided however, that, with the prior written consent of the Noteowner Representative, which will not be unreasonably withheld: (i) any changes Page 460 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 22 4896-2264-4818/024036-0092 in the terms and conditions of the CDLAC Conditions prior to the recordation against the Project in the real property records of the County of a regulatory agreement between Owner and TCAC (“TCAC Regulatory Agreement”) shall be limited to such changes as are necessary to correct any factual errors or to otherwise conform the CDLAC Conditions to any change in facts or circumstances applicable to the Owner or the Project; and (ii) after recordation of the TCAC Regulatory Agreement, any changes in the terms and conditions of the CDLAC Conditions shall be limited to such changes as are necessary to conform Items 1, 6, 7, 10, 11, 12, 14, 15, 16, 18, 19, 20, 21, 22, 23, 24, 25 and/or 26 of Exhibit A to the CDLAC Conditions to any change in terms and conditions requested by Owner and approved by CDLAC. The Owner shall record or cause to be recorded in the real property records of the County an amendment to this Regulatory Agreement cont aining such revised CDLAC Conditions, executed by the parties hereto or their successor in title and pay any expenses in connection therewith. The Owner shall provide CDLAC with a copy of that recorded amendment reflecting the revised CDLAC Conditions. Any of the foregoing requirements of the CDLAC contained in this Section 28 may be expressly waived by CDLAC, in its sole discretion, in writing, but (i) no waiver by CDLAC of any requirement of this Section 28 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Governmental Lender has received an opinion of Tax Counsel that any such provision is not required by the Housing Law and may be waived without adversely affecting the exclusion from gross income of interest on the Notes for federal income tax purposes; and (ii) any requirement of this Section 28 shall be void and of no force and effect if the Governmental Lender and the Owner receive a written opinion of Tax Counsel to the effect that compliance with any such requirement would cause interest on the Notes to cease to be Tax -Exempt or to the effect that compliance with such requirement would be in conflict with the Housing Law or any other state or federal law. Page 461 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda [Execution Page to Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants Dated as of March 1, 2023] 4896-2264-4818/024036-0092 IN WITNESS WHEREOF, the Governmental Lender and the Owner have executed this Regulatory Agreement by duly authorized representatives, all as of the date first above written. CHULA VISTA HOUSING AUTHORITY By: Executive Director Page 462 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda [Execution Page to Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants Dated as of March 1, 2023] 4896-2264-4818/024036-0092 OTAY AFFORDABLE I V8, L.P., a California limited partnership By: FFAH V Otay Ranch I, LLC, a California limited liability company, its managing general partner By: FOUNDATION FOR AFFORDABLE HOUSING V, INC., a California nonprofit corporation its Sole Member By: Deborrah A. Willard President By: Otay Affordable I V8, LLC, a California limited liability company, its administrative general partner By: Kasey Burke Vice President Page 463 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda A-1 4896-2264-4818/024036-0092 EXHIBIT A DESCRIPTION OF REAL PROPERTY Real property in the City of Chula Vista, County of San Diego, State of California, described as follows: Page 464 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda B-1 4896-2264-4818/024036-0092 EXHIBIT B FORM OF INCOME CERTIFICATION Page 465 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda C-1 4896-2264-4818/024036-0092 EXHIBIT C FORM OF CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE The undersigned, ____________________, being duly authorized to execute this certificate on behalf of OTAY AFFORDABLE I V8, L.P. (the “Owner”), hereby represents and warrants that: 1. The undersigned has read and is thoroughly familiar with the provisions of the following documents associated with the Borrower’s participation in the Chula Vista Housing Authority’s (the “Governmental Lender”) Multifamily Housing Revenue Note (Otay Ranch Apartments), 2020 Series A and Multifamily Housing Revenue Note (Otay Ranch Apartments), 2023 Series A-1 (Tax Exempt), such documents including: (a) the Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants (the “Regulatory Agreement”) dated as of March 1, 2023 between the Owner and the Governmental Lender; (b) the Notes executed and delivered from the Owner to the Governmental Lender representing the Owner’s obligation to repay the Loan. 2. As of the date of this certificate, the following percentages of residential units in the Project (i) are occupied by Very Low Income Tenants and Low Income Tenants (as such terms are defined in the Regulatory Agreement) or (ii) are currently vacant and being held available for such occupancy and have been so held continuously since the date a Very Low Income Tenant and Low Income Tenant vacated such unit; as indicated: Studio 1 Bedroom 2 Bedrooms 3 Bedrooms Total Occupied by Very Low Income Tenants: ___ % Unit Nos.: _____ ____ ____ ____ ____ Held vacant for occupancy continuously since last occupied by a Very Low Income Tenant: ___ % Unit Nos.: _____ ____ ____ ____ ____ Studio 1 Bedroom 2 Bedrooms 3 Bedrooms Total Occupied by Low Income Tenants: ___ % Unit Nos.: _____ ____ ____ ____ ____ Held vacant for occupancy continuously since last occupied by a Low Income Tenant: ___ % Unit Nos.: _____ ____ ____ ____ ____ Page 466 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda C-2 4896-2264-4818/024036-0092 3. The Owner hereby certifies that the Owner is not in default under any of the terms of the above documents and no event has occurred which, with the passage of time, would constitute an event of default thereunder, with the exception of the following [state actions being taken to remedy default]. OTAY AFFORDABLE I V8, L.P., a California limited partnership By: Its: Page 467 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda D-1 4896-2264-4818/024036-0092 EXHIBIT D CDLAC RESOLUTIONS THE CALIFORNIA DEBT LIMIT ALLOCATION COMMITTEE RESOLUTION NO. 20-435 Page 468 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda D-2 4896-2264-4818/024036-0092 THE CALIFORNIA DEBT LIMIT ALLOCATION COMMITTEE RESOLUTION NO. 22-286 Page 469 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda PUBLIC DISCLOSURES RELATING TO CONDUIT REVENUE OBLIGATIONS Pursuant to California Government Code Section 5852.1, the borrower (the “Borrower”) identified below has provided the following required information to the Chula Vista Housing Authority (the “Authority”) prior to the Authority’s regular meeting (the “Meeting”) of its Board of Commissioners (the “Board”) at which Meeting the Board will consider the authorization of conduit revenue obligations as identified below. 1. Name of Borrower: OTAY AFFORDABLE I V8 , L.P., a California limited partnership. 2. Board of Commissioners Meeting Date: March 28, 2023. 3. Name of Bond Issue / Conduit Revenue Obligations: Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-1 (Tax- Exempt) (the “2023A-1 Note”) and Chula Vista Housing Authority Multifamily Housing Revenue Note (Otay Ranch Apartments) 2023 Series A-2 (Taxable) (the “2023A-2 Note” and with the 2023A-1 Note, the “2023A Notes”) . 4. X Private Placement Lender or Bond Purchaser, __Underwriter or __Financial Advisor (mark one) engaged by the Borrower from which the Borrower obtained the following required good faith estimates relating to the Notes: (A) The true interest cost of the 2023A Notes, which means the rate necessary to discount the amounts payable on the principal and interest payment dates to the purchase price received for the new issue of the 2023A Notes (to the nearest ten-thousandth of one percent): 7.92% for the 2023A-1 Note and 8.42% for the 2023A-2 Note (estimated rate as of 3/7/23 – interest rate is variable). (B) The finance charges of the 2023A Notes, which mean the sum of all fees and charges paid to third parties: collectively, $359,240 ($349,250 paid upfront, $10,000 paid during the term of the 2023 Notes)(fees and charges are paid from a source other than 2023A Note proceeds). (C) The amount of proceeds received by the public body for sale of the 2023A Notes less the finance charges of such 2023A Notes described in subparagraph (B) and any reserves or capitalized interest paid or funded with proceeds of such 2023A Notes: $4,522,805 ($4,870,000 aggregate par of the 2023A Notes less estimated capitalized interest of $347,195). (D) The total payment amount, which means the sum total of all payments the Borrower will make to pay debt service on the 2023A Notes plus the finance charges of the 2023A Notes described in subparagraph (B) not paid with the proceeds of such 2023A Notes (which total ,payment amount shall be calculated to the final maturity of each of the 2023A Notes): $5,229,240 (consisting of estimated principal and interest payments of $4,870,000 and estimated finance charges identified in (B)). This document has been made available to the public at the Meeting of the Board. Dated: March 16, 2023 Page 470 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. 2023-____ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING THE SALE, EXECUTION, AND DELIVERY OF ADDITIONAL MULTIFAMILY HOUSING REVENUE NOTES OF THE HOUSING AUTHORITY OF THE CITY OF CHULA VISTA FOR OTAY RANCH APARTMENTS WHEREAS, in December, 2020, the Housing Authority of the City of Chula Vista (the “Authority”) executed and delivered its Multifamily Housing Revenue Note (Otay Ranch Apartments), 2020 Series A in an original aggregate principal amount of $35,000,000 (the “2020 Note”) and loaned the proceeds of the 2020 Note to Otay Affordable I V8, L.P., a California limited partnership (the “Owner”) to finance the acquisition, construction and equipping of a 173-unit plus two manager’s units multifamily rental housing project located east of La Media Parkway and bounded by Main East Street and Main West Street within the Otay Ranch Escaya master planned community in the City of Chula Vista, California (the “City”) known as the “Otay Ranch Apartments” (the “Project”); and WHEREAS, the Owner has requested additional tax-exempt financing for the Project; and WHEREAS, the Housing Authority of the City of Chula Vista (the “Authority”) intends to execute and deliver not to exceed $4,000,000 aggregate principal amount of multifamily housing revenue notes (the “Notes”) to provide additional financing for finance the acquisition, construction and equipping of the Project; and WHEREAS, the Project will be owned and/or operated by Owner; and WHEREAS, pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), the Notes are required to be approved, following a public hearing, by an elected representative of the governmental unit having jurisdiction over the area in which the Project is located; and WHEREAS, the Project is located wholly within the geographic jurisdiction of the City; and WHEREAS, the City Council (the “City Council”) is the elected legislative body of the City; and WHEREAS, the City posted a notice on the Authority’s primary public website in an area used to informed residents about such events such as public meetings located at https://www.chulavistaca.gov/departments/development-services/housing/building-affordable- housing on March 15, 2023 informing the public that a public hearing would be held by the City Council on March 28, 2023 regarding the execution and delivery of the Notes by the Authority; and Page 471 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 2 WHEREAS, on March 21, 2023, the City Council held said public hearing, at which time an opportunity was provided to present arguments both for and against the execution and delivery of the Notes by the Authority. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Chula Vista, as follows: Section 1. The City Council does hereby find and declare that the above recitals are true and correct. Section 2. Pursuant to Section 147(f) of the Code, the City Council hereby approves the execution and delivery of the Notes by the Authority in one or more series, in an aggregate principal amount not to exceed $4,000,000 and with a final maturity not later than 45 years from the date of execution and delivery to provide additional financing for the acquisition, construction and equipping of the Project. It is the purpose and intent of the City Council that this Resolution constitute approval of the execution and delivery of the Notes by the Authority by the applicable elected representative of the governmental unit having jurisdiction over the area in which the Project is located, in accordance with said Section 147(f). Section 3. This Resolution shall take effect from and after its adoption. Presented by Approved as to form By: Stacey Kurz Jill D.S. Maland Director of Housing & Homeless Services Lounsbery Ferguson Altona & Peak Acting City Attorney Page 472 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Form Rev 3/6/2023 HA RESOLUTION NO. 2023-____ RESOLUTION OF THE CHULA VISTA HOUSING AUTHORITY AUTHORIZING THE EXECUTION AND DELIVERY OF ITS TAX-EXEMPT MULTIFAMILY HOUSING REVENUE NOTE AND TAXABLE MULTIFAMILY HOUSING REVENUE NOTE FOR THE PURPOSE OF PROVIDING ADDITIONAL FINANCING FOR THE ACQUISITION AND CONSTRUCTION OF THE OTAY RANCH APARTMENTS MULTIFAMILY RENTAL HOUSING PROJECT; APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF ANY AND ALL DOCUMENTS NECESSARY TO EXECUTE AND DELIVER THE NOTES, COMPLETE THE TRANSACTION AND IMPLEMENT THIS RESOLUTION; AND RATIFYING AND APPROVING ANY ACTION HERETOFORE TAKEN IN CONNECTION WITH THE NOTES WHEREAS, pursuant to the Housing Authorities Law, Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code (“Housing Authorities Law”), the Chula Vista Housing Authority, a public body corporate and politic organized, existing and operating pursuant to the Housing Authorities Law, the Chula Vista Housing Authority (the “Authority”) is empowered to execute and deliver obligations for the purpose of financing the acquisition, construction, rehabilitation, refinancing, development, and operation of multifamily rental housing; and WHEREAS, Otay Affordable I V8, L.P., a California limited partnership (the “Borrower”), intends to acquire and construct a 173-unit plus two manager’s units multifamily rental housing project located east of La Media Parkway and bounded by Main East Street and Main West Street within the Otay Ranch Escaya master planned community in Chula Vista, California known as the “Otay Ranch Apartments” and “Encelia” (the “Project”); and WHEREAS, in December 2020, the Authority executed and delivered its Multifamily Housing Revenue Note (Otay Ranch Apartments), 2020 Series A in an original aggregate principal amount of $35,000,000 (the “2020 Note”) and loaned the proceeds of the 2020 Note to the Borrower to finance the acquisition, construction and equipping of the Project; and WHEREAS, subsequent to the execution and delivery of the 2020 Note, the Borrower has requested Authority to execute and deliver tax-exempt multifamily housing revenue notes in one or more series (the “Tax-Exempt Notes”), and taxable multifamily housing revenue notes in one or more series (the “Taxable Notes,” and, together with the Tax-Exempt Notes, the “Notes”), and to loan the proceeds of the Notes to the Borrower to provide additional financing for the acquisition, construction and equipping of the Project; and WHEREAS, the aggregate principal amount of the Tax-Exempt Notes shall not exceed $4,000,000 and the aggregate principal amount of the Taxable Notes shall not exceed $1,0500,000; and Item 7.1 - Revised 3/28/23 Resolution B Page 473 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 2 WHEREAS, Authority, by action of its Board of Commissioners (the “Board”), desires to assist the Borrower and to increase the supply of affordable housing by making the units in the Project available for low and very low-income persons or families, and in order to accomplish such purposes it is desirable for Authority to provide for the execution and delivery of the Notes and financing of the Project; and WHEREAS, the Notes will be executed and delivered pursuant to the Funding Loan Agreement (the “Funding Loan Agreement”), by and among Citibank, N.A. (“Citibank”), the Authority and U.S. Bank Trust Company, National Association, as fiscal agent (the “Fiscal Agent”), and the proceeds of the Notes will be loaned to the Borrower pursuant to the Borrower Loan Agreement, between the Authority and the Borrower (the “Borrower Loan Agreement”); and WHEREAS, Citibank will act as the Funding Lender under the Funding Loan Agreement; and WHEREAS, the Authority will loan the proceeds of the Notes to the Borrower and the Borrower will use the proceeds of the Notes exclusively to finance the costs of acquisition, construction and equipping of the Project and the costs of executing and delivering the Notes; and WHEREAS, Government Code Section 8869.85 requires a local agency to file an application with the California Debt Limit Allocation Committee (“Committee”) prior to the issuance of tax-exempt multifamily housing revenue bonds and the Authority has filed such an application; and WHEREAS, the Committee has allocated to the Project $4,000,000 of the State of California 2022 State ceiling for private activity bonds under Section 146 of the Internal Revenue Code of 1986; and WHEREAS, the public hearing and approval for the additional financing for the Project pursuant to Section 147(f) of the Internal Revenue Code of 1986 (the “TEFRA Approval”) is being conducted by the City of Chula Vista (the “City”) on the date hereof; and WHEREAS, it is the intent of the Authority to enter into bond documentation to govern the Notes being executed and delivered (collectively, the “Transaction Documents”), including: (1) the Funding Loan Agreement; (2) the Borrower Loan Agreement; and (3) an amended and restated regulatory agreement and declaration of restrictive covenants, by and between the Authority and the Borrower (the “Regulatory Agreement”); and WHEREAS, it appears that each of the documents and instruments described herein now before this meeting is in a substantially appropriate form and is an appropriate instrument to be executed and delivered for the purposes intended. Item 7.1 - Revised 3/28/23 Resolution B Page 474 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 3 NOW, THEREFORE, BE IT RESOLVED, the Board of Commissioners of the City of Chula Vista Housing Authority does hereby resolve, order and determine as follows: 1. Authorization of Notes. In accordance with the Housing Authorities Law and pursuant to the Funding Loan Agreement, Authority authorizes the execution and delivery of (i) notes in one or more series of tax-exempt notes designated as “Chula Vista Housing Authority Multifamily Housing Revenue Notes (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt)” (the “Tax Exempt Notes”), and (ii) notes in one or more series of taxable notes designated as “Chula Vista Housing Authority Multifamily Housing Revenue Notes (Otay Ranch Apartments) 2023 Series A-2 (Taxable)” (the “Taxable Notes,” and, together with the Tax Exempt Notes, the “Notes”) with an interest rate or rates, a maturity date or dates and other terms as provided in the Funding Loan Agreement as finally executed for the Notes. The Notes shall be in substantially the form set forth in and otherwise in accordance with the Funding Loan Agreement, and shall be executed on behalf of Authority by the manual or facsimile signature of the Chair of the Board of Commissioners of the Authority (the “Chair”) or the Executive Director of the Authority (the “Executive Director”), and the Notes shall be attested by the manual or facsimile signature of the Secretary of the Board of Commissioners of the Authority (“Secretary”). 2. Approval of Transaction Documents. The form of each of the Transaction Documents, in substantially the form on file with the Secretary, is hereby approved. The Chair, the Executive Director, and their authorized designee(s) (each, an “Authorized Officer”) are authorized to execute, and the Secretary is authorized to attest, each of the Transaction Documents in substantially said form, with such additions thereto and changes therein as the Authorized Officer may approve or recommend in accordance with Section 5 hereof. The date, maturity date or dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption, and other terms of the Notes shall be as provided in the Funding Loan Agreement as finally executed. Any Authorized Officer is authorized to execute and deliver, and the Secretary is authorized to attest, any and all certificates, agreements and other documents ancillary to the Transaction Documents in the forms approved by the City Attorney, as general counsel to Authority (“General Counsel”), and by special counsel and bond counsel to the Authority and City on these matters, Stradling Yocca Carlson & Rauth (together, “Special Counsel”). 3. Approval of Changes to Documents. Any Authorized Officer executing a document approved herein, in consultation with General Counsel and Special Counsel, is authorized to approve and make such modifications, changes or additions to Transaction Documents or other documents as may be necessary or advisable, and the approval of any modification, change or addition to any of the aforementioned agreements shall be evidenced conclusively by the execution and delivery thereof by such Authorized Officer and approval as to form by General Counsel and Special Counsel. Further, any Authorized Officer, acting alone, is authorized to execute any assignment agreement related to any mortgage note, mortgage, deed of trust or other document related to the loans made to the Borrower from the proceeds of the Notes. Item 7.1 - Revised 3/28/23 Resolution B Page 475 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 4 4. Actions Ratified and Authorized. All actions heretofore taken by the officers, employees and agents of Authority with respect to the execution and delivery of the Notes are approved, confirmed and ratified, and the officers, employees and agents of Authority are authorized and directed, for and in the name and on behalf of Authority, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, including, but not limited to, those documents described in the Transaction Documents and the other documents herein approved, which they, or any of them, may deem necessary or advisable in order to consummate the lawful execution and delivery of the Notes and to effectuate the purposes thereof and of the documents herein approved in accordance with this resolution and resolutions heretofore adopted by the Board. In the event that the Secretary is unavailable to sign any document related to the Notes, any Deputy Secretary of the Authority may sign on behalf of the Secretary. 5. Further Consents, Approvals and Other Actions. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this Resolution or otherwise appropriate in the administration of the Notes and the lending program financed thereby, including without limitation any of the foregoing that may be necessary or desirable in connection with any amendment of such documents, any transfer of the Project, any substitution of security for the Notes, or any prepayment of the Notes may be taken or given by the Chair or the Executive Director, and the Chair or the Executive Director are hereby authorized and directed to give any such consent, approval, notice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this Resolution. 6. Conflicting Resolutions Repealed. As to the Notes, all prior resolutions or parts thereof, if any, in conflict herewith are, to the extent of such conflict, repealed. 7. Severability. If any section, paragraph or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any remaining sections, paragraphs o r provisions of this Resolution. 8. Effectiveness of Resolution and Date Thereof. This Resolution shall take effect upon its adoption. 9. New TEFRA Approval. Notwithstanding anything else herein to the contrary, all authorizations in this resolution are contingent upon the City completing the new TEFRA Approval for the Project. 10. Certification. The Secretary shall certify to the passage and adoption of this Resolution. Item 7.1 - Revised 3/28/23 Resolution B Page 476 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 5 Presented by Approved as to form By: Stacey Kurz Jill D.S. Maland Director of Housing & Homeless Services Lounsbery Ferguson Altona & Peak Acting Authority Legal Counsel Item 7.1 - Revised 3/28/23 Resolution B Page 477 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Form Rev 3/6/2023 HA RESOLUTION NO. 2023-____ RESOLUTION OF THE CHULA VISTA HOUSING AUTHORITY AUTHORIZING THE EXECUTION AND DELIVERY OF ITS TAX-EXEMPT MULTIFAMILY HOUSING REVENUE NOTE AND TAXABLE MULTIFAMILY HOUSING REVENUE NOTE FOR THE PURPOSE OF PROVIDING ADDITIONAL FINANCING FOR THE ACQUISITION AND CONSTRUCTION OF THE OTAY RANCH APARTMENTS MULTIFAMILY RENTAL HOUSING PROJECT; APPROVING AND AUTHORIZING THE EXECUTION AND DELIVERY OF ANY AND ALL DOCUMENTS NECESSARY TO EXECUTE AND DELIVER THE NOTES, COMPLETE THE TRANSACTION AND IMPLEMENT THIS RESOLUTION; AND RATIFYING AND APPROVING ANY ACTION HERETOFORE TAKEN IN CONNECTION WITH THE NOTES WHEREAS, pursuant to the Housing Authorities Law, Chapter 1 of Part 2 of Division 24 of the California Health and Safety Code (“Housing Authorities Law”), the Chula Vista Housing Authority, a public body corporate and politic organized, existing and operating pursuant to the Housing Authorities Law, the Chula Vista Housing Authority (the “Authority”) is empowered to execute and deliver obligations for the purpose of financing the acquisition, construction, rehabilitation, refinancing, development, and operation of multifamily rental housing; and WHEREAS, Otay Affordable I V8, L.P., a California limited partnership (the “Borrower”), intends to acquire and construct a 173-unit plus two manager’s units multifamily rental housing project located east of La Media Parkway and bounded by Main East Street and Main West Street within the Otay Ranch Escaya master planned community in Chula Vista, California known as the “Otay Ranch Apartments” and “Encelia” (the “Project”); and WHEREAS, in December 2020, the Authority executed and delivered its Multifamily Housing Revenue Note (Otay Ranch Apartments), 2020 Series A in an original aggregate principal amount of $35,000,000 (the “2020 Note”) and loaned the proceeds of the 2020 Note to the Borrower to finance the acquisition, construction and equipping of the Project; and WHEREAS, subsequent to the execution and delivery of the 2020 Note, the Borrower has requested Authority to execute and deliver tax-exempt multifamily housing revenue notes in one or more series (the “Tax-Exempt Notes”), and taxable multifamily housing revenue notes in one or more series (the “Taxable Notes,” and, together with the Tax-Exempt Notes, the “Notes”), and to loan the proceeds of the Notes to the Borrower to provide additional financing for the acquisition, construction and equipping of the Project; and WHEREAS, the aggregate principal amount of the Tax-Exempt Notes shall not exceed $4,000,000 and the aggregate principal amount of the Taxable Notes shall not exceed $1,000,000; and Page 478 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 2 WHEREAS, Authority, by action of its Board of Commissioners (the “Board”), desires to assist the Borrower and to increase the supply of affordable housing by making the units in the Project available for low and very low-income persons or families, and in order to accomplish such purposes it is desirable for Authority to provide for the execution and delivery of the Notes and financing of the Project; and WHEREAS, the Notes will be executed and delivered pursuant to the Funding Loan Agreement (the “Funding Loan Agreement”), by and among Citibank, N.A. (“Citibank”), the Authority and U.S. Bank Trust Company, National Association, as fiscal agent (the “Fiscal Agent”), and the proceeds of the Notes will be loaned to the Borrower pursuant to the Borrower Loan Agreement, between the Authority and the Borrower (the “Borrower Loan Agreement”); and WHEREAS, Citibank will act as the Funding Lender under the Funding Loan Agreement; and WHEREAS, the Authority will loan the proceeds of the Notes to the Borrower and the Borrower will use the proceeds of the Notes exclusively to finance the costs of acquisition, construction and equipping of the Project and the costs of executing and delivering the Notes; and WHEREAS, Government Code Section 8869.85 requires a local agency to file an application with the California Debt Limit Allocation Committee (“Committee”) prior to the issuance of tax-exempt multifamily housing revenue bonds and the Authority has filed such an application; and WHEREAS, the Committee has allocated to the Project $4,000,000 of the State of California 2022 State ceiling for private activity bonds under Section 146 of the Internal Revenue Code of 1986; and WHEREAS, the public hearing and approval for the additional financing for the Project pursuant to Section 147(f) of the Internal Revenue Code of 1986 (the “TEFRA Approval”) is being conducted by the City of Chula Vista (the “City”) on the date hereof; and WHEREAS, it is the intent of the Authority to enter into bond documentation to govern the Notes being executed and delivered (collectively, the “Transaction Documents”), including: (1) the Funding Loan Agreement; (2) the Borrower Loan Agreement; and (3) an amended and restated regulatory agreement and declaration of restrictive covenants, by and between the Authority and the Borrower (the “Regulatory Agreement”); and WHEREAS, it appears that each of the documents and instruments described herein now before this meeting is in a substantially appropriate form and is an appropriate instrument to be executed and delivered for the purposes intended. Page 479 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 3 NOW, THEREFORE, BE IT RESOLVED, the Board of Commissioners of the City of Chula Vista Housing Authority does hereby resolve, order and determine as follows: 1. Authorization of Notes. In accordance with the Housing Authorities Law and pursuant to the Funding Loan Agreement, Authority authorizes the execution and delivery of (i) notes in one or more series of tax-exempt notes designated as “Chula Vista Housing Authority Multifamily Housing Revenue Notes (Otay Ranch Apartments) 2023 Series A-1 (Tax Exempt)” (the “Tax Exempt Notes”), and (ii) notes in one or more series of taxable notes designated as “Chula Vista Housing Authority Multifamily Housing Revenue Notes (Otay Ranch Apartments) 2023 Series A-2 (Taxable)” (the “Taxable Notes,” and, together with the Tax Exempt Notes, the “Notes”) with an interest rate or rates, a maturity date or dates and other terms as provided in the Funding Loan Agreement as finally executed for the Notes. The Notes shall be in substantially the form set forth in and otherwise in accordance with the Funding Loan Agreement, and shall be executed on behalf of Authority by the manual or facsimile signature of the Chair of the Board of Commissioners of the Authority (the “Chair”) or the Executive Director of the Authority (the “Executive Director”), and the Notes shall be attested by the manual or facsimile signature of the Secretary of the Board of Commissioners of the Authority (“Secretary”). 2. Approval of Transaction Documents. The form of each of the Transaction Documents, in substantially the form on file with the Secretary, is hereby approved. The Chair, the Executive Director, and their authorized designee(s) (each, an “Authorized Officer”) are authorized to execute, and the Secretary is authorized to attest, each of the Transaction Documents in substantially said form, with such additions thereto and changes therein as the Authorized Officer may approve or recommend in accordance with Section 5 hereof. The date, maturity date or dates, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption, and other terms of the Notes shall be as provided in the Funding Loan Agreement as finally executed. Any Authorized Officer is authorized to execute and deliver, and the Secretary is authorized to attest, any and all certificates, agreements and other documents ancillary to the Transaction Documents in the forms approved by the City Attorney, as general counsel to Authority (“General Counsel”), and by special counsel and bond counsel to the Authority and City on these matters, Stradling Yocca Carlson & Rauth (together, “Special Counsel”). 3. Approval of Changes to Documents. Any Authorized Officer executing a document approved herein, in consultation with General Counsel and Special Counsel, is authorized to approve and make such modifications, changes or additions to Transaction Documents or other documents as may be necessary or advisable, and the approval of any modification, change or addition to any of the aforementioned agreements shall be evidenced conclusively by the execution and delivery thereof by such Authorized Officer and approval as to form by General Counsel and Special Counsel. Further, any Authorized Officer, acting alone, is authorized to execute any assignment agreement related to any mortgage note, mortgage, deed of trust or other document related to the loans made to the Borrower from the proceeds of the Notes. Page 480 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 4 4. Actions Ratified and Authorized. All actions heretofore taken by the officers, employees and agents of Authority with respect to the execution and delivery of the Notes are approved, confirmed and ratified, and the officers, employees and agents of Authority are authorized and directed, for and in the name and on behalf of Authority, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, including, but not limited to, those documents described in the Transaction Documents and the other documents herein approved, which they, or any of them, may deem necessary or advisable in order to consummate the lawful execution and delivery of the Notes and to effectuate the purposes thereof and of the documents herein approved in accordance with this resolution and resolutions heretofore adopted by the Board. In the event that the Secretary is unavailable to sign any document related to the Notes, any Deputy Secretary of the Authority may sign on behalf of the Secretary. 5. Further Consents, Approvals and Other Actions. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this Resolution or otherwise appropriate in the administration of the Notes and the lending program financed thereby, including without limitation any of the foregoing that may be necessary or desirable in connection with any amendment of such documents, any transfer of the Project, any substitution of security for the Notes, or any prepayment of the Notes may be taken or given by the Chair or the Executive Director, and the Chair or the Executive Director are hereby authorized and directed to give any such consent, approval, notice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this Resolution. 6. Conflicting Resolutions Repealed. As to the Notes, all prior resolutions or parts thereof, if any, in conflict herewith are, to the extent of such conflict, repealed. 7. Severability. If any section, paragraph or provision of this Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any remaining sections, paragraphs o r provisions of this Resolution. 8. Effectiveness of Resolution and Date Thereof. This Resolution shall take effect upon its adoption. 9. New TEFRA Approval. Notwithstanding anything else herein to the contrary, all authorizations in this resolution are contingent upon the City completing the new TEFRA Approval for the Project. 10. Certification. The Secretary shall certify to the passage and adoption of this Resolution. Page 481 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Resolution No. Page 5 Presented by Approved as to form By: Stacey Kurz Jill D.S. Maland Director of Housing & Homeless Services Lounsbery Ferguson Altona & Peak Acting Authority Legal Counsel Page 482 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Empower individuals & families ●Build community resilience ●Promote housing opportunities ●Enhance quality of life HOUSING & HOMELESS SERVICES Item 7.1 Otay Ranch Apartments/Encelia Presented by: Bradley R. Neal,Stradling Yocca Carlson & Rauth Michelle Ito, Meta Housing Page 483 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Housing Authority Multi-Family Bonds •Law authorizes local governments to issue mortgage revenue bonds (“Bonds”) to finance development, acquisition, construction and rehabilitation of multifamily housing rental projects. •Must set aside a percent of units to affordable either 50% or 60% AMI •Usually restricted for 55 years •Bond Interest is exempt from federal and state taxation, providing below market financing for qualified projects. •Administered by the Housing Authority with no direct liability of the City. •Security for repayment of the bonds is limited to project revenue. •Program is self-supporting with the owner responsible for the payment of all costs.Page 484 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES City must hold a public hearing to provide the public an opportunity to comment on the use of the tax-exempt funds to finance the Project prior to the issuance of the tax-exempt obligations. Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) Page 485 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES •Errata 3/27/23 -The most recent update to the Borrower’s pro forma indicated an increase in the supplemental taxable borrowing from a previously estimated $870,000 to $1,436,683. As a result, Staff is recommending an increase in the not to exceed par of taxable Notes to $1,500,000. •Attachment 3 -While the taxable bond amount has increased, it will be paid down in full at conversion. There is no effect on the permanent loan. The public benefits remain the same, therefore Attachment 3 has not been updated. Otay Ranch Apartments / Encelia HA TEFRA Inducement •October 2019 •Approved $70M Inducement CDLAC Allocation •February 2020 HA TEFRA Hearing •December 2020 •$35M in Bonds Issued Pandemic & Market Changes CDLAC Allocation •November 2022 •$4M Supplemental Request HA TEFRA Hearing •Tonight’s Action •Issuance Request: -$4M Exempt •-$1.5M Taxable Project Costs Estimated at $73.5 M Project Costs Estimated at $80.2 M Page 486 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Meta Housing Corporation City Council March 28, 2023 Page 487 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Project Location 6 Located within Otay Ranch, Village 8 West Off La Media Road @ 1910 Encelia Circle Page 488 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Project Summary Three buildings 175 units Approx. 10,000 sq. of commercial Low income rents range between 50-60% AMI $1,220 -$2,030 (March 2023) Amenities: community rooms, teen lounge, dog park, tot lot, half basketball court, and more. 7 Page 489 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 Master Development Sitework Page 490 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Project Milestone Planned Timeline Actual Timeline Apply for bonds + tax credits Sept. 2019 Sept. 2019 Close Financing Dec. 2020 Dec. 2020 Start Construction of Building 2 March 2021 June 2021 Completion of Master Development Sitework April 2021 Jan. 2022 Start Construction of Buildings 1 & 3 April 2021 Feb. 2022 9 Project Timeline Page 491 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 Major Development Impacts Applied for tax-exempt bonds & tax credits in Fall 2019 •Our application did not anticipate the historic market volatility caused by the COVID-19 pandemic. Delayed completion of master development sitework •Subcontractors could not hold their original pricing from 2020 with their suppliers. The Project absorbed significant material cost increases. Rising interest rates •Rapid increases in interest rates have far exceeded the Project’s interest reserve that was budgeted in 2020. Page 492 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3/29/2023 11 Supplemental Tax-Exempt Bonds Under Internal Revenue Code (IRC) Section 42(h)(4)(B), qualified residential rental projects applying for tax-exempt bonds can receive the 4% LIHTC under IRC Section 42 on 100% of the qualified low-income units if the project is financed at least 50% with tax-exempt bonds from a state’s bond volume cap. Page 493 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Recent Construction Photos Aerial photo taken in January 2023Page 494 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 Recent Construction Photos Page 495 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3/29/2023 14 Anticipated Timeline Building (Number of Units)Construction Completion Lease-Up Building 2 (82 units)June 2023 July 2023 Building 1 (49 units)Sept. 2023 Oct. 2023 Building 3 (44 units)Oct. 2023 Nov. 2023 Page 496 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Contact Info: Michelle Ito (310) 575-3543 x 151 mito@metahousing.com Page 497 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Item 7.1 Recommended Action Hold a Tax Equity and Fiscal Responsibility Act of 1982 (“TEFRA”) public hearing. Adopt: Resolution A (of the City Council)approving the sale, execution, and delivery of additional multifamily housing revenue notes of the Housing Authority of the City of Chula Vista for Otay Ranch Apartments; and Resolution B (of the Housing Authority)authorizing the sale, execution, and delivery of a tax-exempt multifamily housing revenue note in an aggregate principal amount not to exceed $4,000,000 and a taxable note in the amount up to $1,500,000 for the purpose of financing a portion of construction costs of the Otay Ranch Apartments multifamily rental housing project; approving and authorizing the execution and delivery of any and all documents necessary to execute and deliver the notes, complete the transaction and implement the resolution, and ratifying and approving any action heretofore taken in connection with the notes.Page 498 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE Accessory Dwelling Units: Amend the Chula Vista Municipal Code on Accessory Dwelling Units and Junior Accessory Dwelling Units to Align with State Law and Clarify Development Regulations Report Number: 23-0073 Location: No specific geographic location Department: Development Services Environmental Notice: The Project qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. Recommended Action Place an ordinance on first reading amending Chula Vista Municipal Code Sections 19.58.022 (Accessory Dwelling Units) and 19.58.023 (Junior Accessory Dwelling Units) to align with State law and clarify development standards. (First Reading) SUMMARY This item proposes amendments to the Chula Vista Municipal Code (“CVMC”) modifying development standards for both Accessory Dwelling Units (“ADUs”) and Junior Accessory Dwelling Units (“JADUs”). The proposed changes reflect both text clarifications from previously adopted standards, as well as amendments to the regulations complying with Senate Bill (“SB”) 897 and Assembly Bill (“AB”) 2221, which became effective January 1, 2023. ENVIRONMENTAL REVIEW The Director of Development Services reviewed the proposed legislative action for compliance with the California Environmental Quality Act (“CEQA”) and determined that the action qualifies for the “common sense” exemption under State CEQA Guidelines Section 15061(b)(3). The action involves updates and modifications to the CVMC related to state law compliance and clarification of previously adopted text, regarding ADUs and JADUs. The action of updating and modifying the CVMC with these changes will not result in a material intensification of uses or a change in development potential within the City above what already is permitted under the existing land use and zoning policies of the CVMC that are being updated. Based on an Page 499 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 analysis of the nature and type of these changes to the CVMC, there is a certainty that there is no possibility that the amendments may have a significant effect on the environment. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Planning Commission: On February 22, 2023, the Planning Commission voted 4-0 to adopt Resolution No. 2023-08 (Attachment 1), recommending that the City Council adopt an Ordinance approving the proposed ADU and JADU amendments. Development Oversight Committee: The Development Oversight Committee is comprised of developers, business owners, community organizations, engineers, architects, and contractors. The Development Oversight Committee was provided the proposed municipal code amendments at their meeting on January 11, 2023, and recommended approval of the proposed amendments. DISCUSSION Background On January 1, 2023, the State of California enacted several new laws relating to ADUs and JADUs, namely SB 897 and AB 2221. These laws contain modifications to ADU and JADU standards which local municipalities must incorporate into their respective ADU and JADU ordinances. In addition, local municipalities must comply with the ADU and JADU standards contained in the California Government Code, or, otherwise be governed by the state law instead of any local ordinances passed. Specifically, Government Code Section 65852.2(a)(4) states: If a local agency has an existing accessory dwelling unit ordinance that fails to meet the requirements of this subdivision, that ordinance shall be null and void and that agency shall thereafter apply the standards established in this subdivision for approval of accessory dwelling units, unless and until the agency adopts an ordinance that complies with this section. The proposed amendments will incorporate new and modified ADU and JADU regulations and amendments in CVMC Chapter 19.58 (Uses). Adopting the amendments will bring the City’s regulations into compliance with SB 897 and AB 2221. The new standards have been incorporated in the proposed ordinance amendments provided in Attachment 2. A short summary of the new standards is provided below: ADUs Height Detached ADUs  Allows detached ADUs to be developed up to 18 feet high on a lot with an existing or proposed single-family or multifamily dwelling if it is located within a half-mile of transit or high-quality transit corridor. The maximum height can also be increased to 20 feet, only if it is necessary to match the roof pitch of the main house. Page 500 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3 A transit map has been included as Attachment 3, indicating a half-mile radius around all bus stops within the City. The shaded areas are where the new regulations will apply.  Allows detached ADUs to be developed up to 18 feet high on a lot with an existing or proposed multi-story multifamily dwelling, regardless of proximity to public transit. Attached ADU  Allows attached ADUs, for either a primary single-family or multifamily dwelling, to be developed up to 25 feet high, or as high the underlying zoning designation allows, whichever is lower. The ADU shall also be no greater than two stories in height. Front Yard Setbacks  A front yard setback alone cannot prohibit the construction of a minimum 800 square foot ADU, so long as it complies with the four-foot side and rear yard setback requirements. JADUs  Enclosed, non-habitable rooms and uses within a residence, such as attached garages, are now considered part of the proposed or existing single-family residence and are eligible to be used as a JADU.  In instances where a JADU shares a bathroom with the primary dwelling, the JADU is required to have an interior entry to the primary dwelling’s “main living area,” independent of any exterior entrances to the JADU and primary dwelling. Adjustments to Application Review Procedures  If an ADU application is denied, the City must provide the applicant with a “full set of comments” listing the specific items that are defective or deficient. The comments must also describe how the application can be remedied by the applicant.  A demolition permit for a detached garage that is to be replaced with an ADU, must be reviewed with the ADU application and issued at the same time as the ADU permit.  A building permit application for an ADU cannot be denied solely because corrections are needed to address nonconforming zoning conditions, building code violations, or unpermitted structures elsewhere on the lot. So long as the conditions/violations/structures do not present a threat to public health and safety and are not affected by the construction of the ADU, they cannot be the basis of an ADU’s denial. Definition of “Objective” A new definition has been added defining “objective standards”: “Objective standards” are those that involves no personal or subjective judgment by a public official and that is uniformly verifiable by reference to an external and uniform benchmark or criterion Page 501 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 4 available and which is knowable by both the development applicant or proponent and the public official prior to submittal. Additional Text Clarifications Additional proposed amendments to the ADUs and JADUs regulations aim to provide 1) clarity for how many ADUs are allowed to be located within single-family or multi-family properties; and 2) a definition for “multifamily” for the purpose of constructing an ADU. The latter pertains to situations where a legal nonconforming structure located on a property conflicts with the underlying zoning of the parcel (e.g., a property with an existing duplex within a single-family zone). DECISION-MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the 500-foot rule found in California Code of Regulations Title 2, section 18702.2(a)(11), is not applicable to this decision for purposes of determining a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et seq.). Staff is not independently aware, and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. CURRENT-YEAR FISCAL IMPACT There is no current-year fiscal impact to the General Fund or the Development Services Fund as a result of this action. ONGOING FISCAL IMPACT There is no ongoing fiscal impact to the General Fund or Development Services Fund as a result of this action. ATTACHMENTS Attachment 1: Planning Commission Resolution No. 2023-08 Attachment 2: Draft Municipal Code Amendments Attachment 3: Transit Stop Locations Map Staff Contact: Chris Mallec, AICP, Senior Planner, Development Services Laura C. Black, AICP, Director of Development Services Page 502 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. 2023-08 RESOLUTION OF THE CITY OF CHULA VISTA PLANNING COMMISSION APPROVING AMENDMENTS TO CHULA VISTA MUNICIPAL CODE SECTIONS 19.58.022 (ACCESSORY DWELLING UNITS) AND 19.58.023 (JUNIOR ACCESSORY DWELLING UNITS). WHEREAS, on January 1, 2023, State of California Senate Bill (SB) 897 and Assembly Bill (AB) 2221, establishing new standards for Accessory Dwelling Units (ADUs ) and Junior Accessory Dwelling Units (JADUs ); WHEREAS, Chula Vista Municipal C Sections 19.58.022 and 19.58.023 are currently not in compliance with the new state laws, and are required to be brought into compliance through the proposed amendments; and WHEREAS, Staff has identified the need to clarify text from previously-adopted standards for ADUs and JADUs, necessary to help streamline their construction; and WHEREAS, staff presented the draft CVMC amendments to the Oversight Committee on January 11, 2023, which recommended adoption; and WHEREAS, the Director of Development Services reviewed the proposed legislative action for compliance with the California Environmental Quality Act (CEQA ) and determined that the action 15061(b)(3). The action involves updates and modifications to the CVMC related to state law compliance and clarification of previously-adopted text, regarding ADUs and JADUs. The action of updating and modifying the CVMC with these changes will not result in a material intensification of uses or a change in development potential within the City above what already is permitted under the existing land use and zoning policies of the CVMC that are being updated. Based on an analysis of the nature and type of these changes to the CVMC, there is a certainty that there is no possibility that the amendments may have a significant effect on the environment; and WHEREAS City staff recommends that the Planning Commission approve the proposed changes to CVMC Sections 19.58.022 and 19.58.023; and WHEREAS, a hearing time and place was set by the Planning Commission to consider the CVMC amendments and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City, at least ten (10) days prior to the hearing; WHEREAS, after review and consideration of the Staff Report and related materials for this matter, the Planning Commission held a duly noticed public hearing to consider said CVMC amendments at the time and place as advertised in the Council Chambers, 276 Fourth Avenue, before the Planning Commission and the hearing was thereafter closed. NOW, THEREFORE, BE IT RESOLVED by the Planning Commission hereby recommends that the City Council of the City of Chula Vista adopt the proposed amendments to Attachment 1 - Planning Commission Resolution No. 2023-08 Page 503 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Planning Commission Resolution 2023-08 February 22, 2023 Page 2 CVMC Sections 19.58.022 and 19.58.023, related to state law compliance and clarification of previously-adopted text, regarding ADUs and JADUs. BE IT FURTHER RESOLVED THAT that the Planning Commission hereby recommends that the City Council of the City of Chula Vista find that the proposed amendments to the CVMC identified in this Resolution Guidelines Section 15061(b)(3). The action involves updates and modifications the CVMC relating state law compliance and clarification of previously-adopted text. The action of updating and modifying the CVMC with these changes will not result in a material intensification of uses or a change in development potential within the City above what already is permitted under the existing land use and zoning policies of the CVMC that are being updated. Based on an analysis of the nature and type of these changes to the CVMC, there is a certainty that there is no possibility that the amendments may have a significant effect on the environment. BE IT FURTHER RESOLVED THAT a copy of this Resolution be transmitted to the City Council. Presented by: Approved as to form by: _________________________ _____________________ Laura C. Black, AICP Glen R. Googins Director of Development Services City Attorney PASSED AND APPROVED BY THE PLANNING COMMISSION OF THE CITY OF CHULA VISTA, CALIFORNIA, this 22nd day of February 2023, by the following vote, to-wit: AYES: Combs, Felber, Milburn, Torres, Zaker NOES: 0 ABSENT: Burroughs, De La Rosa ABSTAIN: 0 ___________________________ Max Zaker, Chair ATTEST: _______________________ Patricia Salvacion, Secretary Page 504 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Attachment 2 Proposed Ordinance Amendments 19.58.022 Accessory dwelling units. A. The purpose of this section is to provide regulations for the establishment of accessory dwelling units in compliance with, inter alia, California Government Code Section 65852.2. Said units may be located in areas zoned to allow single-family or multifamily dwelling residential use. Accessory dwelling units are a potential source of affordable housing and shall not be considered in any calculation of allowable density for the lot upon which they are located and shall also be deemed consistent with the General Plan and zoning designation of the lot as provided. Accessory dwelling units shall not be considered a separate dwelling unit for the purpose of subdividing the property into individual condominium or lot ownership. B. For the purposes of this section, the following words are defined: “Above” means an accessory dwelling unit that is attached to and built over a primary residence including an attached garage, or above a detached garage or accessory building. “Accessory dwelling unit” means an attached or a detached residential dwelling unit that provides complete independent living facilities for one or more persons and is located on a lot with a proposed or existing primary residence. An accessory dwelling unit shall have exterior access from the proposed or existing single-family dwelling. It shall include permanent provisions for living, sleeping, eating, cooking, and sanitation on the same parcel as the single-family or multifamily dwelling is or will be situated. An accessory dwelling unit also includes the following: 1. An efficiency unit, as defined in Section 17958.1 of the Health and Safety Code. 2. A manufactured home, as defined in Section 18007 of the Health and Safety Code. “Accessory structure” means a structure that is accessory and incidental to a dwelling unit located on the same lot. “Attached” means a wall, floor, or ceiling of an accessory dwelling unit is shared with the primary residence on the property. “Basement” means the same as defined in CVMC 19.04.026. “Detached” means an accessory dwelling unit separated from the primary residence as specified in subsection (C)(6)(b) of this section. “Living area” means the interior habitable area of a dwelling unit, including basements and attics, but does not include a garage or any accessory structure. Page 505 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda “Multifamily dwelling,” for the purposes of this Section, is a structure with two or more attached dwellings on a single lot. Multiple, detached single-unit dwellings on the same lot are not considered multifamily. “Nonconforming zoning condition” means a physical improvement on a property that does not conform with current zoning standards. “Objective Standard,” for the purposes of this Section, is a standard that involves no personal or subjective judgment by a public official, and that is uniformly verifiable by reference to an external and uniform benchmark or criterion available and knowable by both the development applicant or proponent and the public official prior to submittal. “Passageway” means a pathway that is unobstructed clear to the sky and extends from a street to one entrance of the accessory dwelling unit. “Primary residence(s)” means a proposed or existing single-family dwelling or existing multifamily dwellings constructed on a lot as the main permitted use by the zone on said parcel. “Public street” means any public right-of-way designated for vehicular use. “Public transit” means a location, including, but not limited to, a bus stop or train station, where the public may access buses, trains, subways, and other forms of transportation that charge set fares, run on fixed routes, and are available to the public. “Tandem parking” means two or more vehicles parked on a driveway or in any other location on a lot, lined up behind one another. “Walking distance” means the distance between the accessory dwelling unit and public transit as measured along a public street. The measurement shall proceed from the accessory dwelling unit in a continuous line to the closest property line of the public street, measured perpendicular to the public street. The measurement shall then continue along the property lines of the public street fronts, and in a direct line across intersections along the shortest pedestrian route toward the public transit. C. Accessory dwelling units shall be subject to the following requirements and development standards: 1. Zones. Accessory dwelling units can be created in areas zoned to allow single- family or multifamily dwelling residential use. A coastal development permit may be required for accessory dwelling units within the coastal zone. Construction of a primary residence can be in conjunction with the construction of an accessory dwelling unit. 2. Number of Accessory Dwelling Units Permitted. Page 506 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda a. An accessory dwelling unit is permitted on a lot with a proposed or existing single-family dwelling unit.; or b. A minimum of one accessory dwelling unit, or up to 25 percent of the existing multifamily units, is permitted within an existing multifamily dwelling, as a result of the conversion of non-habitable Multiple accessory dwelling units are permitted within portions of multifamily buildings that are not used as livable space including, but not limited to, storage rooms, boiler rooms, passageways, attics, basements, or garages; or c. A minimum of one accessory dwelling unit, or up to 25 percent of the existing multifamily units, is permitted within an existing multifamily dwelling; or dc. Up to two detached accessory dwelling units shall be permitted on a lot with an existing multifamily dwelling. 3. Unit Size. Accessory dwelling units shall conform to the following size requirements: a. The total floor area for an attached accessory dwelling unit shall not exceed 50 percent of the total floor area of the proposed or existing primary residence, or 850 square feet for a one-bedroom unit and, or 1,000 square feet for a unit with more than one-bedroom for a unit that provides more than one bedroom, whichever is greater. b. An accessory dwelling unit of at least 800 square feet shall be permitted regardless of floor area ratio, lot coverage or open space requirements of the underlying zone. c. The total floor area for a detached accessory dwelling shall not exceed 1,200 square feet. d. An accessory dwelling unit within an existing accessory structure may be increased by a maximum of 150 square feet beyond the same physical dimensions as the existing accessory structure to accommodate ingress and egress. 4. Unit Location. Accessory dwelling units may be attached to or located within a proposed or existing primary residence or accessory structure (including attached garages, storage areas or similar structures). Accessory dwelling units may be detached from the primary residence. 5. Height. An accessory dwelling unit, as measured from the ground, shall not exceed the height limit for the primary residence in accordance with the underlying Page 507 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda zone, or 16 feet, whichever is greater. However, a taller unit can be built based on the following exceptions: a. Detached i. Up to 18 feet on a lot with an existing or proposed single- family or multifamily dwelling if it is located within a half-mile of transit or high-quality transit corridor. The maximum can also be increased to 20 feet only if it is necessary to match the roof pitch of the ADU to that of the main house. ii. Up to 18 feet on a on a lot with an existing or proposed multi-story multifamily dwelling, regardless of proximity to public transit. b. Attached i. Up to 25 feet high for either a primary single-family or multifamily dwelling, or as high the underlying zoning designation allows, whichever is lower. The ADU shall also be no greater than two stories. 6. Development Standard Exceptions. Accessory dwelling units shall conform to the underlying zoning and land use development requirements for primary residences with the following exceptions: a. A new attached or detached accessory dwelling unit is allowed a setback of no less than four feet from the side and rear lot lines. In addition, an encroachment into the front yard setback is also allowed only if it is necessary to construct a minimum 800 square foot unit. b. A new detached accessory dwelling unit shall be located a minimum of six feet from a primary residence. c. No setback shall be required for an existing garage, living area, or accessory structure constructed in the same dimensions that is converted to an accessory dwelling unit or to a portion of an accessory dwelling unit, and a setback of no less than four feet from the side and rear lot lines shall be required for an accessory dwelling unit that is constructed above an accessory structure. d. Correction of nonconforming zoning conditions and/or building code violations shall not be a condition for ministerial approval of a permit application for the creation of an accessory dwelling unit. Page 508 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7. Parking. Parking for an accessory dwelling unit is not required in any of the following instances: a. The accessory dwelling unit is located within one-half mile walking distance of public transit. b. The accessory dwelling unit is within an architecturally and historically significant historic district. c. The accessory dwelling unit is part of the proposed or existing primary residence or an accessory structure. d. The accessory dwelling unit is in an area where on-street parking permits are required, but not offered to the occupant of the accessory dwelling unit. e. The accessory dwelling unit is located within one block of a car share area. f. When a permit application for an accessory dwelling unit is submitted with a permit application to create a new single-family dwelling or a new multifamily dwelling on the same lot, provided that the accessory dwelling unit or the parcel satisfies any other criteria listed in this paragraph. 8. Accessory dwelling units not meeting any of the above requirements shall be subject to the following access and parking regulations: a. Parking. Parking requirements for accessory dwelling units shall not exceed one parking space per unit or per bedroom, whichever is less. Parking spaces may be provided in tandem on a driveway; provided, that access to the garage for the primary residence is not obstructed. Off-street parking shall be permitted in setback areas or through tandem parking, unless specific findings are made that parking in setback areas or tandem parking is not feasible based upon specific site or regional topographical or fire and life safety conditions. b. The required parking space(s) shall be on the same lot as the accessory dwelling unit. This parking is in addition to the parking requirements for the primary residence as specified in CVMC 19.62.170. c. Notwithstanding CVMC 19.62.190, when a garage, carport, or covered parking structure is demolished in conjunction with the construction of an accessory dwelling unit, or is converted to an accessory dwelling unit that was previously used by the primary residence, replacement parking is not required. If the existing driveway is no longer necessary for access to the converted garage or other required parking, said driveway may be used to Page 509 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda satisfy the required parking for the accessory dwelling unit when not exempt from subsection (C)(7) of this section. d. Access to all required parking shall be from a public street, alley or a recorded access easement. Access from a designated utility easement or similar condition shall not be permitted. For any lot proposing an accessory dwelling unit and served by a panhandle or easement access, the access must be a minimum 20 feet in width. e. Curb cuts providing access from the public right -of-way to on-site parking spaces shall be acceptable to the City Engineer. A construction permit from the City Engineer shall be obtained for any new or widened curb cuts. f. Required parking spaces or required maneuvering area shall be free of any utility poles, support wires, guard rails, standpipes or meters, and be in compliance with CVMC 19.62.150. g. When a required parking space abuts a fence or wall on either side, the space shall be a minimum of 10 feet wide. If this area also serves as the pedestrian access from an accessory dwelling unit to the street, the paving shall be a minimum 12 feet wide. 9. Utilities. An accessory dwelling unit may be served by the same water and sewer lateral connections that serve the primary residence. A separate electric meter and address may be provided for the accessory dwelling unit. 10. Design Standards. Dwelling units on the lot should be complementary or compatible in appearance with each other by incorporating matching architectural design, building materials and colors of the primary residence with the accessory dwelling unit, and any other accessory structure built concurrently with the accessory dwelling unit. However, the primary residence may be modified to match the new accessory dwelling unit. 11. Designated Historical Sites. An accessory dwelling unit may be allowed on designated or historical sites, provided the location and design of the accessory dwelling unit meets corresponding historical preservation requirements in place at the time the accessory dwelling unit is built, and complies with the requirements of this section including the following: a. The accessory dwelling unit shall be located behind a primary residence that is determined to be a historic resource. b. The construction of the accessory dwelling unit shall not result in the removal of any other historically significant accessory structure, such as garages, outbuildings, stables or other similar structures. Page 510 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda c. The accessory dwelling unit shall be designed as to have a distinguishable architectural style and finished materials composition from the historic primary residence or structure. d. Construction of an accessory dwelling unit shall not result in demolition, alteration or movement of any historic structures and any other on-site features that convey the historic significance of the structure and site. e. If an historic house/site is under a Mills Act contract with the City, the contract shall be amended to authorize the introduction of the accessory dwelling unit on the site. 12. Occupancy Requirement. At the time of building permit submittal, and continuously thereafter, the property owner(s) shall reside on the lot on which the accessory dwelling unit is located or constructed. The Zoning Administrator shall have the authority to suspend this occupancy requirement for a period not to exceed five years when evidence has been submitted that one of the following situations exists: a. The property owner’s health requires them to temporarily live in an assisted living or nursing facility. b. The property owner is required to live outside the San Diego region as a condition of employment or military service. c. The property owner is required to live elsewhere to care for an immediate family member. d. The property owner has received the property as the result of the settlement of an estate. This subsection (C)(12) shall be held in abeyance until January 1, 2025. 13. Accessory dwelling units shall not be required to provide fire sprinklers if they are not required for the primary residence. 14. An application for an accessory dwelling unit that is deemed complete by the City shall be considered and approved ministerially and without a hearing within 60 days if there is an existing single-family or multifamily dwelling on the lot. If the application is submitted with an application to create a new single-family dwelling on the lot, the application for the accessory dwelling unit shall be considered and approved within 60 days of approval of the new single-family dwelling. Page 511 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda If an ADU application is denied, a full set of comments, listing the specific items that are defective or deficient, shall be provided to the applicant. These comments must also describe how the application can be remedied by the applicant. 15. A demolition permit for a detached garage that is to be replaced with an ADU must be reviewed with the ADU application and issued at the same time. 16. Accessory dwelling units that are applied for after the effective date of the ordinance codified in this section, cannot be rented for less than 30 days. 176. Accessory dwelling units are exempt from the requirements of CVMC 12.24.030, Dedications – Required. 187. An application for an accessory dwelling unit on a private sewage disposal system shall require approval by the local health officer. 19.58.022 Junior Accessory Dwelling Units. A. Definition. “Junior accessory dwelling unit” means a unit that is no more than 500 square feet in size and contained entirely within the space of a proposed or existing single- family residence. A junior accessory dwelling unit may include separate sanitation facilities or may share sanitation facilities with the existing residence. B. In single-family residential zones, a junior accessory dwelling unit is permitted and shall meet all of the following: 1. One junior accessory dwelling unit per residential lot zoned for single-family residences, and only within an existing or proposed single-family residence. 2. One junior accessory dwelling unit and one accessory dwelling unit are allowed on a lot with a primary residence. 3. Owner-occupancy is required in the single-family residence in which the junior accessory dwelling unit will be permitted. The owner may reside in either the remaining portion of the residence or the newly created junior accessory dwelling unit. Owner-occupancy shall not be required if the owner is another governmental agency, land trust, or housing organization. 4. Recordation of a deed restriction is required, shall run with the land, and shall be filed with the permitting agency, and shall include both of the following: a. A prohibition on the sale of the junior accessory dwelling unit separate from the sale of the single-family residence, including a statement that the deed restriction may be enforced against future purchasers. Page 512 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda b. A restriction on the size and attributes of the junior accessory dwelling unit that conforms to this section. 5. A permitted junior accessory dwelling unit shall be constructed within the existing walls of the single-family residence. This area also includes enclosed, non- habitable rooms and uses, including but not limited to attached garages and storage rooms. 6. A separate entrance from the main entrance to the primary structure is required. A permitted junior accessory dwelling may include a second interior doorway for sound attenuation. If a JADU shares a bathroom with the primary dwelling, the JADU is required to have an interior entry to the primary dwelling’s “main living area,” independent of the exterior entrances of the JADU and primary dwelling. 7. An efficiency kitchen for the junior accessory dwelling unit is required, and shall include: a. A cooking facility with appliances. b. A food preparation counter and storage cabinets that are of reasonable size in relation to the size of the junior accessory dwelling unit. C. Additional parking is not required for a junior accessory dwelling unit. D. For purposes of providing service for water, sewer, or power, including a connection fee, a junior accessory dwelling unit shall not be considered a separate or new dwelling unit. E. Correction of nonconforming zoning conditions and/or building code violations shall not be a condition for ministerial approval of a permit application for the creation of a junior accessory dwelling unit. F. An application for a junior accessory dwelling unit that is deemed complete by the City shall be considered and approved ministerially and without a hearing within 60 days if there is an existing single-family dwelling on the lot. If the application is submitted with an application to create a new single-family dwelling on the lot, the application for the junior accessory dwelling unit shall be considered and approved within 60 days of approval of the new single-family dwelling. If a JADU application is denied, a full set of comments, listing the specific items that are defective or deficient, shall be provided to the applicant. These comments must also describe how the application can be remedied by the applicant. G. Junior accessory dwelling units are exempt from the requirements of CVMC 12.24.030, Dedications – Required. Page 513 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Page 514 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 00 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 000 0 0 0 0 0 00 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 00 00 0 0 0 0 00 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 00 00 0 00 0 0 0 0 00 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 00 0 0 0 0 0 0 0 00 000000 0 00 00 0 0 000 0 0 0 00 00 00 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ·|}þ §¨¦ §¨¦ §¨¦ §¨¦ ·|}þ §¨¦ §¨¦ SWEETWATERRESERVOIR UPPER OTAYRESERVOIR EASTLAKE LOWER OTAYRESERVOIR PACIFICOCEAN SANDIEGOBAY E STE ST EESSTTFOU R TH A V FOU R TH A V FOU R TH A V FOU R TH A V J STJ ST J STJ ST B RO ADW A Y B RO ADW A Y B RO ADW A Y B RO ADW A Y B RO ADW A Y B RO ADW A Y EEHH SSTT EE HH SSTT E H STE H ST E H STE H ST EEHHSSTT TTEELLEEGGRRAAPPHH CCAANNYYOONN RRDD TTEELLEEGGRRAAPPHH CCAANNYYOONN RRDD TTEELLEEGGRRAAPPHH CCAANNYYOONNRRDDF I F TH A V F I F TH A V F I F TH A V F I F TH A V F I R S T A V F I R S T A V F I R S T A V F I R S T A VN FOU R THN FOU R TH A V A V L STL ST LL SS TT TH I RD A V TH I RD A V TH I RD A V TH I RD A V H STH ST H STH ST S E COND A V S E COND A V S E COND A V S E COND A V K STK ST HI L L TO P D RHI L L TO P D R HI L L TO P D RHI L L TO P D R HILLTOP DRHILLTOP DRF STF ST F STF ST MA R IN A PWMA R IN A PW BBAAYYBBLLMAIN STMAIN ST MAIN STMAIN ST MMAAIINNSSTT G STG ST G STG ST PALOMAR STPALOMAR ST PALOMAR STPALOMAR ST BBIIRR CCHH RR DD MMEE LL R R OOSS EE AAVVORANGE AVORANGE AV NAPLES STNAPLES ST D STD ST F I F TH A V F I F TH A V I STI ST I STI ST C STC ST OOLL EE A A NNDDEERRAAVVE NAPLES STE NAPLES ST E NAPLES STE NAPLES ST OO LL YY MM PP II CC PP WW OO LL YY MM PPIICCPPWW OO LLYYMM PPIICCPPWW OO LL YY MM PP II CC PP WW OOLLYYMMPPIICCPPWW BBRRAANNDDYYWWIINNEEAAVVNNSSEECCOONNDDAAVV E L STE L ST DDEELLRREEYYBBLLE J STE J ST EEJJSSTT EEJJ SS TT C STC ST EE OO XX FF OO RR DD SS TT LL AA MM EE DDII AA RRDDEE PP AA LL OO MMAA RR SS TT EE PP AA LL OO MM AA RR SS TT EEPPAALLOOMMAARRSSTTMOSS STMOSS ST MMOOSSSSSSTT BBOO NN IITT AA RR DD BONITA R D BONITA R D EEOORRAANN GGEEAAVVBUENABUENAVISTA WYVISTA WY HHUUNNTTEEPPWWHHUU NN TT EE PP WW OXFORD STOXFORD ST OXFORD STOXFORD ST SS RR AANN CC HH OO DD EE LL RR EE YY PP WW TT EE RR RR AA NN OO VV AA DD RR WWUUEESSTTEERRDD CENTRAL AVCENTRAL AV LAGOON DRLAGOON DR FFEENN TTOO NN SS TT OOTTAAYY LLAAKKEESSRRDD OO TT AA YY LL AA KK EE SS RRDD OO TTAAYYLLAAKKEESSRR DD OTAY LAKES R D OTAY LAKES R D PPAASSEEOORRAANNCCHHEE R R OOAAVVEENNIIDDAADDEELLRREEYYEASTLAKEEASTLAKEDRDRPPRROOCCTTOORRVVAALLLLEEYYRRDD THIRD E X T THIRD E X T AVAV BBE E YYE E RRBBLLEEAASSTTLLAAKKEEDD RR WOODL AWNWOODL AWN A V A V RR IIDD GG EE BBAACCKKRRDD OOTTAAYYMMEESSAACCEENNTTEERRRRDDEEAASSTTLLAAKKEEPPWWPPRROOCCTTOORR VVAALLLLEEYY RRDD HE R I T AG E RDHE R I T AG E RD OTAY MESA RDOTAY MESA RD OTAY MESA RDOTAY MESA RDOTAY MESA RDOTAY MESA RDMMAARRIINNAAPPWWHHEERRIITTAAGGEERRDD CCOORRRRAALLCCAANNYYOONNRRDD C C OOR R R R A A LL C C A A NNYY OONNRRDDIND U S T R I A L B L IND U S T R I A L B L NACIONNACION A V A V NA C ION A VNA C ION A V NN RRAANNCCHHOODDEELLRREEYYPPWW PP AA SS EE OOLL AA DDEE R R AA PP LL AAZZAA BBOONNI I TTAARR DDPP AA SS EEOO DD EE LL RR EE YY LANE AVLANE AVLLAANNEEAAVVRRUUTTGGEERRSSAAVV MMOOUUNNTTMMIIGGUUEELLRR DD BEYER WYBEYER WYBB EE YY EE RR WWYYMMEEDDII CCAALLCCEENNTTEERRDDRRS W E E T WAT ERRIVER OTAY RIVER 54 805 5 5 805 125 905 5 805 15 ALL TRANSIT STOPSAND 1/2 MILE BUFFERPath: P:\Projects\DEVELOPMENT_SERVICES\PLANNING\SDMTS\CVTransitStopsAll.mxd Date: 10/16/2018 9:21:51 AM MAP NOTE:This map is intended for study only andshould not be used for any other purpose.Information on this map is also subject tochange (or revision) periodically. TheCity of Chula Vista does not guaranteethe accuracy of information contained onthis map and cautions against the use ofthis data in making land use decisions. LEGEND 0 Transit Stops/Stations 1/2 Mile Buffer * Transit Routes City of Chula Vista VICINITY MAP [0 1800 3600 Feet * Note: Radii includes both route directions. Attachment 3 - Transit Stop Locations Page 515 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda ORDINANCE NO. _________ ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENTS TO CHULA VISTA MUNICIPAL CODE SECTIONS 19.58.022 (ACCESSORY DWELLING UNITS) AND 19.58.023 (JUNIOR ACCESSORY DWELLING UNITS) WHEREAS, on January 1, 2023, State of California Senate Bill (“SB”) 897 and Assembly Bill (“AB”) 2221, established new standards for Accessory Dwelling Units (“ADUs”) and Junior Accessory Dwelling Units (“JADUs”); and WHEREAS, Chula Vista Municipal Code (“CVMC”) Sections 19.58.022 and 19.58.023 are currently not in compliance with the new state laws, and are required to be brought into compliance through the proposed amendments; and WHEREAS, Staff has identified the need to clarify text from previously adopted standards for ADUs and JADUs, necessary to help streamline their construction; and WHEREAS, staff presented the draft CVMC amendments to the Development Oversight Committee on January 11, 2023, which recommended adoption; and WHEREAS, the Director of Development Services reviewed the proposed legislative action for compliance with the California Environmental Quality Act (“CEQA”) and determined that the action qualifies for the “common sense” exemption under State CEQA Guidelines Section 15061(b)(3). The action involves updates and modifications to the municipal code related to state law compliance and clarification of previously adopted text for ADUs and JADUs. The action of updating and modifying the municipal code will not result in a material intensification of uses or a change in development potential within the City above what already is permitted under the existing land use and zoning policies. Therefore, the amendments will not have a significant effect on the environment; and WHEREAS City staff recommends that the City Council approve and adopt the Ordinance with the proposed changes to CVMC Sections 19.58.022 and 19.58.023; and WHEREAS, the Planning Commission held a duly noticed public hearing on the subject Ordinance and voted 4-0 to adopt Resolution No. 2023-08 and thereby recommends that the City Council adopt the Ordinance; and WHEREAS, the City Council set the time and place for a hearing on th e subject CVMC amendments and notice of said hearing, together with its purpose, was given by its publication in a newspaper of general circulation in the City, at least ten (10) days prior to the hearing; and WHEREAS, after review and consideration of the Staff Report and related materials for this matter, the hearing was held to consider said CVMC amendments and Ordinance at the time and place as advertised in the Council Chambers, 276 Fourth Avenue, before the City Council and the hearing was thereafter closed. Page 516 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 2 NOW THEREFORE the City Council of the City of Chula Vista does hereby find and ordain as follows: The City Council of the City of Chula Vista finds that the proposed amendments to the CVMC identified in this Ordinance qualifies for the “common sense” exemption under State CEQA Guidelines Section 15061(b)(3). The action involves updates and modifications the CVMC related to state law compliance and clarification of previously adopted text, regarding ADUs and JADUs. The action of updating and modifying the CVMC with these changes will not result in a intensification of uses or a change in development potential within the City above what already is permitted under the existing land use and zoning policies of the CVMC that are being updated. Therefore, the amendments will not have a significant effect on the environment. Section I. The CVMC is hereby amended as follows: 19.58.022 Accessory dwelling units. A. The purpose of this section is to provide regulations for the establishment of accessory dwelling units in compliance with, inter alia, California Government Code Section 65852.2. Said units may be located in areas zoned to allow single-family or multifamily dwelling residential use. Accessory dwelling units are a potential source of affordable housing and shall not be considered in any calculation of allowable density for the lot upon which they are located and shall also be deemed consistent with the General Plan and zoning designation of the lot as provided. Accessory dwelling units shall not be considered a separate dwelling unit for the purpose of subdividing the property into individual condominium or lot ownership. B. For the purposes of this section, the following words are defined: “Above” means an accessory dwelling unit that is attached to and built over a primary residence including an attached garage, or above a detached garage or accessory building. “Accessory dwelling unit” means an attached or a detached residential dwelling unit that provides complete independent living facilities for one or more persons and is located on a lot with a proposed or existing primary residence. An accessory dwelling unit shall have exterior access from the proposed or existing single-family dwelling. It shall include permanent provisions for living, sleeping, eating, cooking, and sanitation on the same parcel as the single-family or multifamily dwelling is or will be situated. An accessory dwelling unit also includes the following: 1. An efficiency unit, as defined in Section 17958.1 of the Health and Safety Code. 2. A manufactured home, as defined in Section 18007 of the Health and Safety Code. Page 517 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 3 “Accessory structure” means a structure that is accessory and incidental to a dwelling unit located on the same lot. “Attached” means a wall, floor, or ceiling of an accessory dwelling unit is shared with the primary residence on the property. “Basement” means the same as defined in CVMC 19.04.026. “Detached” means an accessory dwelling unit separated from the primary residence as specified in subsection (C)(6)(b) of this section. “Living area” means the interior habitable area of a dwelling unit, including basements and attics, but does not include a garage or any accessory structure. “Multifamily dwelling,” for the purposes of this Section, is a structure with two or more attached dwellings on a single lot. Multiple, detached single-unit dwellings on the same lot are not considered multifamily. “Nonconforming zoning condition” means a physical improvement on a property that does not conform with current zoning standards. “Objective Standard,” for the purposes of this Section, is a standard that involves no personal or subjective judgment by a public official, and that is uniformly verifiable by reference to an external and uniform benchmark or criterion available and knowable by both the development applicant or proponent and the public official prior to submittal. “Passageway” means a pathway that is unobstructed clear to the sky and extends from a street to one entrance of the accessory dwelling unit. “Primary residence(s)” means a proposed or existing single-family dwelling or existing multifamily dwellings constructed on a lot as the main permitted use by the zone on said parcel. “Public street” means any public right-of-way designated for vehicular use. “Public transit” means a location, including, but not limited to, a bus stop or train station, where the public may access buses, trains, subways, and other forms of transportation that charge set fares, run on fixed routes, and are available to the public. “Tandem parking” means two or more vehicles parked on a driveway or in any other location on a lot, lined up behind one another. “Walking distance” means the distance between the accessory dwelling unit and public transit as measured along a public street. The measurement shall proceed from the accessory dwelling unit in a continuous line to the closest property line of the public street, measured perpendicular to the public street. The measurement shall then continue Page 518 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 4 along the property lines of the public street fronts, and in a direct line across intersections along the shortest pedestrian route toward the public transit. C. Accessory dwelling units shall be subject to the following requirements and development standards: 1. Zones. Accessory dwelling units can be created in areas zoned to allow single- family or multifamily dwelling residential use. A coastal development permit may be required for accessory dwelling units within the coastal zone. Construction of a primary residence can be in conjunction with the construction of an accessory dwelling unit. 2. Number of Accessory Dwelling Units Permitted. a. An accessory dwelling unit is permitted on a lot with a proposed or existing single-family dwelling unit. b. A minimum of one accessory dwelling unit, or up to 25 percent of the existing multifamily units, is permitted within an existing multifamily dwelling, as a result of the conversion of non-habitable space including, but not limited to, storage rooms, boiler rooms, passageways, attics, basements, or garages; or c. Up to two detached accessory dwelling units shall be permitted on a lot with an existing multifamily dwelling. 3. Unit Size. Accessory dwelling units shall conform to the following size requirements: a. The total floor area for an attached accessory dwelling unit shall not exceed 50 percent of the total floor area of the proposed or existing primary residence, or 850 square feet for a one-bedroom unit and 1,000 square feet for a unit with more than one-bedroom, whichever is greater. b. An accessory dwelling unit of at least 800 square feet shall be permitted regardless of floor area ratio, lot coverage or open space requirements of the underlying zone. c. The total floor area for a detached accessory dwelling shall not exceed 1,200 square feet. d. An accessory dwelling unit within an existing accessory structure may be increased by a maximum of 150 square feet beyond the same physical dimensions as the existing accessory structure to accommodate ingress and egress. Page 519 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 5 4. Unit Location. Accessory dwelling units may be attached to or located within a proposed or existing primary residence or accessory structure (including attached garages, storage areas or similar structures). Accessory dwelling units may be detached from the primary residence. 5. Height. An accessory dwelling unit, as measured from the ground, shall not exceed the height limit for the primary residence in accordance with the underlying zone, or 16 feet, whichever is greater. However, a taller unit can be built based on the following exceptions: a. Detached i. Up to 18 feet on a lot with an existing or proposed single- family or multifamily dwelling if it is located within a half- mile of transit or high-quality transit corridor. The maximum can also be increased to 20 feet only if it is necessary to match the roof pitch of the ADU to that of the main house. ii. Up to 18 feet on a on a lot with an existing or proposed multi- story multifamily dwelling, regardless of proximity to public transit. b. Attached i. Up to 25 feet high for either a primary single-family or multifamily dwelling, or as high the underlying zoning designation allows, whichever is lower. The ADU shall also be no greater than two stories. 6. Development Standard Exceptions. Accessory dwelling units shall conform to the underlying zoning and land use development requirements for primary residences with the following exceptions: a. A new attached or detached accessory dwelling unit is allowed a setback of no less than four feet from the side and rear lot lines. In addition, an encroachment into the front yard setback is also allowed only if it is necessary to construct a minimum 800 square foot unit. b. A new detached accessory dwelling unit shall be located a minimum of six feet from a primary residence. c. No setback shall be required for an existing garage, living area, or accessory structure constructed in the same dimensions that is converted to an accessory dwelling unit or to a portion of an accessory dwelling unit, and a setback of no less than four feet from the side and rear lot lines shall Page 520 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 6 be required for an accessory dwelling unit that is constructed above an accessory structure. d. Correction of nonconforming zoning conditions and/or building code violations shall not be a condition for ministerial approval of a permit application for the creation of an accessory dwelling unit. 7. Parking. Parking for an accessory dwelling unit is not required in any of the following instances: a. The accessory dwelling unit is located within one-half mile walking distance of public transit. b. The accessory dwelling unit is within an architecturally and historically significant historic district. c. The accessory dwelling unit is part of the proposed or existing primary residence or an accessory structure. d. The accessory dwelling unit is in an area where on-street parking permits are required, but not offered to the occupant of the accessory dwelling unit. e. The accessory dwelling unit is located within one block of a car share area. f. When a permit application for an accessory dwelling unit is submitted with a permit application to create a new single-family dwelling or a new multifamily dwelling on the same lot, provided that the accessory dwelling unit or the parcel satisfies any other criteria listed in this paragraph. 8. Accessory dwelling units not meeting any of the above requirements shall be subject to the following access and parking regulations: a. Parking. Parking requirements for accessory dwelling units shall not exceed one parking space per unit or per bedroom, whichever is less. Parking spaces may be provided in tandem on a driveway; provided, that access to the garage for the primary residence is not obstructed. Off-street parking shall be permitted in setback areas or through tandem parking, unless specific findings are made that parking in setback areas or tandem parking is not feasible based upon specific site or regional topographical or fire and life safety conditions. b. The required parking space(s) shall be on the same lot as the accessory dwelling unit. This parking is in addition to the parking requirements for the primary residence as specified in CVMC 19.62.170. Page 521 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 7 c. Notwithstanding CVMC 19.62.190, when a garage, carport, or covered parking structure is demolished in conjunction with the construction of an accessory dwelling unit, or is converted to an accessory dwelling unit that was previously used by the primary residence, replacement parking is not required. If the existing driveway is no longer necessary for access to the converted garage or other required parking, said driveway may be used to satisfy the required parking for the accessory dwelling unit when not exempt from subsection (C)(7) of this section. d. Access to all required parking shall be from a public street, alley or a recorded access easement. Access from a designated utility easement or similar condition shall not be permitted. For any lot proposing an accessory dwelling unit and served by a panhandle or easement access, the access must be a minimum 20 feet in width. e. Curb cuts providing access from the public right-of-way to on-site parking spaces shall be acceptable to the City Engineer. A construction permit from the City Engineer shall be obtained for any new or widened curb cuts. f. Required parking spaces or required maneuvering area shall be free of any utility poles, support wires, guard rails, standpipes or meters, and be in compliance with CVMC 19.62.150. g. When a required parking space abuts a fence or wall on either side, the space shall be a minimum of 10 feet wide. If this area also serves as the pedestrian access from an accessory dwelling unit to the street, the paving shall be a minimum 12 feet wide. 9. Utilities. An accessory dwelling unit may be served by the same water and sewer lateral connections that serve the primary residence. A separate electric meter and address may be provided for the accessory dwelling unit. 10. Design Standards. Dwelling units on the lot should be complementary or compatible in appearance with each other by incorporating matching architectural design, building materials and colors of the primary residence with the accessory dwelling unit, and any other accessory structure built concurrently with the accessory dwelling unit. However, the primary residence may be modified to match the new accessory dwelling unit. 11. Designated Historical Sites. An accessory dwelling unit may be allowed on designated or historical sites, provided the location and design of the accessory dwelling unit meets corresponding historical preservation requirements in place at the time the accessory dwelling unit is built, and complies with the requirements of this section including the following: Page 522 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 8 a. The accessory dwelling unit shall be located behind a primary residence that is determined to be a historic resource. b. The construction of the accessory dwelling unit shall not result in the removal of any other historically significant accessory structure, such as garages, outbuildings, stables or other similar structures. c. The accessory dwelling unit shall be designed as to have a distinguishable architectural style and finished materials composition from the historic primary residence or structure. d. Construction of an accessory dwelling unit shall not result in demolition, alteration or movement of any historic structures and any other on-site features that convey the historic significance of the structure and site. e. If an historic house/site is under a Mills Act contract with the City, the contract shall be amended to authorize the introduction of the accessory dwelling unit on the site. 12. Occupancy Requirement. At the time of building permit submittal, and continuously thereafter, the property owner(s) shall reside on the lot on which the accessory dwelling unit is located or constructed. The Zoning Administrator shall have the authority to suspend this occupancy requirement for a period not to exceed five years when evidence has been submitted that one of the following situations exists: a. The property owner’s health requires them to temporarily live in an assisted living or nursing facility. b. The property owner is required to live outside the San Diego region as a condition of employment or military service. c. The property owner is required to live elsewhere to care for an immediate family member. d. The property owner has received the property as the result of the settlement of an estate. This subsection (C)(12) shall be held in abeyance until January 1, 2025. 13. Accessory dwelling units shall not be required to provide fire sprinklers if they are not required for the primary residence. Page 523 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 9 14. An application for an accessory dwelling unit that is deemed complete by the City shall be considered and approved ministerially and without a hearing within 60 days if there is an existing single-family or multifamily dwelling on the lot. If the application is submitted with an application to create a new single-family dwelling on the lot, the application for the accessory dwelling unit shall be considered and approved within 60 days of approval of the new single-family dwelling. If an ADU application is denied, a full set of comments, listing the specific items that are defective or deficient, shall be provided to the applicant. These comments must also describe how the application can be remedied by the applicant. 15. A demolition permit for a detached garage that is to be replaced with an ADU must be reviewed with the ADU application and issued at the same time. 16. Accessory dwelling units that are applied for after the effective date of the ordinance codified in this section, cannot be rented for less than 30 days. 17. Accessory dwelling units are exempt from the requirements of CVMC 12.24.030, Dedications – Required. 18. An application for an accessory dwelling unit on a private sewage disposal system shall require approval by the local health officer. 19.58.022 Junior Accessory Dwelling Units. A. Definition. “Junior accessory dwelling unit” means a unit that is no more than 500 square feet in size and contained entirely within the space of a proposed or existing single-family residence. A junior accessory dwelling unit may include separate sanitation facilities or may share sanitation facilities with the existing residence. B. In single-family residential zones, a junior accessory dwelling unit is permitted and shall meet all of the following: 1. One junior accessory dwelling unit per residential lot zoned for single-family residences, and only within an existing or proposed single-family residence. 2. One junior accessory dwelling unit and one accessory dwelling unit are allowed on a lot with a primary residence. 3. Owner-occupancy is required in the single-family residence in which the junior accessory dwelling unit will be permitted. The owner may reside in either the remaining portion of the residence or the newly created junior accessory dwelling unit. Owner-occupancy shall not be required if the owner is another governmental agency, land trust, or housing organization. Page 524 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 10 4. Recordation of a deed restriction is required, shall run with the land, and shall be filed with the permitting agency, and shall include both of the following: a. A prohibition on the sale of the junior accessory dwelling unit separate from the sale of the single-family residence, including a statement that the deed restriction may be enforced against future purchasers. b. A restriction on the size and attributes of the junior accessory dwelling unit that conforms to this section. 5. A permitted junior accessory dwelling unit shall be constructed within the existing walls of the single-family residence. This area also includes enclosed, non-habitable rooms and uses, including but not limited to attached garages and storage rooms. 6. A separate entrance from the main entrance to the primary structure is required. A permitted junior accessory dwelling may include a second interior doorway for sound attenuation. If a JADU shares a bathroom with the primary dwelling, the JADU is required to have an interior entry to the primary dwelling’s “main living area,” independent of the exterior entrances of the JADU and primary dwelling. 7. An efficiency kitchen for the junior accessory dwelling unit is required, and shall include: a. A cooking facility with appliances. b. A food preparation counter and storage cabinets that are of reasonable size in relation to the size of the junior accessory dwelling unit. C. Additional parking is not required for a junior accessory dwelling unit. D. For purposes of providing service for water, sewer, or power, including a connection fee, a junior accessory dwelling unit shall not be considered a separate or new dwelling unit. E. Correction of nonconforming zoning conditions and/or building code violations shall not be a condition for ministerial approval of a permit application for the creation of a junior accessory dwelling unit. F. An application for a junior accessory dwelling unit that is deemed complete by the City shall be considered and approved ministerially and without a hearing within 60 days if there is an existing single-family dwelling on the lot. If the application is submitted with an application to create a new single-family dwelling on the lot, the application for Page 525 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 11 the junior accessory dwelling unit shall be considered and approved within 60 days of approval of the new single-family dwelling. If a JADU application is denied, a full set of comments, listing the specific items that are defective or deficient, shall be provided to the applicant. These comments must also describe how the application can be remedied by the applicant. G. Junior accessory dwelling units are exempt from the requirements of CVMC 12.24.030, Dedications – Required. Section XVII. Severability If any portion of this Ordinance, or its application to any person or circumstance, is for any reason held to be, invalid, unenforceable or unconstitutional; by a court of competent jurisdiction, that portion shall be deemed severable, and such invalidity, unenforceability or unconstitutionality shall not affect the validity or enforceability of the remaining portions of the Ordinance, or its application to any other person or circumstance. The City Council of the City of Chula Vista hereby declares that it would have adopted each section, sentence, clause or phrase of this Ordinance, irrespective of the fact that any one or more other sections, sentences, clauses or phrases of the Ordinance be declared invalid, unenforceable or unconstitutional. Section XVIII. Construction The City Council of the City of Chula Vista intends this Ordinance to supplement, not to duplicate or contradict, applicable state and federal law and this Ordinance shall be construed in light of that intent. Section XIX. Effective Date This Ordinance shall take effect and be in force on the thirtieth (30th) day after its final passage. Section XX. Publication. The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published or posted according to law. Presented by Approved as to form By: Laura C. Black, AICP Jill D.S. Maland Director of Development Services Lounsbery Ferguson Altona & Peak Acting City Attorney Page 526 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ordinance Page 12 Page 527 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Accessory Dwelling Units & Junior Accessory Dwelling Units 1 City Council Item 7.2 March 28, 2023 Page 528 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda State Law Compliance Accessory Dwelling Units (ADUs) and Junior Accessory Dwelling Units (JADUs) Effective, January 1, 2023 •SB 897 •AB 2221 Page 529 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Maximum Height & Setbacks Detached: •18’, if within a half-mile of transit •20’ if necessary to match main house Attached: •25’ or as high as underlying zoning allows, whichever is less. Front yard setback alone cannot prohibit ADU construction Page 530 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Areas within a half mile of transitPage 531 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Revised JADU Regulations When JADU shares a bathroom with primary, an entry is now required into the primary’s main living area. Photo credit: Levi Design Build Non-habitable rooms (garages, storage rooms, etc.) now eligible to be used as JADU. Page 532 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda New Review/Processing Procedures Clear comments to applicant if ADU application is denied. If being replaced, garage demolition permit must be reviewed and issued at the same time as ADU permit. Cannot deny building permit based on nonconforming zoning conditions and/or building code violations. Page 533 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Definition Addition Definition of “Objective Standards” “Objective standards” are those that involve “no personal or subjective judgment by a public official” and are “uniformly verifiable by reference to an external and uniform benchmark or criterion available…” Page 534 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda City-Initiated Amendments Proposed Local Clarifications to ADU Regulations •Number of ADUs allowed on multifamily parcels. •Add “multifamily” definition –any structure with two or more attached units on a single lot. Page 535 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Previous Action/Review Development Oversight Committee Convened on January 11, 2023. Overall positive feedback regarding changes; concern with front yard setback modification. Planning Commission Approved unanimously on February 22, 2023 Page 536 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RECOMMENDATION Place an ordinance on first reading approving the Chula Vista Municipal Code amendments regarding ADUs and JADUs. Page 537 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda v . 0 03 P a g e | 1 March 28, 2023 ITEM TITLE American Rescue Plan Act (ARPA): Approve an ARPA Spending Plan Amendment and Subrecipient Agreements for SBCS Domestic Violence Program, SBCS Casa Nueva Vida Shelter Operations, and Jacobs & Cushman San Diego Food Bank, and Reallocate Funds Report Number: 23-0074 Location: 31 4th Avenue Department: Housing and Homeless Services Environmental Notice: The activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3) no environmental review is required. Notwithstanding the foregoing, the activity qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. Recommended Action Adopt a resolution (1) approving a fourth amendment to the American Rescue Plan Act Spending Plan, (2) approving sub-recipient agreements with the SBCS Corporation for the Domestic Violence Program and Casa Nueva Vida Shelter Operations, (3) approving a sub-recipient agreement with Jacobs and Cushman San Diego Food Bank and (4) reallocating funds and amending CIP budget for those purposes. (4/5 Vote Required) SUMMARY On May 10, 2021, the U.S. Department of the Treasury announced the launch of the Coronavirus State and Local Fiscal Recovery Funds, established by the American Rescue Plan Act of 2021 (“ARPA”), to provide $350 billion in emergency funding for eligible state, local, territorial, and Tribal governments. The Coronavirus State and Local Fiscal Recovery Funds provide substantial flexibility for each jurisdiction to meet local needs—including support for households, small businesses, impacted industries, essential workers, and the communities hardest-hit by the crisis. The City received a total of $57.5 million, which was appropriated by the City Council with the initial plan presented on August 24, 2021 and the fiscal year 2022-23 adopted budget. This action proposes to reallocate $200,000 in previously appropriated ARPA funds to the SBCS Corporation (SBCS) Domestic Violence Program, $400,000 to the SBCS Casa Nueva Vida Shelter Operations, and $100,000 to the Jacobs & Cushman Page 538 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 2 San Diego Food Bank by amending the Spending Plan to reallocate $600,000 within the Public Health Category and reallocate $100,000 from the Revenue Recovery Category to the Public Health Category. Furthermore, this item authorizes Subrecipient Agreements with SBCS and the Jacobs & Cushman San Diego Food Bank for these items. ENVIRONMENTAL REVIEW The proposed activity has been reviewed for compliance with the California Environmental Quality Act (CEQA) and it has been determined that the activity is not a “Project” as defined under Section 15378 of the state CEQA Guidelines; therefore, pursuant to Section 15060(c)3) of the State CEQA Guidelines, the activity is not subject to CEQA. Although environmental review is not required at this time, once the scope of potential project(s) has been defined, environmental review will be required for each project and the appropriate environmental determination will be made. Notwithstanding the foregoing, it has also been determined that the activity qualifies for an Exemption pursuant to Section 15061(b)(3) of the California Environmental Quality Act State Guidelines. Thus, no environmental review is required. BOARD/COMMISSION/COMMITTEE RECOMMENDATION Not applicable. DISCUSSION With the launch of the Coronavirus State and Local Fiscal Recovery Funds, eligible jurisdictions have been able to bolster their response to the COVID-19 emergency and its economic impacts, through ARPA funding to support the immediate pandemic response, provide for basic emergency needs, bring back jobs, and lay the groundwork for a strong and equitable recovery. The Treasury has launched much-needed relief to more specifically:  Support urgent COVID-19 response efforts to continue to decrease spread of the virus and bring the pandemic under control;  Replace lost public sector revenue to strengthen support for vital public services and help retain jobs;  Support immediate economic stabilization for households and businesses; and  Address systemic public health and economic challenges that have contributed to the inequal impact of the pandemic on certain populations. Programs The Coronavirus State and Local Fiscal Recovery Funds provide substantial flexibility for each jurisdiction to meet local needs—including support for households, small businesses, impacted industries, essential workers, and the communities hardest-hit by the crisis. This action will assist the following three programs continue to provide services impacted by increased need, due to the pandemic. (1) The SBCS Domestic Violence Program provides therapeutic counseling and crisis intervention services to adult and children victims of family violence (“DV”). The Family Violence Treatment Program provides therapeutic counseling and crisis intervention services to adult and children victims of family violence which include the following activities:  Domestic Violence response Team (“DVRT”) for emergency responses, 24 hr. hotline assistance for DV victims, and 24 hr. access to emergency shelter:  Strengths-based Assessments and Safety Planning for DV victims and their children; Page 539 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 3  Individual counseling and group/family counseling;  Unique therapeutic pre-school, Mi Escuelita, for child victims of family violence; and  On-going case management and support for victims. All clients also have access to any of SBCS’ other programs including emergency and transitional housing, financial self-sufficiency services, and/or job development. All Family Violence Treatment Program services are on-going and ARPA funds will assist SBCS to maintain/increase the number of calls responded to through the DVRT–the entry point for many victims to get the assistance they need to re-build safe, stable and healthy lives for themselves and their children. (2) Casa Nueva Vida offers the only short-term shelter/housing program for homeless families (with children) in the South Bay region, including victims of domestic violence. Staff utilize a comprehensive strengths-based assessment and an individualized treatment plan, to include any number of services including case management, counseling, employment assistance, childcare, etc. so each client can work to re - establish a self-sufficient lifestyle free from homelessness. Without supportive housing programs like Casa Nueva Vida, more individuals would be forced to live on the streets. (3) The Jacobs & Cushman San Diego Food Bank has been on the front lines of the Coronavirus crisis since the pandemic hit our community in March 2020. Along with volunteers and a network of nonprofit partners, they have been providing emergency food assistance to individuals and families impacted by the pandemic. With a new allocation of funding and working closely with over 35 Chula Vista nonprofit partners, the San Diego Food Bank will serve as the main point of contact for food distribution and ensure that the City of Chula Vista continues to provide assistance to our neighbors in need. ARPA Spending Plan & Conclusion Table 1 reflects the new proposed allocation of ARPA funds. Page 540 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 4 Table 1 Fourth Amendment to the ARPA Spending Plan +Public Health Category: New allocation of $600,000 for the Domestic Violence. Item includes both allocations for SBCS Domestic Violence Program and Casa Nueva Vida Shelter Operations +Negative Economic Impacts Category: New allocation of $100,000 for Jacobs & Cushman San Diego Food Bank -Public Health Category: HVAC allocation reduced by $600,000 -Revenue Category: Governmental Funds allocation reduced by $100,000 With a new allocation of funding, the SBCS Domestic Violence Program and Casa Nueva Vida Shelter Operations will provide assistance to victims of domestic violence as cases have significantly increased since the start of the pandemic, while the Jacobs & Cushman San Diego Food Bank will provide crucial nutrition to all Chula Vista residents in need, as individuals and families continue to recover from pandemic impacts. DECISION-MAKER CONFLICT Staff has reviewed the property holdings of the City Council and has found that, Mayor John McCann has real property holdings within 500 feet of the boundaries of the property located at 31 4th Avenue which is the subject of this action. Consequently, pursuant to California Code of Regulations Title 2, sections 18700 and 18702.2(a)(7), this item presents a disqualifying real property-related financial conflict of interest under the Political Reform Act (Cal. Gov't Code § 87100, et seq.) for the above-identified member. Staff is not independently aware, and has not been informed by any City Council member, of any other fact that may constitute a basis for a decision-maker conflict of interest in this matter. FY 2022 FY 2023 FY 2023 Category Amended Budget Amended Budget* Proposed Adjustments EC 1 - Public Health 9,867,625$ 10,067,625$ -$ 19,935,250$ HVAC (Project GGV0261)9,000,000 9,500,000 (600,000) 17,900,000 COVID Testing/Vaccinations 667,625 567,625 - 1,235,250 Domestic Violence 200,000 - 600,000 800,000 EC 2 - Negative Economic Impacts 300,000$ -$ 100,000$ 400,000$ Jacobs and Cushman San Diego Food Bank 100,000 - 100,000 200,000 Alpha Project - Take Back the Streets 100,000 - - 100,000 Homeless Supportive Services 100,000 - - 100,000 EC 2 - Economic Development 2,900,000$ -$ -$ 2,900,000$ Small Business Grants 2,600,000 - - 2,600,000 Choose Chula 100,000 - - 100,000 Curb/Sidewalk Café Grant 200,000 - - 200,000 EC 3 - Premium Pay to Essential Workers 1,000,000$ 1,534,451$ -$ 2,534,451$ EC 5 - Infrastructure 900,000$ -$ -$ 900,000$ Broadband Design (Project GGV0263)900,000 - - 900,000 EC 6 - Revenue Recovery 13,923,000$ 17,042,549$ (100,000)$ 30,865,549$ Governmental Funds 13,923,000 17,042,549 (100,000) 30,865,549 TOTAL 28,890,625$ 28,644,625$ -$ 57,535,250$ * As of December 6, 2022 City of Chula Vista - ARPA Spending Plan Total Budget with Proposed Adjustments Page 541 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda P a g e | 5 CURRENT-YEAR FISCAL IMPACT There is no current year fiscal impact to the City's General Fund as all costs associated with the program are covered by available American Rescue Plan Act funds. Approval of the resolution reallocates $700,000 in ARPA funds that have been previously appropriated and reduces associated CIP budget (GGV0261). ONGOING FISCAL IMPACT There is no ongoing fiscal impact to the City's General Fund as all costs associated with the program are covered by available American Rescue Plan Act funds. ATTACHMENTS 1. Subrecipient Agreement - SBCS Domestic Violence Program 2. Subrecipient Agreement – SBCS Casa Nueva Vida Shelter Operations 3. Subrecipient Agreement – Jacobs & Cushman San Diego Food Bank Staff Contact: Dania Gonzalez, Principal Management Analyst Mark Barnard, Management Analyst II, Housing and Homeless Services Page 542 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. __________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA (1) APPROVING A FOURTH AMENDMENT TO THE AMERICAN RESCUE PLAN ACT SPENDING PLAN, (2) AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE AGREEMENTS WITH SBCS CORPORATION FOR DOMESTIC VIOLENCE SERVICES AND CASA NUEVA VIDA SHELTER OPERATION PROGRAMS, AND THE JACOBS AND CUSHMAN SAN DIEGO FOOD BANK; AND (3) REALLOCATING FUNDS AND AMENDING THE CIP BUDGET THEREFOR WHEREAS, on March 11, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (“ARPA”) – CDFA 21.027, which provides fiscal relief funds to State and Local Governments, and other program areas aimed at mitigating the continuing effects of the COVID-19 Pandemic; and WHEREAS, ARPA is intended to provide support to local governments in responding to the impact of COVID-19 and in their efforts to contain COVID-19 in their communities, residents, and businesses; and WHEREAS, ARPA includes State and Local Fiscal Recovery Funds to support urgent COVID response efforts to decrease the spread of the virus; to replace lost public sector revenue to strengthen support for vital public services; to support immediate economic stabilization for households and businesses; and to address systemic public health and economic challenges that have contributed to inequal impacts of the pandemic on certain populations; and WHEREAS, the United States Department of Treasury has adopted the interim final rule as guidance regarding the use of ARPA Funds; and WHEREAS, the City of Chula Vista received $57,535,250 in two tranches with $28,767,625 provided in May 2021 and the remaining $28,767,625 received twelve months later; and WHEREAS, the City Council intends to expend a portion of the first tranche of the City’s ARPA Funds in accordance with Federal Law and guidance, for the current critical needs and priorities including services to victims of domestic violence; and WHEREAS, Staff has determined that SBCS Corporation (“SBCS”) is experienced and staffed in a manner such that they can prepare and deliver the services required by the City; and WHEREAS, SBCS through their Domestic Violence Program and Casa Nueva Vida Shelter operations will continue to provide therapeutic counseling and crisis intervention Page 543 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda services to adult and children victims of family violence including those impacted due to the pandemic; and WHEREAS, Staff has determined that The Jacobs & Cushman San Diego Food Bank (“San Diego Food Bank”) is experienced and staffed in a manner such that they can prepare and deliver the services required by the City; and WHEREAS, the San Diego Food Bank has been providing emergency food assistance to individuals and families impacted by the pandemic and will continue to serve as the main point of contact for food distribution and working closely with over 35 Chula Vista nonprofit partners; and WHEREAS, in order for an outside agency or City Department to receive and operate a federally funded activity, they must formally enter into a Subrecipient Agreement. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Chula Vista that it hereby amends The American Rescue Plan Act Spending Plan and reallocates funds within the American Rescue Plan Act 2021 Fund (Fund 268) and amends CIP budget (GGV0261) as follows: Public Health: HVAC (Project GGV0261) ($600,000) Revenue Recovery: Governmental Funds ($100,000) Public Health: Casa Nueva Vida Shelter Operations $400,000 Public Health: Domestic Violence Program $200,000 Negative Economic Impacts: Jacobs & Cushman San Diego Food Bank $100,000 BE IT FURTHER RESOLVED that City Council authorizes the City Manager or designee to execute any required documents or agreements necessary to implement said amendment and Subrecipient Agreements with SBCS Corporation in the amount of $200,000 for the Domestic Violence Program, and the amount of $400,000 for SBCS Casa Nueva Vida Shelter Operations. BE IT FURTHER RESOLVED that City Council authorizes the City Manager or designee to execute any required documents or agreements necessary to implement said amendment and Subrecipient Agreement with Jacobs & Cushman San Diego Food Bank in the amount of $100,000. Presented by Approved as to form By: Stacey Kurz Jill D.S. Maland Director of Housing & Homeless Services Lounsbery Ferguson Altona & Peak Acting City Attorney Page 544 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 CITY OF CHULA VISTA CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT WITH SBCS CORPORATION TO PROVIDE EMERGENCY DOMESTIC VIOLENCE SERVICES DUE TO THE PUBLIC HEALTH EMERGENCY WITH RESPECT TO THE CORONAVIRUS DISEASE 2019 (COVID-19) This Agreement is entered into effective as of April 1, 2023 (“Effective Date”) by and between the City of Chula Vista, a chartered municipal corporation (“City”) and SBCS Corporation, a California non-profit corporation (“Contractor/Service Provider”) (collectively, the “Parties” and, individually, a “Party”) with reference to the following facts: RECITALS WHEREAS, on March 11, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (ARPA), which provides fiscal relief funds to State and Local Governments, and other program areas aimed at mitigating the continuing effects of the COVID-19 Pandemic; and WHEREAS, ARPA is intended to provide support to local governments in responding to the impact of COVID-19 and in their efforts to contain COVID-19 in their communities, residents, and businesses; and WHEREAS, ARPA includes State and Local Fiscal Recovery Funds to support urgent COVID response efforts to decrease the spread of the virus; to replace lost public sector revenue to strengthen support for vital public services; to support immediate economic stabilization for households and businesses; and to address systemic public health and economic challenges that have contributed to inequal impacts of the pandemic on certain populations; and WHEREAS, the City of Chula Vista will receive $57,535,251 in two tranches with $28,767,625 provided in May 2021 and the remaining $28,767,625 received twelve months later; and WHEREAS, the City Council intends to expend a portion of the first tranche of the City’s ARPA Funds in accordance with Federal Law and guidance, for the current critical needs and priorities including the provision of food services, and WHEREAS, the Catalog of Federal Domestic Assistance Number for the ARPA is 21.027; and WHEREAS, City is in need of a service provider to administer its program on the City’s behalf; and WHEREAS, Contractor/Service Provider is duly licensed and/or has the necessary qualifications to provide such services described herein; and WHEREAS, The Parties desire to establish the terms for the City to retain the Contractor/Service Provider in order to provide the services described herein; and WHEREAS, Contractor/Service Provider warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Contractor/Service Provider to City in accordance with the time frames and the terms and conditions of this Agreement. [End of Recitals. Next Page Starts Obligatory Provisions.] Page 545 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 OBLIGATORY PROVISIONS NOW, THEREFORE, in consideration of the above recitals, the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which the Parties hereby acknowledge, City and Contractor/Service Provider hereby agree as follows: 1. SERVICES 1.1 Required Services. Contractor/Service Provider agrees to perform the services, and deliver to City the “Deliverables” (if any) described in the attached Exhibit A, incorporated into the Agreement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables described in Exhibit A shall be referred to herein as the “Required Services.” 1.2 Reductions in Scope of Work. City may independently, or upon request from Contractor/Service Provider, from time to time, reduce the Required Services to be performed by the Contractor/Service Provider under this Agreement. Upon doing so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating a correspon ding reduction in the compensation associated with the reduction. 1.3 Additional Services. Subject to compliance with the City’s Charter, codes, policies, procedures and ordinances governing procurement and purchasing authority, City may request Contractor/Service Provider provide additional services related to the Required Services (“Additional Services”). If so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating an amendment to Exhibit A, to add the Additional Services. Unless otherwise agreed, compensation for the Additional Services shall be charged and paid consistent with the rates and terms already provided therein. Once added to Exhibit A, “Additional Services” shall also become “Required Services” for purposes of this Agreement. 1.4 Standard of Care. Contractor/Service Provider expressly warrants and agrees that any and all Required Services hereunder shall be performed in accordance with the highest standard of care exercised by members of the profession currently practicing under similar conditions and in similar locations. 1.5 No Waiver of Standard of Care. Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Contractor/Service Provider of responsibility for complying with all laws, codes, industry standards, and liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Contractor/Service Provider or its subcontractors. 1.6 Security for Performance. In the event that Exhibit A Section 4 indicates the need for Contractor/Service Provider to provide additional security for performance of its duties under this Agreement, Contractor/Service Provider shall provide such additional security prior to commencement of its Required Services in the form and on the terms prescribed on Exhibit A, or as otherwise prescribed by the City Attorney. 1.7 Compliance with Laws and Regulations. In its performance of the Required Services, Contractor/Service Provider shall comply with any and all applicable federal, state and local laws, including the Chula Vista Municipal Code. Contractor/Service Provider shall additionally comply with the Federal Requirements identified in the attached Exhibit E. Page 546 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 1.8 Business License. Prior to commencement of work, Contractor/Service Provider shall obtain a business license from City. 1.9 Subcontractors. Prior to commencement of any work, Contractor/Service Provider shall submit for City’s information and approval a list of any and all subcontractors to be used by Contractor/Service Provider in the performance of the Required Services. Contractor/Service Provider agrees to take appropriate measures necessary to ensure that all subcontractors and personnel utilized by the Contractor/Service Provider to complete its obligations under this Agreement comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local. In addition, if any subcontractor is expected to fulfill any responsibilities of the Contractor/Service Provider under this Agreement, Contractor/Service Provider shall ensure that each and every subcontractor carries out the Contractor/Service Provider’s responsibilities as set forth in this Agreement. 1.10 Term. This Agreement shall commence on the earlier to occur of the Effective Date or Contractor/Service Provider’s commencement of the Required Services hereunder, and shall terminate when the Parties have complied with all their obligations hereunder; provided, however, provisions which expressly survive termination shall remain in effect. 2. COMPENSATION 2.1 General. For satisfactory performance of the Required Services, City agrees to compensate Contractor/Service Provider in the amount(s) and on the terms set forth in Exhibit A, Section 4. Standard terms for billing and payment are set forth in this Section 2. 2.2 Detailed Invoicing. Contractor/Service Provider agrees to provide City with a detailed invoice for services performed each month, within thirty (30) days of the end of the month in which the services were performed, unless otherwise specified in Exhibit A. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format with each task separately explained in reasonable detail. Each invoice shall include the current monthly amount being billed, the amount invoiced to date, and the remaining amount available under any approved budget. Contractor/Service Provider must obtain prior written authorization from City for any fees or expenses that exceed the estimated budget. 2.3 Payment to Contractor/Service Provider. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed, City shall pay Contractor/Service Provider for the invoice amount within thirty (30) days. Payment shall be made in accordance with the terms and conditions set forth in Exhibit A and section 2.4, below. At City’s discretion, invoices not timely submitted may be subject to a penalty of up to five percent (5%) of the amount invoiced. 2.4 Retention Policy. City shall retain ten percent (10%) of the amount due for Required Services detailed on each invoice (the “holdback amount”). Upon City review and determination of Project Completion, the holdback amount will be issued to Contractor/Service Provider. 2.5 Reimbursement of Costs. City may reimburse Contractor/Service Provider’s out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services if negotiated in advance and included in Exhibit A. Unless specifically provided in Exhibit A, Contractor/Service Provider shall be responsible for any and all out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services. Page 547 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 2.6 Exclusions. City shall not be responsible for payment to Contractor/Service Provider for any fees or costs in excess of any agreed upon budget, rate or other maximum amount(s) provided for in Exhibit A. City shall also not be responsible for any cost: (a) incurred prior to the Effective Date; or (b) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of Contractor/Service Provider, its agents, employees, or subcontractors. 2.7 Payment Not Final Approval. Contractor/Service Provider understands and agrees that payment to the Contractor/Service Provider or reimbursement for any Contractor/Service Provider costs related to the performance of Required Services does not constitute a City final decision regarding whether such payment or cost reimbursement is allowable and eligible for payment under this Agreement, nor does it constitute a waiver of any violation by Contractor/Service Provider of the terms of this Agreement. If City determines that Contractor/Service Provider is not entitled to receive any amount of compensation already paid, City will notify Contractor/Service Provider in writing and Contractor/Service Provider shall promptly return such amount. 3. INSURANCE 3.1 Required Insurance. Contractor/Service Provider must procure and maintain, during the period of performance of Required Services under this Agreement, and for twelve months after completion of Required Services, the policies of insurance described on the attached Exhibit B, incorporated into the Agreem ent by this reference (the “Required Insurance”). The Required Insurance shall also comply with all other terms of this Section. 3.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions relating to the Required Insurance must be disclosed to and approved by City in advance of the commencement of work. 3.3 Standards for Insurers. Required Insurance must be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best’s rating of A V or better, or, if insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers (LESLI) with a current A.M. Best’s rating of no less than A X. For Workers’ Compen sation Insurance, insurance issued by the State Compensation Fund is also acceptable. 3.4 Subcontractors. Contractor/Service Provider must include all sub-Contractor/Service Providers/sub- contractors as insureds under its policies and/or furnish separate certificates and endorsements demonstrating separate coverage for those not under its policies. Any separate coverage for sub-Contractor/Service Providers must also comply with the terms of this Agreement. 3.5 Additional Insureds. City, its officers, officials, employees, agents, and volunteers must be named as additional insureds with respect to any policy of general liability, automobile, or pollution insurance specified as required in Exhibit B or as may otherwise be specified by City’s Risk Manager.. The general liability additional insured coverage must be provided in the form of an endorsement to the Contractor/Service Provider’s insurance using ISO CG 2010 (11/85) or its equivalent; such endorsement must not exclude Products/Completed Operations coverage. 3.6 General Liability Coverage to be “Primary.” Contractor/Service Provider’s general liability coverage must be primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers is Page 548 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 wholly separate from the insurance provided by Contractor/Service Provider and in no way relieves Contractor/Service Provider from its responsibility to provide insurance. 3.7 No Cancellation. No Required Insurance policy may be canceled by either Party during the required insured period under this Agreement, except after thirty days’ prior written notice to the City by certified mail, return receipt requested. Prior to the effective date of any such cancellation Contractor/Service Provider must procure and put into effect equivalent coverage(s). 3.8 Waiver of Subrogation. Contractor/Service Provider’s insurer(s) will provide a Waiver of Subrogation in favor of the City for each Required Insurance policy under this Agreement. In addition, Contractor/Service Provider waives any right it may have or may obtain to subrogation for a claim against City. 3.9 Verification of Coverage. Prior to commencement of any work, Contractor/Service Provider shall furnish City with original certificates of insurance and any amendatory endorsements necessary to demonstrate to City that Contractor/Service Provider has obtained the Required Insurance in compliance with the terms of this Agreement. The words “will endeavor” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents, or representatives” or any similar language must be deleted from all certificates. The required certificates and endorsements should otherwise be on industry standard forms. The City reserves the right to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications. 3.10 Claims Made Policy Requirements. If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors & Omissions coverage are required and are provided on a claims -made form, the following requirements also apply: a. The “Retro Date” must be shown, and must be before the date of this Agreement or the beginning of the work required by this Agreement. b. Insurance must be maintained, and evidence of insurance must be provided, for at least five (5) years after completion of the work required by this Agreement. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a “Retro Date” prior to the effective date of this Agreement, the Contractor/Service Provider must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the work required by this Agreement. d. A copy of the claims reporting requirements must be submitted to the City for review. 3.11 Not a Limitation of Other Obligations. Insurance provisions under this section shall not be construed to limit the Contractor/Service Provider’s obligations under this Agreement, including Indemnity. 3.12 Additional Coverage. To the extent that insurance coverage provided by Contractor/Service Provider maintains higher limits than the minimums appearing in Exhibit B, City requires and shall be entitled to coverage for higher limits maintained. Page 549 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 4. INDEMNIFICATION 4.1. General. To the maximum extent allowed by law, Contractor/Service Provider shall protect, defend, indemnify and hold harmless City, its elected and appointed officers, agents, employees and volunteers (collectively, “Indemnified Parties”), from and against any and all claims, demands, causes of action, costs, expenses, (including reasonable attorneys’ fees and court costs), liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of Contractor/Service Provider, its officials, officers, employees, agents, and contractors, arising out of or in connection with the performance of the Required Services, the results of such performance, or this Agreement. This indemnity provision does not include any claims, damages, liability, costs and expenses arising from the sole negligence or willful misconduct of the Indemnified Parties. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the Indemnified Parties which may be in combination with the active or passive negligent acts or omissions of the Contractor/Service Provider, its employees, agents or officers, or any third party. 4.2. Modified Indemnity Where Agreement Involves Design Professional Services. Notwithstanding the forgoing, if the services provided under this Agreement are design professional services, as defined by California Civil Code section 2782.8, as may be amended from time to time, the defense and indemnity obligation under Section 1, above, shall be limited to the extent required by California Civil Code section 2782.8. 4.3 Costs of Defense and Award. Included in Contractor/Service Provider’s obligations under this Section 4 is Contractor/Service Provider’s obligation to defend, at Contractor/Service Provider’s own cost, expense and risk, any and all suits, actions or other legal proceedings that may be brought or instituted against one or more of the Indemnified Parties. Subject to the limitations in this Section 4, Contractor/Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against one or more of the Indemnified Parties for any and all related legal expenses and costs incurred by any of them. 4.4. Contractor/Service Provider’s Obligations Not Limited or Modified. Contractor/Service Provider’s obligations under this Section 4 shall not be limited to insurance proceeds, if any, received by the Indemnified Parties, or by any prior or subsequent declaration by the Contractor/Service Provider. Furthermore, Contractor/Service Provider’s obligations under this Section 4 shall in no way limit, modify or excuse any of Contractor/Service Provider’s other obligations or duties under this Agreement. 4.5. Enforcement Costs. Contractor/Service Provider agrees to pay any and all costs City incurs in enforcing Contractor/Service Provider’s obligations under this Section 4. 4.6 Survival. Contractor/Service Provider’s obligations under this Section 4 shall survive the termination of this Agreement. 5. FINANCIAL INTERESTS OF CONTRACTOR/SERVICE PROVIDER. 5.1 Form 700 Filing. The California Political Reform Act and the Chula Vista Conflict of Interest Code require certain government officials and Contractor/Service Providers performing work for government agencies to publicly disclose certain of their personal assets and income using a Statement of Economic Interests form (Form 700). In order to assure compliance with these requirements, Contractor/Service Provider shall comply with the disclosure requirements identified in the attached Exhibit C, incorporated into the Agreement by this reference. Page 550 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 5.2 Disclosures; Prohibited Interests. Independent of whether Contractor/Service Provider is required to file a Form 700, Contractor/Service Provider warrants and represents that it has disclosed to City any economic interests held by Contractor/Service Provider, or its employees or subcontractors who will be performing the Required Services, in any real property or project which is the subject of this Agreement. Contractor/Service Provider warrants and represents that it has not employed or retained any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, to solicit or secure this Agreement. Further, Contractor/Service Provider warrants and represents that it has not paid or agreed to pay any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor/Service Provider further warrants and represents that no officer or employee of City, has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, the proceeds hereof, or in the business of Contractor/Service Provider or Contractor/Service Provider’s subcontractors. Contractor/Service Provider further agrees to notify City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. For breach or violation of any of these warranties, City shall have the right to rescind this Agreement without liability. 6. REMEDIES 6.1 Termination for Cause. If for any reason whatsoever Contractor/Service Provider shall fail to perform the Required Services under this Agreement, in a proper or timely manner, or if Contractor/Service Provider shall violate any of the other covenants, agreements or conditions of this Agreement (each a “Default”), in addition to any and all other rights and remedies City may have under this Agreement, at law or in equity, City shall have the right to terminate this Agreement by giving five (5) days written notice to Contractor/Service Provider. Such notice shall identify the Default and the Agreement termination date. If Contractor/Service Provider notifies City of its intent to cure such Default prior to City’s specified termination date, and City agrees that the specified Default is capable of being cured, City may grant Contractor/Service Provider up to ten (10) additional days after the designated termination date to effectuate such cure. In the event of a termination under this Section 6.1, Contractor/Service Provider shall immediately provide City any and all” Work Product” (defined in Section 7 below) prepared by Contractor/Service Provider as part of the Required Services. Such Work Product shall be City’s sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider may be entitled to compensation for work satisfactorily performed prior to Contractor/Service Provider’s receipt of the Default notice; provided, however, in no event shall such compensation exceed the amount that would have been payable under this Agreement for such work, and any such compensation shall be reduced by any costs incurred or projected to be incurred by City as a result of the Default. 6.2 Termination or Suspension for Convenience of City. City may suspend or terminate this Agreement, or any portion of the Required Services, at any time and for any reason, with or without cause, by giving specific written notice to Contractor/Service Provider of such termination or suspension at least fifteen (15) days prior to the effective date thereof. Upon receipt of such notice, Contractor/Service Provider shall immediately cease all work under the Agreement and promptly deliver all “Work Product” (defined in Section 7 below) to City. Such Work Product shall be City's sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider shall be entitled to receive just and equitable compensation for this Work Product in an amount equal to the amount due and payable under this Agreement for work satisfactorily performed as of the date of the termination/suspension notice plus any additional remaining Required Services requested or approved by City in advance that would maximize City’s value under the Agreement. Page 551 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 6.3 Waiver of Claims. In the event City terminates the Agreement in accordance with the terms of this Section, Contractor/Service Provider hereby expressly waives any and all claims for damages or compensation as a result of such termination except as expressly provided in this Section 6. 6.4 Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement against City unless a claim has first been presented in writing and filed with City and acted upon by City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vis ta Municipal Code, as same may be amended, the provisions of which, including such policies and procedures used by City in the implementation of same, are incorporated herein by this reference. Upon request by City, Contractor/Service Provider shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. 6.5 Governing Law/Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in San Diego County, State of California. 6.6 Service of Process. Contractor/Service Provider agrees that it is subject to personal jurisdiction in California. If Contractor/Service Provider is a foreign corporation, limited liability company, or partnership that is not registered with the California Secretary of State, Contractor/Service Provider irrevocably consents to service of process on Contractor/Service Provider by first class mail directed to the individual and address listed under “For Legal Notice,” in section 1.B. of Exhibit A to this Agreement, and that such service shall be effective five days after mailing. 7. OWNERSHIP AND USE OF WORK PRODUCT All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectivel y “Work Product”) shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Contractor/Service Provider in the United States or in any other country without the express, prior written consent of City. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Contractor/Service Provider, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws. With respect to computer files containing data generated as Work Product, Contractor/Service Provider shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 8. GENERAL PROVISIONS 8.1 Amendment. This Agreement may be amended, but only in writing signed by both Parties. 8.2 Assignment. City would not have entered into this Agreement but for Contractor/Service Provider’s unique qualifications and traits. Contractor/Service Provider shall not assign any of its rights or responsibilities under this Agreement, nor any part hereof, without City’s prior written consent, which City may grant, condition or deny in its sole discretion. Page 552 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 8.3 Authority. The person(s) executing this Agreement for Contractor/Service Provider warrants and represents that they have the authority to execute same on behalf of Contractor/Service Provider and to bind Contractor/Service Provider to its obligations hereunder without any further action or direction from Contractor/Service Provider or any board, principle or officer thereof. 8.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed such a counterpart. 8.5 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the Parties with respect to the subject matter contained herein. All exhibits referenced herein shall be attached hereto and are incorporated herein by reference. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. 8.6 Record Retention. During the course of the Agreement and for three (3) years following completion of the Required Services, Contractor/Service Provider agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the performance of the Agreement, including accounting for costs and expenses charged to City, including such records in the possession of sub-contractors/sub-Contractor/Service Providers. 8.7 Further Assurances. The Parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the Parties. 8.8 Independent Contractor. Contractor/Service Provider is and shall at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, agents or volunteers shall have control over the conduct of Contractor/Service Provider or any of Contractor/Service Provider’s officers, employees, or agents (“Contractor/Service Provider Related Individuals”), except as set forth in this Agreement. No Contractor/Service Provider Related Individuals shall be deemed employees of City, and none of them shall be entitled to any benefits to which City employees are entitled, including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Furthermore, City will not withhold state or federal income tax, social security tax or any other payroll tax with respect to any Contractor/Service Provider Related Individuals; instead, Contractor/Service Provider shall be solely responsible for the payment of same and shall hold the City harmless with respect to same. Contractor/Service Provider shall not at any time or in any manner represent that it or any of its Contractor/Service Provider Related Individuals are employees or agents of City. Contractor/Service Provider shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner. 8.9 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any Party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such Party, postage prepaid, registered or certified, with return receipt requested, at the add resses identified in this Agreement at the places of business for each of the designated Parties as indicated in Exhibit A, or otherwise provided in writing. (End of page. Next page is signature page.) Page 553 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 SIGNATURE PAGE CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT IN WITNESS WHEREOF, by executing this Agreement where indicated below, City and Contractor/Service Provider agree that they have read and understood all terms and conditions of the Agreement, that they fully agree and consent to bound by same, and that they are freely entering into this Agreement as of the Effective Date. SBCS CORPORATION CITY OF CHULA VISTA BY:________________________________ BY: ________________________________ KATHIE LEMBO MARIA V. KACHADOORIAN PRESIDENT AND CEO CITY MANAGER APPROVED AS TO FORM BY: ________________________________ JILL D.S. MALAND LOUNSBERY FERGUSON ALTONA & PEAK ACTING CITY ATTORNEY Page 554 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT A SCOPE OF WORK AND PAYMENT TERMS 1. Contact People for Contract Administration and Legal Notice A. City Contract Administration: Angelica Davis, Homeless Solutions Manager 276 4th Avenue, Bldg C Chula Vista, CA 91910 619-691-5036 adavis@chulavistaca.gov For Legal Notice Copy to: City of Chula Vista City Attorney 276 Fourth Avenue, Chula Vista, CA 91910 619-691-5037 CityAttorney@chulavistaca.gov B. Contractor/Service Provider Contract Administration: SBCS CORPORATION 430 F St, Chula Vista, CA 91910 (619) 420-3620 Vbrew@csbcs.org For Legal Notice Copy to: Same as above 2. Required Services A. General Description: As a partner to the Law Enforcement Specialized Units Program, SBCS will continue to operate the Domestic Violence Response Team (DVRT), and staff bilingual, Domestic Violence Advocates and DVRT Associates, co-located at the Chula Vista Police Department (CVPD), who will provide 24 hour/7 day officer accompaniment/response to Domestic Violence (DV) calls for service (DVRT); conduct outreach and referral, and provide resources and support for DV victims and their children (including assistance with emergency food, clothing and shelter); assist with the development and provision of trainin g for CVPD officers/investigators relative to the unique needs of DV victims; assist with the review and revision of officer/investigator and advocate protocols; and each advocate will serve as the agency’s point of contact for the program and with the police department to ensure interagency accountability. SBCS is a DV service provider with nearly 50 years’ experience working with victims within the Chula Vista community. In addition to operating the DVRT, SBCS also provides regular roll-call training for all CVPD officers working in the DV/Child Protection Unit. These training topics cover DV basics including power and control, the dominant aggressor, and crime scene investigation. As needs arise, additional training is provided. In the past, SBCS has conducted trainings around the increased lethality of DV cases, as well as trauma -informed care. Page 555 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 Recently, all sworn CVPD personnel received updated training on investigating domestic violence related strangulations. This training was facilitated by the District Attorney's office; and CVPD helped write the curriculum which is being used throughout the entire County of San Diego. B. Detailed Description: Contractor/Service Provider shall follow the same certifications as the City when it comes to the use of Coronavirus Relief Funds from the CARES Act. Contractor/Service Provider shall perform the following tasks: Task Description Deliverables Completion Date 1 The SBCS Domestic Violence Program will provide therapeutic counseling and crisis intervention services to adult and children victims of family violence in the City of Chula Vista April 1, 2024 3. Term: In accordance with Section 1.10 of this Agreement, the term of this Agreement shall begin April 1, 2023 and end on April 1, 2024 for completion of all Required Services. 4. Compensation: A. Form of Compensation For the performance of the Required Services to City’s satisfaction, City shall pay Contractor/Service Provider up to $200,000 for staffing, benefits, supplies, equipment and indirect costs expended by April 1, 2024, as detailed on Exhibit D. Contractor/Service Provider shall invoice City for such costs and services. Notwithstanding the foregoing, the maximum amount to be paid to the Contractor/Service Provider for costs and services performed through April 1, 2024 shall not exceed $200,000. 5. Special Provisions: NONE Page 556 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT B INSURANCE REQUIREMENTS Contractor/Service Provider shall adhere to all terms and conditions of Section 3 of the Agreement and agrees to provide the following types and minimum amounts of insurance, as indicated by checking the applicable boxes (x). Type of Insurance Minimum Amount Form ☒ General Liability: Including products and completed operations, personal and advertising injury $2,000,000 per occurrence for bodily injury, personal injury (including death), and property damage. If Commercial General Liability insurance with a general aggregate limit is used, either the general aggregate limit must apply separately to this Agreement or the general aggregate limit must be twice the required occurrence limit Additional Insured Endorsement or Blanket AI Endorsement for City* Waiver of Recovery Endorsement Insurance Services Office Form CG 00 01 *Must be primary and must not exclude Products/Completed Operations ☒ Automobile Liability $1,000,000 per accident for bodily injury, including death, and property damage Insurance Services Office Form CA 00 01 Code 1-Any Auto Code 8-Hired Code 9-Non Owned ☒ Workers’ Compensation Employer’s Liability $1,000,000 each accident $1,000,000 disease policy limit $1,000,000 disease each employee Waiver of Recovery Endorsement Other Negotiated Insurance Terms: None. Page 557 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT C CONTRACTOR/SERVICE PROVIDER CONFLICT OF INTEREST DESIGNATION The Political Reform Act1 and the Chula Vista Conflict of Interest Code2 (“Code”) require designated state and local government officials, including some Contractor/Service Providers, to make certain public disclosures using a Statement of Economic Interests form (Form 700). Once filed, a Form 700 is a public document, accessible to any member of the public. In addition, Contractor/Service Providers designated to file the Form 700 are also required to comply with certain ethics training requirements.3 ☒ A. Contractor/Service Provider IS a corporation or limited liability company and is therefore EXCLUDED4 from disclosure. ☐ B. Contractor/Service Provider is NOT a corporation or limited liability company and disclosure designation is as follows: APPLICABLE DESIGNATIONS FOR INDIVIDUAL(S) ASSIGNED TO PROVIDE SERVICES (Category descriptions available at www.chulavistaca.gov/departments/city-clerk/conflict-of-interest-code.) Name Email Address Applicable Designation Enter Name of Each Individual Who Will Be Providing Service Under the Contract – If individuals have different disclosure requirements, duplicate this row and complete separately for each individual Enter email address(es) ☐ A. Full Disclosure ☐ B. Limited Disclosure (select one or more of the categories under which the Contractor shall file): ☐ 1. ☐ 2. ☐ 3. ☐ 4. ☐ 5. ☐ 6. ☐ 7. Justification: ☐ C. Excluded from Disclosure 1. Required Filers Each individual who will be performing services for the City pursuant to the Agreement and who meets the definition of “Contractor/Service Provider,” pursuant to FPPC Regulation 18700.3, must file a Form 700. 2. Required Filing Deadlines Each initial Form 700 required under this Agreement shall be filed with the Office of the City Clerk via the City's online filing system, NetFile, within 30 days of the approval of the Agreement. Additional Form 700 filings will be required annually on April 1 during the term of the Agreement, and within 30 days of the termination of the Agreement. 3. Filing Designation The City Department Director will designate each individual who will be providing services to the City pursuant to the Agreement as full disclosure, limited disclosure, or excluded from disclosure, based on an analysis of the services the Contractor/Service Provider will provide. Notwithstanding this designation or anything in the Agreement, the Contractor/Service Provider is ultimately responsible for complying with FPPC regulations and filing requirements. If you have any questions regarding filing requirements, please do not hesitate to contact the City Clerk at (619)691-5041, or the FPPC at 1-866-ASK-FPPC, or (866) 275-3772 *2. Pursuant to the duly adopted City of Chula Vista Conflict of Interest Code, this document shall serve as the written determination of the Contractor’s requirement to comply with the disclosure requirements set forth in the Code. Completed by: Angelica Davis, Housing and Homeless Services Department, Homeless Solutions Manager 1 Cal. Gov. Code §§81000 et seq.; FPPC Regs. 18700.3 and 18704. 2 Chula Vista Municipal Code §§2.02.010-2.02.040. 3 Cal. Gov. Code §§53234, et seq. 4 CA FPPC Adv. A-15-147 (Chadwick) (2015); Davis v. Fresno Unified School District (2015) 237 Cal.App.4th 261; FPPC Reg. 18700.3 (Consultant defined as an “individual” who participates in making a governmental decision; “individual” does not incl ude corporation or limited liability company). Page 558 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT D BUDGET Page 559 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 CITY OF CHULA VISTA AMERICAN RESCUE PLAN FUND DIRECT GRANTS FOR NONPROFIT RELIEF FUND AGREEMENT EXHIBIT E – FEDERAL REQUIREMENTS Contractor/Service Provider shall comply with all requirements of the City set forth in the Agreement and the exhibits thereto, including the requirements of Exhibit A and the following ARP Act Coronavirus Relief Fund requirements, including as follows: 1. DEBARMENT AND SUSPENSION. (a) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, Contractor/Service Provider is required to verify that none of their principals (defined at 2 C.F.R. § 180.995) or affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (b) Contractor/Service Provider must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction they enter into. (c) This certification is a material representation of fact relied upon by City. If it is later determined that Contractor/Service Provider did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to City, the federal government may pursue available remedies, including but not limited to suspension and/or debarment. 2. RECORD RETENTION REQUIREMENTS. Contractor/Service Provider shall maintain and make available upon request all documents and financial records in their respective possession sufficient to establish compliance with subsection 601(d) of the Social Securit y Act, as amended (42 U.S.C. 801(d), which may include, but are not limited to, copies of the following: (a) general ledger and subsidiary ledgers used to account for (a) the receipt of Coronavirus Relief Fund payments and (b) the disbursements from such payments to meet eligible expenses related to the public health emergenc y due to COVID-19; (b) budget records for 2020 and 2021; Page 560 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 (c) payroll, time records, human resource records to support costs incurred for payroll expenses related to addressing the public health emergenc y due to COVID-19; (d) receipts of purchases made related to addressing the public health emergency due to COVID-19; (e) contracts and subcontracts entered into using Coronavirus Relief Fund payments and all documents related to such contracts; (f) grant agreements and grant subaward agreements entered into using Coronavirus Relief Fund payments and all documents related to such awards; (g) all documentation of reports, audits, and other monitoring of contractors, including subcontractors, and grant recipient and subrecipients; (h) all documentation supporting the performance outcomes of contracts, subcontracts, grant awards, and grant recipient subawards; (i) all internal and external email/electronic communications related to use of Coronavirus Relief Fund payments; and (j) all investigative files and inquiry reports involving Coronavirus Relief Fund payments. 3. NO OBLIGATION BY FEDERAL GOVERNMENT. The federal government is not a party to this Agreement and is not subject to any obligations or liabilities to the City, Contractor/Service Provider, Fiscal Agent, or any other part y pertaining to an y matter resulting from this Agreement. 4. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. Contractor/Service Provider acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to Contractor/Service Provider’s actions pertaining to this Agreement Page 561 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 CITY OF CHULA VISTA CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT WITH SBCS CORPORATION TO PROVIDE OPERATIONS OF THE CASA NUEVA VIDA DOMESTIC VIOLENCE SHELTER This Agreement is entered into effective as of April 1, 2023 (“Effective Date”) by and between the City of Chula Vista, a chartered municipal corporation (“City”) and SBCS Corporation, a California non-profit corporation (“Contractor/Service Provider”) (collectively, the “Parties” and, individually, a “Party”) with reference to the following facts: RECITALS WHEREAS, on March 11, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (ARPA), which provides fiscal relief funds to State and Local Governments, and other program areas aimed at mitigating the continuing effects of the COVID-19 Pandemic; and WHEREAS, ARPA is intended to provide support to local governments in responding to the impact of COVID-19 and in their efforts to contain COVID-19 in their communities, residents, and businesses; and WHEREAS, ARPA includes State and Local Fiscal Recovery Funds to support urgent COVID response efforts to decrease the spread of the virus; to replace lost public sector revenue to strengthen suppor t for vital public services; to support immediate economic stabilization for households and businesses; and to address systemic public health and economic challenges that have contributed to inequal impacts of the pandemic on certain populations; and WHEREAS, the City of Chula Vista will received $57,535,251 in two tranches with $28,767,625 provided in May 2021 and the remaining $28,767,625 received twelve months later; and WHEREAS, the City Council intends to expend a portion of the first tranche of the City’s ARPA Funds in accordance with Federal Law and guidance, for the current critical needs and priorities including the provision of emergency housing; and WHEREAS, the Catalog of Federal Domestic Assistance Number for the ARPA is 21.027; and WHEREAS, City is in need of a service provider to administer its program on the City’s behalf; and WHEREAS, Contractor/Service Provider is duly licensed and/or has the necessary qualifications to provide such services described herein; and WHEREAS, The Parties desire to establish the terms for the City to retain the Contractor/Service Provider in order to provide the services described herein; and WHEREAS, Contractor/Service Provider warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Contractor/Service Provider to City in accordance with the time frames and the terms and conditions of this Agreement. [End of Recitals. Next Page Starts Obligatory Provisions.] Page 562 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 OBLIGATORY PROVISIONS NOW, THEREFORE, in consideration of the above recitals, the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which the Parties hereby acknowledge, City and Contractor/Service Provider hereby agree as follows: 1. SERVICES 1.1 Required Services. Contractor/Service Provider agrees to perform the services, and deliver to City the “Deliverables” (if any) described in the attached Exhibit A, incorporated into the Agreement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables described in Exhibit A shall be referred to herein as the “Required Services.” 1.2 Reductions in Scope of Work. City may independently, or upon request from Contractor/Service Provider, from time to time, reduce the Required Services to be performed by the Contractor/Service Provider under this Agreement. Upon doing so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating a corresponding reduction in the compensation associated with the reduction. 1.3 Additional Services. Subject to compliance with the City’s Charter, codes, policies, procedures and ordinances governing procurement and purchasing authority, City may request Contractor/Service Provider provide additional services related to the Required Services (“Additional Services”). If so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating an amendment to Exhibit A, to add the Additional Services. Unless otherwise agreed, compensation for the Additional Services shall be charged and paid consistent with the rates and terms already provided therein. Once added to Exhibit A, “Additional Services” shall also become “Required Services” for purposes of this Agreement. 1.4 Standard of Care. Contractor/Service Provider expressly warrants and agrees that any and all Required Services hereunder shall be performed in accordance with the highest standard of care exercised by members of the profession currently practicing under similar conditions and in similar locations. 1.5 No Waiver of Standard of Care. Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Contractor/Service Provider of responsibility for complying with all laws, codes, industry standards, and liabilit y for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Contractor/Service Provider or its subcontractors. 1.6 Security for Performance. In the event that Exhibit A Section 4 indicates the need for Contractor/Service Provider to provide additional security for performance of its duties under this Agreement, Contractor/Service Provider shall provide such additional security prior to commencement of its Required Services in the form and on the terms prescribed on Exhibit A, or as otherwise prescribed by the City Attorney. 1.7 Compliance with Laws and Regulations. In its performance of the Required Services, Contractor/Service Provider shall comply with any and all applicable federal, state and local laws, including the Chula Vista Municipal Code. Contractor/Service Provider shall additionally comply with the Federal Requirements identified in the attached Exhibit E. Page 563 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 1.8 Business License. Prior to commencement of work, Contractor/Service Provider shall obtain a business license from City. 1.9 Subcontractors. Prior to commencement of any work, Contractor/Service Provider shall submit for City’s information and approval a list of any and all subcontractors to be used by Contractor/Service Provider in the performance of the Required Services. Contractor/Service Provider agrees to take appropriate measures necessary to ensure that all subcontractors and personnel utilized by the Contractor/Service Provider to complete its obligations under this Agreement comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local. In addition, if any subcontractor is expected to fulfill any responsibilities of the Contractor/Service Provider under this Agreement, Contractor/Service Provider shall ensure that each and every subcontractor carries out the Contractor/Service Provider’s responsibilities as set forth in this Agreement. 1.10 Term. This Agreement shall commence on the earlier to occur of the Effective Date or Contractor/Service Provider’s commencement of the Required Services hereunder, and shall terminate when the Parties have complied with all their obligations hereunder; provided, however, provisions which expressly survive termination shall remain in effect. 2. COMPENSATION 2.1 General. For satisfactory performance of the Required Services, City agrees to compensate Contractor/Service Provider in the amount(s) and on the terms set forth in Exhibit A, Section 4. Standard terms for billing and payment are set forth in this Section 2. 2.2 Detailed Invoicing. Contractor/Service Provider agrees to provide City with a detailed invoice for services performed each month, within thirty (30) days of the end of the month in which the services were performed, unless otherwise specified in Exhibit A. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format with each task separately explained in reasonable detail. Each invoice shall include the current monthly amount being billed, the amount invoiced to date, and the remaining amount available under any approved budget. Contractor/Service Provider must obtain prior written authorization from City for any fees or expenses that exceed the estimated budget. 2.3 Payment to Contractor/Service Provider. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed, City shall pay Contractor/Service Provider for the invoice amount within thirty (30) days. Payment shall be made i n accordance with the terms and conditions set forth in Exhibit A and section 2.4, below. At City’s discretion, invoices not timely submitted may be subject to a penalty of up to five percent (5%) of the amount invoiced. 2.4 Retention Policy. City shall retain ten percent (10%) of the amount due for Required Services detailed on each invoice (the “holdback amount”). Upon City review and determination of Project Completion, the holdback amount will be issued to Contractor/Service Provider. 2.5 Reimbursement of Costs. City may reimburse Contractor/Service Provider’s out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services if negotiated in advance and included in Exhibit A. Unless specifically provided in Exhibit A, Contractor/Service Provider shall be responsible for any and all out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services. Page 564 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 2.6 Exclusions. City shall not be responsible for payment to Contractor/Service Provider for any fees or costs in excess of any agreed upon budget, rate or other maximum amount(s) provided for in Exhibit A. City shall also not be responsible for any cost: (a) incurred prior to the Effective Date; or (b) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of Contractor/Service Provider, its agents, employees, or subcontractors. 2.7 Payment Not Final Approval. Contractor/Service Provider understands and agrees that payment to the Contractor/Service Provider or reimbursement for any Contractor/Service Provider costs related to the performance of Required Services does not constitute a City final decision regarding whether such payment or cost reimbursement is allowable and eligible for payment under this Agreement, nor does it constitute a waiver of any violation by Contractor/Service Provider of the terms of this Agreement. If City determines that Contractor/Service Provider is not entitled to receive any amount of compensation already paid, City will notify Contractor/Service Provider in writing and Contractor/Service Provider shall promptly return such amount. 3. INSURANCE 3.1 Required Insurance. Contractor/Service Provider must procure and maintain, during the period of performance of Required Services under this Agreement, and for twelve months after completion of Required Services, the policies of insurance described on the attached Exhibit B, incorporated into the Agreem ent by this reference (the “Required Insurance”). The Required Insurance shall also comply with all other terms of this Section. 3.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions relating to the Required Insurance must be disclosed to and approved by City in advance of the commencement of work. 3.3 Standards for Insurers. Required Insurance must be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best’s rating of A V or better, or, if insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers (LESLI) with a current A.M. Best’s rating of no less than A X. For Workers’ Compen sation Insurance, insurance issued by the State Compensation Fund is also acceptable. 3.4 Subcontractors. Contractor/Service Provider must include all sub-Contractor/Service Providers/sub- contractors as insureds under its policies and/or furnish separate certificates and endorsements demonstrating separate coverage for those not under its policies. Any separate coverage for sub-Contractor/Service Providers must also comply with the terms of this Agreement. 3.5 Additional Insureds. City, its officers, officials, employees, agents, and volunteers must be named as additional insureds with respect to any policy of general liability, automobile, or pollution insurance specified as required in Exhibit B or as may otherwise be specified by City’s Risk Manager.. The general liability additional insured coverage must be provided in the form of an endorsement to the Contractor/Service Provider’s insurance using ISO CG 2010 (11/85) or its equivalent; such endorsement must not exclude Products/Completed Operations coverage. 3.6 General Liability Coverage to be “Primary.” Contractor/Service Provider’s general liability coverage must be primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers is Page 565 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 wholly separate from the insurance provided by Contractor/Service Provider and in no way relieves Contractor/Service Provider from its responsibility to provide insurance. 3.7 No Cancellation. No Required Insurance policy may be canceled by either Party during the required insured period under this Agreement, except after thirty days’ prior written notice to the City by certified mail, return receipt requested. Prior to the effective date of any such cancellation Contractor/Service Provider must procure and put into effect equivalent coverage(s). 3.8 Waiver of Subrogation. Contractor/Service Provider’s insurer(s) will provide a Waiver of Subrogation in favor of the City for each Required Insurance policy under this Agreement. In addition, Contractor/Service Provider waives any right it may have or may obtain to subrogation for a claim against City. 3.9 Verification of Coverage. Prior to commencement of any work, Contractor/Service Provider shall furnish City with original certificates of insurance and any amendatory endorsements necessary to demonstrate to City that Contractor/Service Provider has obtained the Required Insurance in compliance with the terms of this Agreement. The words “will endeavor” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents, or representatives” or any similar language must be deleted from all certificates. The required certificates and endorsements should otherwise be on industry standard forms. The City reserves the right to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications. 3.10 Claims Made Policy Requirements. If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors & Omissions coverage are required and are provided on a claims -made form, the following requirements also apply: a. The “Retro Date” must be shown, and must be before the date of this Agreement or the beginning of the work required by this Agreement. b. Insurance must be maintained, and evidence of insurance must be provided, for at least five (5) years after completion of the work required by this Agreement. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a “Retro Date” prior to the effective date of this Agreement, the Contractor/Service Provider must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the work required by this Agreement. d. A copy of the claims reporting requirements must be submitted to the City for review. 3.11 Not a Limitation of Other Obligations. Insurance provisions under this section shall not be construed to limit the Contractor/Service Provider’s obligations under this Agreement, including Indemnity. 3.12 Additional Coverage. To the extent that insurance coverage provided by Contractor/Service Provider maintains higher limits than the minimums appearing in Exhibit B, City requires and shall be entitled to coverage for higher limits maintained. Page 566 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 4. INDEMNIFICATION 4.1. General. To the maximum extent allowed by law, Contractor/Service Provider shall protect, defend, indemnify and hold harmless City, its elected and appointed officers, agents, employees and volunteers (collectively, “Indemnified Parties”), from and against any and all claims, demands, causes of action, costs, expenses, (including reasonable attorneys’ fees and court costs), liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of Contractor/Service Provider, its officials, officers, employees, agents, and contractors, arising out of or in connection with the performance of the Required Services, the results of such performance, or this Agreement. This indemnity provision does not include any claims, damages, liability, costs and expenses arising from the sole negligence or willful misconduct of the Indemnified Parties. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the Indemnified Parties which may be in combination with the active or passive negligent acts or omissions of the Contractor/Service Provider, its employees, agents or officers, or any third party. 4.2. Modified Indemnity Where Agreement Involves Design Professional Services. Notwithstanding the forgoing, if the services provided under this Agreement are design professional services, as defined by California Civil Code section 2782.8, as may be amended from time to time, the defense and indemnity obligation under Section 1, above, shall be limited to the extent required by California Civil Code section 2782.8. 4.3 Costs of Defense and Award. Included in Contractor/Service Provider’s obligations under this Section 4 is Contractor/Service Provider’s obligation to defend, at Contractor/Service Provider’s own cost, expense and risk, any and all suits, actions or other legal proceedings that may be brought or instituted against one or more of the Indemnified Parties. Subject to the limitations in this Section 4, Contractor/Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against one or more of the Indemnified Parties for any and all related legal expenses and costs incurred by any of them. 4.4. Contractor/Service Provider’s Obligations Not Limited or Modified. Contractor/Service Provider’s obligations under this Section 4 shall not be limited to insurance proceeds, if any, received by the Indemnified Parties, or by any prior or subsequent declaration by the Contractor/Service Provider. Furthermore, Contractor/Service Provider’s obligations under this Section 4 shall in no way limit, modify or excuse any of Contractor/Service Provider’s other obligations or duties under this Agreement. 4.5. Enforcement Costs. Contractor/Service Provider agrees to pay any and all costs City incurs in enforcing Contractor/Service Provider’s obligations under this Section 4. 4.6 Survival. Contractor/Service Provider’s obligations under this Section 4 shall survive the termination of this Agreement. 5. FINANCIAL INTERESTS OF CONTRACTOR/SERVICE PROVIDER. 5.1 Form 700 Filing. The California Political Reform Act and the Chula Vista Conflict of Interest Code require certain government officials and Contractor/Service Providers performing work for government agencies to publicly disclose certain of their personal assets and income using a Statement of Economic Interests form (Form 700). In order to assure compliance with these requirements, Contractor/Service Provider shall comply with the disclosure requirements identified in the attached Exhibit C, incorporated into the Agreement by this reference. Page 567 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 5.2 Disclosures; Prohibited Interests. Independent of whether Contractor/Service Provider is required to file a Form 700, Contractor/Service Provider warrants and represents that it has disclosed to City any economic interests held by Contractor/Service Provider, or its employees or subcontractors who will be performing the Required Services, in any real property or project which is the subject of this Agreement. Contractor/Service Provider warrants and represents that it has not employed or retained any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, to solicit or secure this Agreement. Further, Contractor/Service Provider warrants and represents that it has not paid or agreed to pay any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor/Service Provider further warrants and represents that no officer or employee of City, has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, the proceeds hereof, or in the business of Contractor/Service Provider or Contractor/Service Provider’s subcontractors. Contractor/Service Provider further agrees to notify City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. For breach or violation of any of these warranties, City shall have the right to rescind this Agreement without liability. 6. REMEDIES 6.1 Termination for Cause. If for any reason whatsoever Contractor/Service Provider shall fail to perform the Required Services under this Agreement, in a proper or timely manner, or if Contractor/Service Provider shall violate any of the other covenants, agreements or conditions of this Agreement (each a “Default”), in addition to any and all other rights and remedies City may have under this Agreement, at law or in equity, City shall have the right to terminate this Agreement by giving five (5) days written notice to Contractor/Service Provider. Such notice shall identify the Default and the Agreement termination date. If Contractor/Service Provider notifies City of its intent to cure such Default prior to City’s specified termination date, and City agrees that the specified Default is capable of being cured, City may grant Contractor/Service Provider up to ten (10) additional days after the designated termination date to effectuate such cure. In the event of a termination under this Section 6.1, Contractor/Service Provider shall immediately provide City any and all” Work Product” (defined in Section 7 below) prepared by Contractor/Service Provider as part of the Required Services. Such Work Product shall be City’s sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider may be entitled to compensation for work satisfactorily performed prior to Contractor/Service Provider’s receipt of the Default notice; provided, however, in no event shall such compensation exceed the amount that would have been payable under this Agreement for such work, and any such compensation shall be reduced by any costs incurred or projected to be incurred by City as a result of the Default. 6.2 Termination or Suspension for Convenience of City. City may suspend or terminate this Agreement, or any portion of the Required Services, at any time and for any reason, with or without cause, by giving specific written notice to Contractor/Service Provider of such termination or suspension at least fifteen (15) days prior to the effective date thereof. Upon receipt of such notice, Contractor/Service Provider shall immediately cease all work under the Agreement and promptly deliver all “Work Product” (defined in Section 7 below) to City. Such Work Product shall be City's sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider shall be entitled to receive just and equitable compensation for this Work Product in an amount equal to the amount due and payable under this Agreement for work satisfactorily performed as of the date of the termination/suspension notice plus any additional remaining Required Services requested or approved by City in advance that would maximize City’s value under the Agreement. Page 568 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 6.3 Waiver of Claims. In the event City terminates the Agreement in accordance with the terms of this Section, Contractor/Service Provider hereby expressly waives any and all claims for damages or compensation as a result of such termination except as expressly provided in this Section 6. 6.4 Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement against City unless a claim has first been presented in writing and filed with City and acted upon by City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vis ta Municipal Code, as same may be amended, the provisions of which, including such policies and procedures used by City in the implementation of same, are incorporated herein by this reference. Upon request by City, Contractor/Service Provider shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. 6.5 Governing Law/Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in San Diego County, State of California. 6.6 Service of Process. Contractor/Service Provider agrees that it is subject to personal jurisdiction in California. If Contractor/Service Provider is a foreign corporation, limited liability company, or partnership that is not registered with the California Secretary of State, Contractor/Service Provider irrevocably consents to service of process on Contractor/Service Provider by first class mail directed to the individual and address listed under “For Legal Notice,” in section 1.B. of Exhibit A to this Agreement, and that such service shall be effective five days after mailing. 7. OWNERSHIP AND USE OF WORK PRODUCT All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectivel y “Work Product”) shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Contractor/Service Provider in the United States or in any other country without the express, prior written consent of City. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Contractor/Service Provider, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws. With respect to computer files containing data generated as Work Product, Contractor/Service Provider shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 8. GENERAL PROVISIONS 8.1 Amendment. This Agreement may be amended, but only in writing signed by both Parties. 8.2 Assignment. City would not have entered into this Agreement but for Contractor/Service Provider’s unique qualifications and traits. Contractor/Service Provider shall not assign any of its rights or responsibilities under this Agreement, nor any part hereof, without City’s prior written consent, which City may grant, condition or deny in its sole discretion. Page 569 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 8.3 Authority. The person(s) executing this Agreement for Contractor/Service Provider warrants and represents that they have the authority to execute same on behalf of Contractor/Service Provider and to bind Contractor/Service Provider to its obligations hereunder without any further action or direction from Contractor/Service Provider or any board, principle or officer thereof. 8.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed such a counterpart. 8.5 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the Parties with respect to the subject matter contained herein. All exhibits referenced herein shall be attached hereto and are incorporated herein by reference. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. 8.6 Record Retention. During the course of the Agreement and for three (3) years following completion of the Required Services, Contractor/Service Provider agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the performance of the Agreement, including accounting for costs and expenses charged to City, including such records in the possession of sub-contractors/sub-Contractor/Service Providers. 8.7 Further Assurances. The Parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the Parties. 8.8 Independent Contractor. Contractor/Service Provider is and shall at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, agents or volunteers shall have control over the conduct of Contractor/Service Provider or any of Contractor/Service Provider’s officers, employees, or agents (“Contractor/Service Provider Related Individuals”), except as set forth in this Agreement. No Contractor/Service Provider Related Individuals shall be deemed employees of City, and none of them shall be entitled to any benefits to which City employees are entitled, including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Furthermore, City will not withhold state or federal income tax, social security tax or any other payroll tax with respect to any Contractor/Service Provider Related Individuals; instead, Contractor/Service Provider shall be solely responsible for the payment of same and shall hold the City harmless with respect to same. Contractor/Service Provider shall not at any time or in any manner represent that it or any of its Contractor/Service Provider Related Individuals are employees or agents of City. Contractor/Service Provider shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner. 8.9 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any Party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such Party, postage prepaid, registered or certified, with return receipt requested, at the add resses identified in this Agreement at the places of business for each of the designated Parties as indicated in Exhibit A, or otherwise provided in writing. (End of page. Next page is signature page.) Page 570 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 SIGNATURE PAGE CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT IN WITNESS WHEREOF, by executing this Agreement where indicated below, City and Contractor/Service Provider agree that they have read and understood all terms and conditions of the Agreement, that they fully agree and consent to bound by same, and that they are freely entering into this Agreement as of the Effective Date. SBCS CORPORATION CITY OF CHULA VISTA BY:________________________________ BY: ________________________________ KATHIE LEMBO MARIA V. KACHADOORIAN PRESIDENT AND CEO CITY MANAGER APPROVED AS TO FORM BY: ________________________________ JILL D.S. MALAND LOUNSBERY FERGUSON ALTONA & PEAK ACTING CITY ATTORNEY Page 571 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT A SCOPE OF WORK AND PAYMENT TERMS 1. Contact People for Contract Administration and Legal Notice A. City Contract Administration: Angelica Davis, Homeless Solutions Manager 276 4th Avenue, Bldg C. Chula Vista, CA 91910 619-691-5036 adavis@chulavistaca.gov For Legal Notice Copy to: City of Chula Vista City Attorney 276 Fourth Avenue, Chula Vista, CA 91910 619-691-5037 CityAttorney@chulavistaca.gov B. Contractor/Service Provider Contract Administration: SBCS CORPORATION 430 F St, Chula Vista, CA 91910 (619) 420-3620 Vbrew@csbcs.org For Legal Notice Copy to: Same as above 2. Required Services A. General Description: SBCS’ Casa Nueva Vida I offers the only short -term shelter/housing program for homeless families (with children) in the South Bay region, including victims of domestic violence. Staff utilize a comprehensive strengths-based assessment, after which together with clients they develop an individualized treatment plan, to include any number of services including case management, counseling, employment assistance, childcare, etc. so each client can work to re-establish a self-sufficient lifestyle free from homelessness. Each year, we are unable to house all of the individuals in need of shelter because Casa Nueva Vida I is full. Without supportive housing programs like Casa Nueva Vida, more individuals would be forced to live on the streets. Casa Nueva Vida emergency shelter program includes the following services and activities: • Emergency housing for homeless families; • Strengths-based assessments and treatment plan development; • On-going case management and support for homeless families; • Access to emergency food, clothing, and transportation support; • Individual and group counseling; • Substance abuse prevention and intervention services; Page 572 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 • Employment assistance and financial literacy classes and services; • Connection to advocacy and community resources; • Childcare while participating in services; and • Specialized preschool and school readiness services for children 0-5 in SBCS’ Mi Escuelita Preschool. B. Detailed Description: Contractor/Service Provider shall follow the same certifications as the City when it comes to the use of Coronavirus Relief Funds from the CARES Act. Contractor/Service Provider shall perform the following tasks: Task Description Deliverables Completion Date 1 The SBCS Casa Nueva Vida Shelter will provide emergency shelter to a minimum of 60 individuals per year. 100% of households food, clothing and other items necessary for program success in addition to case management and mental health/counseling services. April 1, 2024 3. Term: In accordance with Section 1.10 of this Agreement, the term of this Agreement shall begin April 1, 2023 and end on April 1, 2024 for completion of all Required Services. 4. Compensation: For the performance of the Required Services to City’s satisfaction, City shall pay Contractor/Service Provider up to $400,000 for staffing, benefits, supplies, equipment and indirect costs expended by April 1, 2024, as detailed on Exhibit D. Contractor/Service Provider shall invoice City for such costs and services. Notwithstanding the foregoing, the maximum amount to be paid to the Contractor/Service Provider for costs and services performed through April 1, 2024 shall not exceed $400,000. 5. Special Provisions: NONE Page 573 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT B INSURANCE REQUIREMENTS Contractor/Service Provider shall adhere to all terms and conditions of Section 3 of the Agreement and agrees to provide the following types and minimum amounts of insurance, as indicated by checking the applicable boxes (x). Type of Insurance Minimum Amount Form ☒ General Liability: Including products and completed operations, personal and advertising injury $2,000,000 per occurrence for bodily injury, personal injury (including death), and property damage. If Commercial General Liability insurance with a general aggregate limit is used, either the general aggregate limit must apply separately to this Agreement or the general aggregate limit must be twice the required occurrence limit Additional Insured Endorsement or Blanket AI Endorsement for City* Waiver of Recovery Endorsement Insurance Services Office Form CG 00 01 *Must be primary and must not exclude Products/Completed Operations ☒ Automobile Liability $1,000,000 per accident for bodily injury, including death, and property damage Insurance Services Office Form CA 00 01 Code 1-Any Auto Code 8-Hired Code 9-Non Owned ☒ Workers’ Compensation Employer’s Liability $1,000,000 each accident $1,000,000 disease policy limit $1,000,000 disease each employee Waiver of Recovery Endorsement Other Negotiated Insurance Terms: None. Page 574 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT C CONTRACTOR/SERVICE PROVIDER CONFLICT OF INTEREST DESIGNATION The Political Reform Act1 and the Chula Vista Conflict of Interest Code2 (“Code”) require designated state and local government officials, including some Contractor/Service Providers, to make certain public disclosures using a Statement of Economic Interests form (Form 700). Once filed, a Form 700 is a public document, accessible to any member of the public. In addition, Contractor/Service Providers designated to file the Form 700 are also required to comply with certain ethics training requirements.3 ☒ A. Contractor/Service Provider IS a corporation or limited liability company and is therefore EXCLUDED4 from disclosure. ☐ B. Contractor/Service Provider is NOT a corporation or limited liability company and disclosure designation is as follows: APPLICABLE DESIGNATIONS FOR INDIVIDUAL(S) ASSIGNED TO PROVIDE SERVICES (Category descriptions available at www.chulavistaca.gov/departments/city-clerk/conflict-of-interest-code.) Name Email Address Applicable Designation Enter Name of Each Individual Who Will Be Providing Service Under the Contract – If individuals have different disclosure requirements, duplicate this row and complete separately for each individual Enter email address(es) ☐ A. Full Disclosure ☐ B. Limited Disclosure (select one or more of the categories under which the Contractor shall file): ☐ 1. ☐ 2. ☐ 3. ☐ 4. ☐ 5. ☐ 6. ☐ 7. Justification: ☐ C. Excluded from Disclosure 1. Required Filers Each individual who will be performing services for the City pursuant to the Agreement and who meets the definition of “Contractor/Service Provider,” pursuant to FPPC Regulation 18700.3, must file a Form 700. 2. Required Filing Deadlines Each initial Form 700 required under this Agreement shall be filed with the Office of the City Clerk via the City's online filing system, NetFile, within 30 days of the approval of the Agreement. Additional Form 700 filings will be required annually on April 1 during the term of the Agreement, and within 30 days of the termination of the Agreement. 3. Filing Designation The City Department Director will designate each individual who will be providing services to the City pursuant to the Agreement as full disclosure, limited disclosure, or excluded from disclosure, based on an analysis of the services the Contractor/Service Provider will provide. Notwithstanding this designation or anything in the Agreement, the Contractor/Service Provider is ultimately responsible for complying with FPPC regulations and filing requirements. If you have any questions regarding filing requirements, please do not hesitate to contact the City Clerk at (619)691-5041, or the FPPC at 1-866-ASK-FPPC, or (866) 275-3772 *2. Pursuant to the duly adopted City of Chula Vista Conflict of Interest Code, this document shall serve as the written determination of the Contractor’s requirement to comply with the disclosure requirements set forth in the Code. Completed by: Angelica Davis, Housing and Homeless Services Department, Homeless Solutions Manager 1 Cal. Gov. Code §§81000 et seq.; FPPC Regs. 18700.3 and 18704. 2 Chula Vista Municipal Code §§2.02.010-2.02.040. 3 Cal. Gov. Code §§53234, et seq. 4 CA FPPC Adv. A-15-147 (Chadwick) (2015); Davis v. Fresno Unified School District (2015) 237 Cal.App.4th 261; FPPC Reg. 18700.3 (Consultant defined as an “individual” who participates in making a governmental decision; “individual” does not incl ude corporation or limited liability company). Page 575 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 EXHIBIT D BUDGET Page 576 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 CITY OF CHULA VISTA AMERICAN RESCUE PLAN FUND DIRECT GRANTS FOR NONPROFIT RELIEF FUND AGREEMENT EXHIBIT E– FEDERAL REQUIREMENTS Contractor/Service Provider shall comply with all requirements of the City set forth in the Agreement and the exhibits thereto, including the requirements of Exhibit A, the following ARP Act Coronavirus Relief Fund requirements, including as follows: 1. DEBARMENT AND SUSPENSION. (a) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, Contractor/Service Provider is required to verify that none of their principals (defined at 2 C.F.R. § 180.995) or affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (b) Contractor/Service Provider must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction they enter into. (c) This certification is a material representation of fact relied upon by City. If it is later determined that Contractor/Service Provider did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to City, the federal government may pursue available remedies, including but not limited to suspension and/or debarment. 2. RECORD RETENTION REQUIREMENTS. Contractor/Service Provider shall maintain and make available upon request all documents and financial records in their respective possession sufficient to establish compliance with subsection 601(d) of the Social Securit y Act, as amended (42 U.S.C. 801(d), which may include, but are not limited to, copies of the following: (a) general ledger and subsidiary ledgers used to account for (a) the receipt of Coronavirus Relief Fund payments and (b) the disbursements from such payments to meet eligible expenses related to the public health emergenc y due to COVID-19; (b) budget records for 2020 and 2021; Page 577 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 City of Chula Vista Agreement No.: 2022-0265 Consultant Name: SBCS Corporation Rev. 10/24/17 (c) payroll, time records, human resource records to support costs incurred for payroll expenses related to addressing the public health emergenc y due to COVID-19; (d) receipts of purchases made related to addressing the public health emergency due to COVID-19; (e) contracts and subcontracts entered into using Coronavirus Relief Fund payments and all documents related to such contracts; (f) grant agreements and grant subaward agreements entered into using Coronavirus Relief Fund payments and all documents related to such awards; (g) all documentation of reports, audits, and other monitoring of contractors, including subcontractors, and grant recipient and subrecipients; (h) all documentation supporting the performance outcomes of contracts, subcontracts, grant awards, and grant recipient subawards; (i) all internal and external email/electronic communications related to use of Coronavirus Relief Fund payments; and (j) all investigative files and inquiry reports involving Coronavirus Relief Fund payments. 3. NO OBLIGATION BY FEDERAL GOVERNMENT. The federal government is not a party to this Agreement and is not subject to any obligations or liabilities to the City, Contractor/Service Provider, Fiscal Agent, or any other part y pertaining to an y matter resulting from this Agreement. 4. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. Contractor/Service Provider acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to Contractor/Service Provider’s actions pertaining to this Agreement Page 578 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 CITY OF CHULA VISTA CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT WITH JACOBS AND CUSHMAN SAN DIEGO FOOD BANK TO PROVIDE FOOD SERVICES DUE TO THE PUBLIC HEALTH EMERGENCY WITH RESPECT TO THE CORONAVIRUS DISEASE 2019 (COVID-19) This Agreement is entered into effective as of March 28, 2023 (“Effective Date”) by and between the City of Chula Vista, a chartered municipal corporation (“City”) and JACOBS AND CUSHMAN SAN DIEGO FOOD BANK, a California non-profit corporation (“Contractor/Service Provider”) (collectively, the “Parties” and, individually, a “Party”) with reference to the following facts: RECITALS WHEREAS, on March 11, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (ARPA), which provides fiscal relief funds to State and Local Governments, and other program areas aimed at mitigating the continuing effects of the COVID-19 Pandemic; and WHEREAS, ARPA is intended to provide support to local governments in responding to the impact of COVID-19 and in their efforts to contain COVID-19 in their communities, residents, and businesses; and WHEREAS, ARPA includes State and Local Fiscal Recovery Funds to support urgent COVID response efforts to decrease the spread of the virus; to replace lost public sector revenue to strengthen support for vital public services; to support immediate economic stabilization for households and businesses; and to address systemic public health and economic challenges that have contributed to inequal impacts of the pandemic on certain populations; and WHEREAS, the City of Chula Vista will receive $57,535,251 in two tranches with $28,767,625 provided in May 2021 and the remaining $28,767,625 was received twelve months later; and WHEREAS, the City Council intends to expend a portion of the first tranche of the City’s ARPA Funds in accordance with Federal Law and guidance, for the current critical needs and priorities including the provision of food services; and WHEREAS, the Catalog of Federal Domestic Assistance Number for the ARPA is 21.027; and WHEREAS, City is in need of a service provider to administer its program on the City’s behalf; and WHEREAS, Contractor/Service Provider is duly licensed and/or has the necessary qualifications to provide such services described herein; and WHEREAS, The Parties desire to establish the terms for the City to retain the Contractor/Service Provider in order to provide the services described herein; and WHEREAS, Contractor/Service Provider warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Contractor/Service Provider to City in accordance with the time frames and the terms and conditions of this Agreement. [End of Recitals. Next Page Starts Obligatory Provisions.] Page 579 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 OBLIGATORY PROVISIONS NOW, THEREFORE, in consideration of the above recitals, the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which the Parties hereby acknowledge, City and Contractor/Service Provider hereby agree as follows: 1. SERVICES 1.1 Required Services. Contractor/Service Provider agrees to perform the services, and deliver to City the “Deliverables” (if any) described in the attached Exhibit A, incorporated into the Agreement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables described in Exhibit A shall be referred to herein as the “Required Services.” 1.2 Reductions in Scope of Work. City may independently, or upon request from Contractor/Service Provider, from time to time, reduce the Required Services to be performed by the Contractor/Service Provider under this Agreement. Upon doing so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating a corresponding reduction in the compensation associated with the reduction. 1.3 Additional Services. Subject to compliance with the City’s Charter, codes, policies, procedures and ordinances governing procurement and purchasing authority, City may request Contractor/Service Provider provide additional services related to the Required Services (“Additional Services”). If so, City and Contractor/Service Provider agree to meet and confer in good faith for the purpose of negotiating an amendment to Exhibit A, to add the Additional Services. Unless otherwise agreed, compensation for the Additional Services shall be charged and paid consistent with the rates and terms already provided therein. Once added to Exhibit A, “Additional Services” shall also become “Required Services” for purposes of this Agreement. 1.4 Standard of Care. Contractor/Service Provider expressly warrants and agrees that any and all Required Services hereunder shall be performed in accordance with the highest standard of care exercised by members of the profession currently practicing under similar conditions and in similar locations. 1.5 No Waiver of Standard of Care. Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Contractor/Service Provider of responsibility for complying with all laws, codes, industry standards, and liabilit y for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Contractor/Service Provider or its subcontractors. 1.6 Security for Performance. In the event that Exhibit A Section 4 indicates the need for Contractor/Service Provider to provide additional security for performance of its duties under this Agreement, Contractor/Service Provider shall provide such additional security prior to commencement of its Required Services in the form and on the terms prescribed on Exhibit A, or as otherwise prescribed by the City Attorney. 1.7 Compliance with Laws and Regulations. In its performance of the Required Services, Contractor/Service Provider shall comply with any and all applicable federal, state and local laws, including the Chula Vista Municipal Code. Contractor/Service Provider shall additionally comply with the Federal Requirements identified in the attached Exhibit E. Page 580 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 1.8 Business License. Prior to commencement of work, Contractor/Service Provider shall obtain a business license from City. 1.9 Subcontractors. Prior to commencement of any work, Contractor/Service Provider shall submit for City’s information and approval a list of any and all subcontractors to be used by Contractor/Service Provider in the performance of the Required Services. Contractor/Service Provider agrees to take appropriate measures necessary to ensure that all subcontractors and personnel utilized by the Contractor/Service Provider to complete its obligations under this Agreement comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local. In addition, if any subcontractor is expected to fulfill any responsibilities of the Contractor/Service Provider under this Agreement, Contractor/Service Provider shall ensure that each and every subcontractor carries out the Contractor/Service Provider’s responsibilities as set forth in this Agreement. 1.10 Term. This Agreement shall commence on the earlier to occur of the Effective Date or Contractor/Service Provider’s commencement of the Required Services hereunder, and shall terminate when the Parties have complied with all their obligations hereunder; provided, however, provisions which expressly survive termination shall remain in effect. 2. COMPENSATION 2.1 General. For satisfactory performance of the Required Services, City agrees to compensate Contractor/Service Provider in the amount(s) and on the terms set forth in Exhibit A, Section 4. Standard terms for billing and payment are set forth in this Section 2. 2.2 Detailed Invoicing. Contractor/Service Provider agrees to provide City with a detailed invoice for services performed each month, within thirty (30) days of the end of the month in which the services were performed, unless otherwise specified in Exhibit A. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format with each task separately explained in reasonable detail. Each invoice shall include the current monthly amount being billed, the amount invoiced to date, and the remaining amount available under any approved budget. Contractor/Service Provider must obtain prior written authorization from City for any fees or expenses that exceed the estimated budget. 2.3 Payment to Contractor/Service Provider. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed, City shall pay Contractor/Service Provider for the invoice amount within thirty (30) days. Payment shall be made i n accordance with the terms and conditions set forth in Exhibit A and section 2.4, below. At City’s discretion, invoices not timely submitted may be subject to a penalty of up to five percent (5%) of the amount invoiced. 2.4 Retention Policy. City shall retain ten percent (10%) of the amount due for Required Services detailed on each invoice (the “holdback amount”). Upon City review and determination of Project Completion, the holdback amount will be issued to Contractor/Service Provider. 2.5 Reimbursement of Costs. City may reimburse Contractor/Service Provider’s out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services if negotiated in advance and included in Exhibit A. Unless specifically provided in Exhibit A, Contractor/Service Provider shall be responsible for any and all out-of-pocket costs incurred by Contractor/Service Provider in the performance of the Required Services. Page 581 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 2.6 Exclusions. City shall not be responsible for payment to Contractor/Service Provider for any fees or costs in excess of any agreed upon budget, rate or other maximum amount(s) provided for in Exhibit A. City shall also not be responsible for any cost: (a) incurred prior to the Effective Date; or (b) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of Contractor/Service Provider, its agents, employees, or subcontractors. 2.7 Payment Not Final Approval. Contractor/Service Provider understands and agrees that payment to the Contractor/Service Provider or reimbursement for any Contractor/Service Provider costs related to the performance of Required Services does not constitute a City final decision regarding whether such payment or cost reimbursement is allowable and eligible for payment under this Agreement, nor does it constitute a waiver of any violation by Contractor/Service Provider of the terms of this Agreement. If City determines that Contractor/Service Provider is not entitled to receive any amount of compensation already paid, City will notify Contractor/Service Provider in writing and Contractor/Service Provider shall promptly return such amount. 3. INSURANCE 3.1 Required Insurance. Contractor/Service Provider must procure and maintain, during the period of performance of Required Services under this Agreement, and for twelve months after completion of Required Services, the policies of insurance described on the attached Exhibit B, incorporated into the Agreem ent by this reference (the “Required Insurance”). The Required Insurance shall also comply with all other terms of this Section. 3.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions relating to the Required Insurance must be disclosed to and approved by City in advance of the commencement of work. 3.3 Standards for Insurers. Required Insurance must be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best’s rating of A V or better, or, if insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers (LESLI) with a current A.M. Best’s rating of no less than A X. For Workers’ Compen sation Insurance, insurance issued by the State Compensation Fund is also acceptable. 3.4 Subcontractors. Contractor/Service Provider must include all sub-Contractor/Service Providers/sub- contractors as insureds under its policies and/or furnish separate certificates and endorsements demonstrating separate coverage for those not under its policies. Any separate coverage for sub-Contractor/Service Providers must also comply with the terms of this Agreement. 3.5 Additional Insureds. City, its officers, officials, employees, agents, and volunteers must be named as additional insureds with respect to any policy of general liability, automobile, or pollution insurance specified as required in Exhibit B or as may otherwise be specified by City’s Risk Manager.. The general liability additional insured coverage must be provided in the form of an endorsement to the Contractor/Service Provider’s insurance using ISO CG 2010 (11/85) or its equivalent; such endorsement must not exclude Products/Completed Operations coverage. 3.6 General Liability Coverage to be “Primary.” Contractor/Service Provider’s general liability coverage must be primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers is Page 582 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 wholly separate from the insurance provided by Contractor/Service Provider and in no way relieves Contractor/Service Provider from its responsibility to provide insurance. 3.7 No Cancellation. No Required Insurance policy may be canceled by either Party during the required insured period under this Agreement, except after thirty days’ prior written notice to the City by certified mail, return receipt requested. Prior to the effective date of any such cancellation Contractor/Service Provider must procure and put into effect equivalent coverage(s). 3.8 Waiver of Subrogation. Contractor/Service Provider’s insurer(s) will provide a Waiver of Subrogation in favor of the City for each Required Insurance policy under this Agreement. In addition, Contractor/Service Provider waives any right it may have or may obtain to subrogation for a claim against City. 3.9 Verification of Coverage. Prior to commencement of any work, Contractor/Service Provider shall furnish City with original certificates of insurance and any amendatory endorsements necessary to demonstrate to City that Contractor/Service Provider has obtained the Required Insurance in compliance with the terms of this Agreement. The words “will endeavor” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents, or representatives” or any similar language must be deleted from all certificates. The required certificates and endorsements should otherwise be on industry standard forms. The City reserves the right to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications. 3.10 Claims Made Policy Requirements. If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors & Omissions coverage are required and are provided on a claims -made form, the following requirements also apply: a. The “Retro Date” must be shown, and must be before the date of this Agreement or the beginning of the work required by this Agreement. b. Insurance must be maintained, and evidence of insurance must be provided, for at least five (5) years after completion of the work required by this Agreement. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a “Retro Date” prior to the effective date of this Agreement, the Contractor/Service Provider must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the work required by this Agreement. d. A copy of the claims reporting requirements must be submitted to the City for review. 3.11 Not a Limitation of Other Obligations. Insurance provisions under this section shall not be construed to limit the Contractor/Service Provider’s obligations under this Agreement, including Indemnity. 3.12 Additional Coverage. To the extent that insurance coverage provided by Contractor/Service Provider maintains higher limits than the minimums appearing in Exhibit B, City requires and shall be entitled to coverage for higher limits maintained. Page 583 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 6 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 4. INDEMNIFICATION 4.1. General. To the maximum extent allowed by law, Contractor/Service Provider shall protect, defend, indemnify and hold harmless City, its elected and appointed officers, agents, employees and volunteers (collectively, “Indemnified Parties”), from and against any and all claims, demands, causes of action, costs, expenses, (including reasonable attorneys’ fees and court costs), liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of Contractor/Service Provider, its officials, officers, employees, agents, and contractors, arising out of or in connection with the performance of the Required Services, the results of such performance, or this Agreement. This indemnity provision does not include any claims, damages, liability, costs and expenses arising from the sole negligence or willful misconduct of the Indemnified Parties. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the Indemnified Parties which may be in combination with the active or passive negligent acts or omissions of the Contractor/Service Provider, its employees, agents or officers, or any third party. 4.2. Modified Indemnity Where Agreement Involves Design Professional Services. Notwithstanding the forgoing, if the services provided under this Agreement are design professional services, as defined by California Civil Code section 2782.8, as may be amended from time to time, the defense and indemnity obligation under Section 1, above, shall be limited to the extent required by California Civil Code section 2782.8. 4.3 Costs of Defense and Award. Included in Contractor/Service Provider’s obligations under this Section 4 is Contractor/Service Provider’s obligation to defend, at Contractor/Service Provider’s own cost, expense and risk, any and all suits, actions or other legal proceedings that may be brought or instituted against one or more of the Indemnified Parties. Subject to the limitations in this Section 4, Contractor/Service Provider shall pay and satisfy any judgment, award or decree that may be rendered against one or more of the Indemnified Parties for any and all related legal expenses and costs incurred by any of them. 4.4. Contractor/Service Provider’s Obligations Not Limited or Modified. Contractor/Service Provider’s obligations under this Section 4 shall not be limited to insurance proceeds, if any, received by the Indemnified Parties, or by any prior or subsequent declaration by the Contractor/Service Provider. Furthermore, Contractor/Service Provider’s obligations under this Section 4 shall in no way limit, modify or excuse any of Contractor/Service Provider’s other obligations or duties under this Agreement. 4.5. Enforcement Costs. Contractor/Service Provider agrees to pay any and all costs City incurs in enforcing Contractor/Service Provider’s obligations under this Section 4. 4.6 Survival. Contractor/Service Provider’s obligations under this Section 4 shall survive the termination of this Agreement. 5. FINANCIAL INTERESTS OF CONTRACTOR/SERVICE PROVIDER. 5.1 Form 700 Filing. The California Political Reform Act and the Chula Vista Conflict of Interest Code require certain government officials and Contractor/Service Providers performing work for government agencies to publicly disclose certain of their personal assets and income using a Statement of Economic Interests form (Form 700). In order to assure compliance with these requirements, Contractor/Service Page 584 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 7 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 Provider shall comply with the disclosure requirements identified in the attached Exhibit C, incorporated into the Agreement by this reference. 5.2 Disclosures; Prohibited Interests. Independent of whether Contractor/Service Provider is required to file a Form 700, Contractor/Service Provider warrants and represents that it has disclosed to City any economic interests held by Contractor/Service Provider, or its employees or subcontractors who will be performing the Required Services, in any real property or project which is the subject of this Agreement. Contractor/Service Provider warrants and represents that it has not employed or retained any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, to solicit or secure this Agreement. Further, Contractor/Service Provider warrants and represents that it has not paid or agreed to pay any company or person, other than a bona fide employee or approved subcontractor working solely for Contractor/Service Provider, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor/Service Provider further warrants and represents that no officer or employee of City, has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, the proceeds hereof, or in the business of Contractor/Service Provider or Contractor/Service Provider’s subcontractors. Contractor/Service Provider further agrees to notify City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. For breach or violation of any of these warranties, City shall have the right to rescind this Agreement without liability. 6. REMEDIES 6.1 Termination for Cause. If for any reason whatsoever Contractor/Service Provider shall fail to perform the Required Services under this Agreement, in a proper or timely manner, or if Contractor/Service Provider shall violate any of the other covenants, agreements or conditions of this Agreement (each a “Default”), in addition to any and all other rights and remedies City may have under this Agreement, at law or in equity, City shall have the right to terminate this Agreement by giving five (5) days written notice to Contractor/Service Provider. Such notice shall identify the Default and the Agreement termination date. If Contractor/Service Provider notifies City of its intent to cure such Default prior to City’s specified termination date, and City agrees that the specified Default is capable of being cured, City may grant Contractor/Service Provider up to ten (10) additional days after the designated termination date to effectuate such cure. In the event of a termination under this Section 6.1, Contractor/Service Provider shall immediately provide City any and all” Work Product” (defined in Section 7 below) prepared by Contractor/Service Provider as part of the Required Services. Such Work Product shall be City’s sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider may be entitled to compensation for work satisfactorily performed prior to Contractor/Service Provider’s receipt of the Default notice; provided, however, in no event shall such compensation exceed the amount that would have been payable under this Agreement for such work, and any such compensation shall be reduced by any costs incurred or projected to be incurred by City as a result of the Default. 6.2 Termination or Suspension for Convenience of City. City may suspend or terminate this Agreement, or any portion of the Required Services, at any time and for any reason, with or without cause, by giving specific written notice to Contractor/Service Provider of such termination or suspension at least fifteen (15) days prior to the effective date thereof. Upon receipt of such notice, Contractor/Service Provider shall immediately cease all work under the Agreement and promptly deliver all “Work Product” (defined in Section 7 below) to City. Such Work Product shall be City's sole and exclusive property as provided in Section 7 hereof. Contractor/Service Provider shall be entitled to receive just and equitable compensation for this Work Product in an amount equal to the amount due and payable under this Agreement for work satisfactorily Page 585 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 8 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 performed as of the date of the termination/suspension notice plus any additional remaining Required Services requested or approved by City in advance that would maximize City’s value under the Agreement. 6.3 Waiver of Claims. In the event City terminates the Agreement in accordance with the terms of this Section, Contractor/Service Provider hereby expressly waives any and all claims for damages or compensation as a result of such termination except as expressly provided in this Section 6. 6.4 Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement against City unless a claim has first been presented in writing and filed with City and acted upon by City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vis ta Municipal Code, as same may be amended, the provisions of which, including such policies and procedures used by City in the implementation of same, are incorporated herein by this reference. Upon request by City, Contractor/Service Provider shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. 6.5 Governing Law/Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in San Diego County, State of California. 6.6 Service of Process. Contractor/Service Provider agrees that it is subject to personal jurisdiction in California. If Contractor/Service Provider is a foreign corporation, limited liability company, or partnership that is not registered with the California Secretary of State, Contractor/Service Provider irrevocably consents to service of process on Contractor/Service Provider by first class mail directed to the individual and address listed under “For Legal Notice,” in section 1.B. of Exhibit A to this Agreement, and that such service shall be effective five days after mailing. 7. OWNERSHIP AND USE OF WORK PRODUCT All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectivel y “Work Product”) shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Contractor/Service Provider in the United States or in any other country without the express, prior written consent of City. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Contractor/Service Provider, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws. With respect to computer files containing data generated as Work Product, Contractor/Service Provider shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 8. GENERAL PROVISIONS 8.1 Amendment. This Agreement may be amended, but only in writing signed by both Parties. 8.2 Assignment. City would not have entered into this Agreement but for Contractor/Service Provider’s unique qualifications and traits. Contractor/Service Provider shall not assign any of its rights or responsibilities under this Agreement, nor any part hereof, without City’s prior written consent, which City may grant, condition or deny in its sole discretion. Page 586 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 9 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 8.3 Authority. The person(s) executing this Agreement for Contractor/Service Provider warrants and represents that they have the authority to execute same on behalf of Contractor/Service Provider and to bind Contractor/Service Provider to its obligations hereunder without any further action or direction from Contractor/Service Provider or any board, principle or officer thereof. 8.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed such a counterpart. 8.5 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the Parties with respect to the subject matter contained herein. All exhibits referenced herein shall be attached hereto and are incorporated herein by reference. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded. 8.6 Record Retention. During the course of the Agreement and for three (3) years following completion of the Required Services, Contractor/Service Provider agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the performance of the Agreement, including accounting for costs and expenses charged to City, including such records in the possession of sub-contractors/sub-Contractor/Service Providers. 8.7 Further Assurances. The Parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the Parties. 8.8 Independent Contractor. Contractor/Service Provider is and shall at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, agents or volunteers shall have control over the conduct of Contractor/Service Provider or any of Contractor/Service Provider’s officers, employees, or agents (“Contractor/Service Provider Related Individuals”), except as set forth in this Agreement. No Contractor/Service Provider Related Individuals shall be deemed employees of City, and none of them shall be entitled to any benefits to which City employees are entitled, including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Furthermore, City will not withhold state or federal income tax, social security tax or any other payroll tax with respect to any Contractor/Service Provider Related Individuals; instead, Contractor/Service Provider shall be solely responsible for the payment of same and shall hold the City harmless with respect to same. Contractor/Service Provider shall not at any time or in any manner represent that it or any of its Contractor/Service Provider Related Individuals are employees or agents of City. Contractor/Service Provider shall not incur or have the power to incur any debt, obligati on or liability whatsoever against City, or bind City in any manner. 8.9 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any Party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such Party, postage prepaid, registered or certified, with return receipt requested, at the addresses identified in this Agreement at the places of business for each of the designated Parties as indicated in Exhibit A, or otherwise provided in writing. (End of page. Next page is signature page.) Page 587 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 10 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 SIGNATURE PAGE CONTRACTOR/SERVICE PROVIDER SERVICES AGREEMENT IN WITNESS WHEREOF, by executing this Agreement where indicated below, City and Contractor/Service Provider agree that they have read and understood all terms and conditions of the Agreement, that they fully agree and consent to bound by same, and that they are freely entering into this Agreement as of the Effective Date. JACOBS AND CUSHMAN SAN DIEGO FOOD BANK CITY OF CHULA VISTA BY:________________________________ BY: ________________________________ CASEY CASTILLO MARIA V. KACHADOORIAN INTERIM CHIEF EXECUTIVE OFFICER CITY MANAGER APPROVED AS TO FORM BY: ________________________________ JILL D.S. MALAND LOUNSBERY FERGUSON ALTONA & PEAK ACTING CITY ATTORNEY Page 588 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 11 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 EXHIBIT A SCOPE OF WORK AND PAYMENT TERMS 1. Contact People for Contract Administration and Legal Notice A. City Contract Administration: Angelica Davis, Homeless Solutions Manager 276 4th Avenue, Bldg C Chula Vista, CA 91910 619-691-5036 adavis@chulavistaca.gov For Legal Notice Copy to: City of Chula Vista City Attorney 276 Fourth Avenue, Chula Vista, CA 91910 619-691-5037 CityAttorney@chulavistaca.gov B. Contractor/Service Provider Contract Administration: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK 9850 Distribution Ave, San Diego, CA 92121 (858) 527-1419 ccastillo@sandiegofoodbank.org For Legal Notice Copy to: Same as above 2. Required Services A. General Description: Contractor/Service Provider to provide food and essential items using American Rescue Plan Act from the City of Chula Vista. B. Detailed Description: Contractor/Service Provider shall follow the same certifications as the City when it comes to the use of American Rescue Plan ARPA Act. Contractor/Service Provider shall perform the following tasks: Task Description Deliverables Completion Date 1 Provide Chula Vista Food Bank partners with food/supplies to meet the increased demand. Distribute over 150,000 pounds of dry goods, fresh produce, and other commodities through Mobile Pantries and Food to Nonprofit Partners within the City of Chula Vista March 31, 2024 3. Term: In accordance with Section 1.10 of this Agreement, the term of this Agreement shall begin March 28, 2023 and end on March 31, 2024 for completion of all Required Services. Page 589 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 12 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 4. Compensation: A. Form of Compensation For the performance of the Required Services to City’s satisfaction, City shall pay Contractor/Service Provider an amount not-to-exceed $100,000 for staffing, benefits, supplies, equipment, and indirect costs expended by March 31, 2024, as detailed on Exhibit D. Contractor/Service Provider shall invoice City for such costs and services. Notwithstanding the foregoing, the maximum amount to be paid to the Contractor/Service Provider for costs and services performed through March 31, 2024 shall not exceed $100,000. 5. Special Provisions: NONE = Page 590 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 13 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 EXHIBIT B INSURANCE REQUIREMENTS Contractor/Service Provider shall adhere to all terms and conditions of Section 3 of the Agreement and agrees to provide the following types and minimum amounts of insurance, as indicated by checking the applicable boxes (x). Type of Insurance Minimum Amount Form ☒ General Liability: Including products and completed operations, personal and advertising injury $2,000,000 per occurrence for bodily injury, personal injury (including death), and property damage. If Commercial General Liability insurance with a general aggregate limit is used, either the general aggregate limit must apply separately to this Agreement or the general aggregate limit must be twice the required occurrence limit Additional Insured Endorsement or Blanket AI Endorsement for City* Waiver of Recovery Endorsement Insurance Services Office Form CG 00 01 *Must be primary and must not exclude Products/Completed Operations ☒ Automobile Liability $1,000,000 per accident for bodily injury, including death, and property damage Insurance Services Office Form CA 00 01 Code 1-Any Auto Code 8-Hired Code 9-Non Owned ☒ Workers’ Compensation Employer’s Liability $1,000,000 each accident $1,000,000 disease policy limit $1,000,000 disease each employee Waiver of Recovery Endorsement Other Negotiated Insurance Terms: None. Page 591 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 14 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 EXHIBIT C CONTRACTOR/SERVICE PROVIDER CONFLICT OF INTEREST DESIGNATION The Political Reform Act1 and the Chula Vista Conflict of Interest Code2 (“Code”) require designated state and local government officials, including some Contractor/Service Providers, to make certain public disclosures using a Statement of Economic Interests form (Form 700). Once filed, a Form 700 is a public document, accessible to any member of the public. In addition, Contractor/Service Providers designated to file the Form 700 are also required to comply with certain ethics training requirements.3 ☒ A. Contractor/Service Provider IS a corporation or limited liability company and is therefore EXCLUDED4 from disclosure. ☐ B. Contractor/Service Provider is NOT a corporation or limited liability company and disclosure designation is as follows: APPLICABLE DESIGNATIONS FOR INDIVIDUAL(S) ASSIGNED TO PROVIDE SERVICES (Category descriptions available at www.chulavistaca.gov/departments/city-clerk/conflict-of-interest-code.) Name Email Address Applicable Designation Enter Name of Each Individual Who Will Be Providing Service Under the Contract – If individuals have different disclosure requirements, duplicate this row and complete separately for each individual Enter email address(es) ☐ A. Full Disclosure ☐ B. Limited Disclosure (select one or more of the categories under which the Contractor shall file): ☐ 1. ☐ 2. ☐ 3. ☐ 4. ☐ 5. ☐ 6. ☐ 7. Justification: ☐ C. Excluded from Disclosure 1. Required Filers Each individual who will be performing services for the City pursuant to the Agreement and who meets the definition of “Contractor/Service Provider,” pursuant to FPPC Regulation 18700.3, must file a Form 700. 2. Required Filing Deadlines Each initial Form 700 required under this Agreement shall be filed with the Office of the City Clerk via the City's online filing system, NetFile, within 30 days of the approval of the Agreement. Additional Form 700 filings will be required annually on April 1 during the term of the Agreement, and within 30 days of the termination of the Agreement. 3. Filing Designation The City Department Director will designate each individual who will be providing services to the City pursuant to the Agreement as full disclosure, limited disclosure, or excluded from disclosure, based on an analysis of the services the Contractor/Service Provider will provide. Notwithstanding this designation or anything in the Agreement, the Contractor/Service Provider is ultimately responsible for complying with FPPC regulations and filing requirements. If you have any questions regarding filing requirements, please do not hesitate to contact the City Clerk at (619)691-5041, or the FPPC at 1-866-ASK-FPPC, or (866) 275-3772 *2. Pursuant to the duly adopted City of Chula Vista Conflict of Interest Code, this document shall serve as the written determination of the Contractor’s requirement to comply with the disclosure requirements set forth in the Code. Completed by: Angelica Davis, DSD-Housing Sr Management Analyst 1 Cal. Gov. Code §§81000 et seq.; FPPC Regs. 18700.3 and 18704. 2 Chula Vista Municipal Code §§2.02.010-2.02.040. 3 Cal. Gov. Code §§53234, et seq. 4 CA FPPC Adv. A-15-147 (Chadwick) (2015); Davis v. Fresno Unified School District (2015) 237 Cal.App.4th 261; FPPC Reg. 18700.3 (Consultant defined as an “individual” who participates in making a governmental decision; “individual” does not incl ude corporation or limited liability company). Page 592 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 15 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 EXHIBIT D BUDGET Budget Line Item Amount Food and Supplies $100,000 Page 593 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 16 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 CITY OF CHULA VISTA AMERICAN RESCUE PLAN FUND DIRECT GRANTS FOR NONPROFIT RELIEF FUND AGREEMENT EXHIBIT E – FEDERAL REQUIREMENTS Contractor/Service Provider shall comply with all requirements of the City set forth in the Agreement and the exhibits thereto, including the requirements of Exhibit A and the following ARP Act Coronavirus Relief Fund requirements, including as follows: 1. DEBARMENT AND SUSPENSION. (a) This Agreement is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, Contractor/Service Provider is required to verify that none of their principals (defined at 2 C.F.R. § 180.995) or affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (b) Contractor/Service Provider must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction they enter into. (c) This certification is a material representation of fact relied upon by City. If it is later determined that Contractor/Service Provider did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to City, the federal government may pursue available remedies, including but not limited to suspension and/or debarment. 2. RECORD RETENTION REQUIREMENTS. Contractor/Service Provider shall maintain and make available upon request all documents and financial records in their respective possession sufficient to establish compliance with subsection 601(d) of the Social Securit y Act, as amended (42 U.S.C. 801(d), which may include, but are not limited to, copies of the following: (a) general ledger and subsidiary ledgers used to account for (a) the receipt of Coronavirus Relief Fund payments and (b) the disbursements from such payments to meet eligible expenses related to the public health emergenc y due to COVID-19; (b) budget records for 2020 and 2021; Page 594 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 17 City of Chula Vista Agreement No.: 2023-046 Consultant Name: JACOBS AND CUSHMAN SAN DIEGO FOOD BANK Rev. 10/24/17 (c) payroll, time records, human resource records to support costs incurred for payroll expenses related to addressing the public health emergenc y due to COVID-19; (d) receipts of purchases made related to addressing the public health emergency due to COVID-19; (e) contracts and subcontracts entered into using Coronavirus Relief Fund payments and all documents related to such contracts; (f) grant agreements and grant subaward agreements entered into using Coronavirus Relief Fund payments and all documents related to such awards; (g) all documentation of reports, audits, and other monitoring of contractors, including subcontractors, and grant recipient and subrecipients; (h) all documentation supporting the performance outcomes of contracts, subcontracts, grant awards, and grant recipient subawards; (i) all internal and external email/electronic communications related to use of Coronavirus Relief Fund payments; and (j) all investigative files and inquiry reports involving Coronavirus Relief Fund payments. 3. NO OBLIGATION BY FEDERAL GOVERNMENT. The federal government is not a party to this Agreement and is not subject to any obligations or liabilities to the City, Contractor/Service Provider, Fiscal Agent, or any other part y pertaining to an y matter resulting from this Agreement. 4. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. Contractor/Service Provider acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to Contractor/Service Provider’s actions pertaining to this Agreement Page 595 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Empower individuals & families ●Build community resilience ●Promote housing opportunities ●Enhance quality of life HOUSING & HOMELESS SERVICES Item 8.1 ARPA Fourth Amendment Presented by: Dania Gonzalez,Principal Management Analyst Mark Barnard, Management Analyst Page 596 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES •May 2021 U.S. Department of the Treasury launched the Coronavirus State and Local Fiscal Recovery Funds, established under American Rescue Plan Act of 2021 (ARPA). •ARPA provided $350 Billion in emergency funds for eligible jurisdictions to provide relief for those hardest hit by COVID-19. •August 2021 Chula Vista received $28.76 million from ARPA funds. ARPA FUNDS Page 597 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES ARPA Spending Plan Reallocation •$200,000 from the ARPA funds to the SBCS Corporation (SBCS) Domestic Violence Program •$400,000 to the SBCS Casa Nueva Vida Shelter Operations •$100,000 to the Jacobs & Cushman San Diego Food Bank CHULA VISTA ARPA FUNDS Page 598 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Item 8.1 Recommended Action Adopt a resolution (1)approving a fourth amendment to the American Rescue Plan Act Spending Plan,(2)approving sub-recipient agreements with the SBCS Corporation for the Domestic Violence Program and Casa Nueva Vida Shelter Operations,(3)approving a sub-recipient agreement with Jacobs and Cushman San Diego Food Bank and (4)reallocating funds and amending CIP budget for those purposes.(4/5 Vote Required) Page 599 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2022 Housing Element Progress Report – Executive Summary Page 1 of 4 HOUSING ELEMENT 2022 ANNUAL PROGRESS REPORT EXECUTIVE SUMMARY Some significant facts about affordable housing efforts during the 2022 calendar year (January 1, 2022 to December 31, 2022) include: Rental Assistance ▪ Twenty-two (22) households received HOME funded Tenant Based Rental Assistance (TBRA). Of these, ten (10) were issued through contacts made from referrals made through the City’s Homeless Outreach Team, targeting households who are literally homeless or are at risk of being homeless. Twelve (12) were issued through SBCS for households experiencing housing instability. ▪ Four (4) households received Rapid Re-Housing rental and/or security deposit assistance (for those who are literally homeless). ▪ One (1) household was assisted through the City’s Low-Mod Homeless Prevention Program. ▪ A total of six (6) applications were received for the Community Housing Improvement Program (CHIP). Four (4) households successfully completed their home repairs through CHIP during 2022. ▪ Through the CDBG-funded Hotel Motel Voucher Program the City assisted four (4) homeless individuals with temporary bridge sheltering as they navigated towards a more permanent housing solution. ▪ The City held its own Emergency Rental Assistance Program in response to households economically effected by the COVID-19 pandemic. A total of 2,842 households were assisted with at least one month of assistance. The program received its last applications on March 31, 2022. Application continued to be processed until June 2022. A total of $40,451,843.74 of federal and state allocations was used to assist 755 landlords. First Time Homebuyer Assistance ▪ The City relaunched its First Time Homebuyer Program in November 2022 and contracted with the San Diego Housing Commission to implement the program. The program is designed to help low-income households with a deferred-payment loan of up to $120,000 for down payment and closing costs. Code Enforcement Activities ▪ In 2022 Code Enforcement conducted a total of 851 inspections for apartment communities through the Multifamily Housing Inspection Program. ▪ Through Title 25, Code Enforcement staff has completed 128-unit inspections throughout various mobilehome parks in 2022. ▪ Code enforcement staff responded to 513 residential (e.g., apartments, duplexes, condominiums, mobile homes and single-family homes) complaints during 2022. For condos and single-family dwellings such activities included unpermitted construction, trash junk and debris, Page 600 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2022 Housing Element Progress Report – Executive Summary Page 2 of 4 and inoperable vehicles. Code Enforcement conducted a total of 44 apartment, 12 condominium and 3 duplex inspections. Neighborhood Revitalization ▪ Chula Vista voters approved Measure P – a temporary, ten-year, half-cent sales tax to fund high priority infrastructure needs. Collection of the sales tax began April 1, 2017. Updates on how Measure P Funds are used can be found at https://www.chulavistaca.gov/departments/public- works/infrastructure ▪ In 2022, three Measure P funded projects were completed in western Chula Vista and generally within the Montgomery area of southwest Chula Vista. Approximately $1.8M worth of improvements were made at Lauderbach Park located at 333 Oxford Street, of which $820,000 was Measure P funded and a $1M California Youth Soccer grant. Work was completed consisting of replacing the grass multi-purpose field with artificial turf multi-purpose field for soccer/softball. Also, improvements included creating a decomposed granite spectator area/path around the field, replacing field lighting with sports field lighting, completing drainage and ADA compliance work as required, replacing the basketball court, and complete repairs to various park features throughout the site. ▪ Additionally, work was completed on the one-year landscaping maintenance period for two new fire stations located in southwest Chula Vista. Fire Station 5 near Fourth Avenue/Orange Avenue & Fire Station 9 located at Naples Street and Alpine Avenue are now completed. ▪ The last project completed was funded with $5M in Measure P funds for traffic signal modifications at 13 intersections in western Chula Vista. Work consisted of traffic signal replacements and improvements including expansion of City Fiber Optics, wireless and/or twisted pair communication lines, expansion of the Adaptive Signal System, installation of Traffic Monitoring Devices, installation of Changeable Message System along Main Street and comprehensive traffic signal coordination retiming at: 1. Second Ave/L Street 2. Fourth Ave/D Street 3. Fourth Ave/Anita Street 4. Hilltop Dr/Orange Ave-East Orange Ave 5. Hilltop Dr/I Street-East I Street 6. Hilltop Dr/Naples St-East Palomar St 7. Hilltop Dr/Palomar St-East Palomar St 8. Hilltop Dr/Quintard St 9. Third Ave/ Quintard St 10. Third Ave/Palomar St 11. Fourth Ave/H Street 12. Fourth Ave/L Street 13. E St/Woodlawn Ave Conservation and Energy Efficiency ▪ Beginning on July 1, 2022, Republic Services deployed the State-mandated organic waste collection program to all 52,000 single-family homes providing the ability to residents to include Page 601 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2022 Housing Element Progress Report – Executive Summary Page 3 of 4 food waste, food-soiled paper products and other regulated organic waste in their current lawn and garden green carts. Accessory Dwelling Unit Construction ▪ A total of 140 accessory dwelling unit building permits were issued during 2022. ▪ The City received a grant award through the SANDAG Housing Acceleration Program (HAP) to develop permit-ready pre-approved ADU plans, a one-stop shop website for ADU development, and planning software. Affordable Housing Production and Preservation ▪ Approximately 500 units of affordable units were in production in 2022. ▪ A total of 112 applications for Short-Term Vacation Rental Licenses were submitted in 2022. Of these, 18 were approved and are active. ▪ Marketing flyers for three different affordable housing projects were available on the City of Chula Vista Department of Housing website in 2022. ▪ City continued to work with developers to issue bonds for the creation of affordable housing. Meta Housing applied and was approved for a supplemental CDLAC allocation bond of $4 million on 11/30/22 and is expected to close by April 2023. Emergency Shelters ▪ The city is currently in the process of developing its first emergency shelter with an anticipated opening of Spring 2023 utilizing pallet homes. The City secured a $2 million grant from the County of San Diego to fund capital improvements to the shelter which will result in an expansion of services. Page 602 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2021 Housing Element Progress Report – Executive Summary Page 4 of 4 Chula Vista 6th Cycle 2021-2029 1 Projection Period 3 4 RHNA Allocation by Income Level Projection Period - 06/30/2020- 04/14/2021 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date (all years) Total Remaining RHNA by Income Level Deed Restricted 12 - 95 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - 66 276 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - - - - - - - - - - Non-Deed Restricted - - - - - - - - - - Above Moderate 4,667 1,735 1,633 804 - - - - - - - 4,172 495 11,105 1,747 1,699 1,175 - - - - - - - 4,621 6,484 5 6 7 Extremely low-Income Need 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date Total Units Remaining 1,375 29 - - - - - - - - 29 1,346 1,911 107 - Moderate 2,750 1,777 1,911 342 2 Table B Regional Housing Needs Allocation Progress Permitted Units Issued by Affordability 2,643 1,435 Total RHNA Total Units Income Level Very Low Low Extremely Low-Income Units* Progress toward extremely low-income housing need, as determined pursuant to Government Code 65583(a)(1). Page 603 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisidiction Name Reporting Calendar Year First Name Last Name Title Click here to download APR Instructions Email Phone Street Address City Zipcode 12_28_22 Optional: Click here to import last year's data. This is best used when the workbook is new and empty. You will be prompted to pick an old workbook to import from. Project and program data will be copied exactly how it was entered in last year's form and must be updated. If a project is no longer has any reportable activity, you may delete the project by selecting a cell in the row and typing ctrl + d. 276 4th Avenue, Building A Chula Visa 91911 Please Start Here General Information 2022 Chula Vista Contact Information Stacey Kurz Director of Housing & Homeless Services skurz@chulavistaca.gov 6195855609 Mailing Address Annual Progress Report January 2020Page 604 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Optional: This runs a macro which checks to ensure all required fields are filled out. The macro will create two files saved in the same directory this APR file is saved in. One file will be a copy of the APR with highlighted cells which require information. The other file will be list of the problematic cells, along with a description of the nature of the error. Optional: Save before running. This copies data on Table A2, and creates another workbook with the table split across 4 tabs, each of which can fit onto a single page for easier printing. Running this macro will remove the comments on the column headers, which contain the instructions. Do not save the APR file after running in order to preserve comments once it is reopened. Optional: This macro identifies dates entered that occurred outside of the reporting year. RHNA credit is only given for building permits issued during the reporting year. Link to the online system:https://apr.hcd.ca.gov/APR/login.do Submittal Instructions Please save your file as Jurisdictionname2022 (no spaces). Example: the city of San Luis Obispo would save their file as SanLuisObispo2022 Housing Element Annual Progress Reports (APRs) forms and tables must be submitted to HCD and the Governor's Office of Planning and Research (OPR) on or before April 1 of each year for the prior calendar year; submit separate reports directly to both HCD and OPR pursuant to Government Code section 65400. There are two options for submitting APRs: 1. Online Annual Progress Reporting System - Please see the link to the online system to the left. This allows you to upload the completed APR form into directly into HCD’s database limiting the risk of errors. If you would like to use the online system, email APR@hcd.ca.gov and HCD will send you the login information for your jurisdiction. Please note: Using the online system only provides the information to HCD. The APR must still be submitted to OPR. Their email address is opr.apr@opr.ca.gov. 2. Email - If you prefer to submit via email, you can complete the excel Annual Progress Report forms and submit to HCD at APR@hcd.ca.gov and to OPR at opr.apr@opr.ca.gov. Please send the Excel workbook, not a scanned or PDF copy of the tables. Page 605 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Note: "+" indicates an optional field Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Date Application Submitted Total Approved Units by Project Total Disapproved Units by Project Streamlining Application Status Notes 2 3 4 6 7 8 9 11 12 Prior APN+Current APN Street Address Project Name+Local Jurisdiction Tracking ID+ Unit Category (SFA,SFD,2 to 4,5+,ADU,MH) Tenure R=Renter O=Owner Date Application Submitted+ (see instructions) Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low-Income Deed Restricted Low-Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Total PROPOSED Units by Project Total APPROVED Units by project Total DISAPPROVED Units by Project Was APPLICATION SUBMITTED Pursuant to GC 65913.4(b)? (SB 35 Streamlining) Ddi the housing development application seek incentives or concessions pursuant to Government Code section 65915? Were incentives or concessions reqested pursuant to Government Code section 65915 approved? Please indicate the status of the application. Notes+ Summary Row: Start Data Entry Below 0 0 98 0 0 0 2961 3059 1452 0 56771500600 524 Park Wy Park Way Triplex DR21-0033 2 to 4 R 2/9/2022 3 3 No No N/A Pending 6443504000 999999 Santa Diana Rd Tosara Five Plex DR21-0004 5+O 2/4/2022 5 5 5 No No N/A Approved Refer to MPA21-0025 6191710700 1177 Third Artisan DR21-0037 5+R 1/4/2022 218 218 218 No No N/A Approved 6440110600 99999 Olympic Parkway Chula Vista Duplex DR22-0002 2 to 4 O 2/24/2022 4 4 No No N/A Pending 6440110600 99999 Olympic Parkway Chula Vista Center Mixed Use DR22-0003 5+ O 2/11/2022 244 244 244 No No N/A Approved 6440110600 99999 Olympic Parkway Luminary DR22-0006 5+ R 3/18/2022 267 267 267 No No N/A Approved 6440110600 99999 Olympic Parkway Sterling DR22-0008 5+ O 4/26/2022 272 272 No No N/A Pending 6440110600 99999 Olympic Parkway Mika and Anden DR22-0011 5+ O 4/28/2022 194 194 No No N/A Pending 6440720600 99999 La Media Road Enclave Montecito DR22-0012 5+ R 5/31/2022 503 503 No No N/A Pending 5730900100 577 Fourth Avenue DR22-0015 5+ O 5/26/2022 98 49 147 No No N/A Pending 6440720300 99999 La Media Road DR22-0017 5+ O 9/22/2022 12 12 No No N/A Pending 5671500600 524 Park Way DR22-0022 5+O 8/24/2022 6 6 No No N/A Pending 6443107000 Otay Ranch Village 2 R-10B Enclave Townhomes DR22-0023 5+ R 8/11/2022 31 31 No No N/A Pending 6440611000 999999 Corte Nueva - ORV3 - R-19 Urbana 2.0 DR22-0025 5+ R 9/14/2022 164 164 No No N/A Pending 6240710200 201 Third Ave Vida En Tercera DR22-0026 5+R 9/14/2022 267 267 No No N/A Pending 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R1 DR21-0001 5+ O 5/10/2022 128 128 128 No No N/A Approved 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R2 DR21-0011 5+ O 5/10/2022 73 73 73 No No N/A Approved 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R3 DR21-0012 5+ O 5/10/2022 111 111 111 No No N/A Approved 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R4 DR21-0013 5+ O 5/10/2022 118 118 118 No No N/A Approved 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R5 DR21-0014 5+ O 5/10/2022 104 104 104 No No N/A Approved 624-071-0200 South of Otay River, East of Interstate 805, adjacent to Dennery Road Sunbow Neighborhood R6 DR21-0015 5+ O 5/10/2022 184 184 184 No No N/A Approved 5735411200 872 First Ave 872 First Ave Urban Lot Split PRJ22-007 SFD O 8/25/2022 2 2 No No No Pending 6191310500 1127 Twin Oaks Ave 1127 Twin Oaks Ave Urban Lot Split PRJ22-010 SFD O 11/15/2022 2 2 No No No Pending Table A Cells in grey contain auto-calculation formulas 51 Project Identifier Unit Types Proposed Units - Affordability by Household Incomes Density Bonus Law Applications 10 Housing Development Applications Submitted Page 606 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Table A2 Streamlining Infill Housing without Financial Assistance or Deed Restrictions Term of Affordability or Deed Restriction Notes 2 3 5 6 8 9 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Prior APN+Current APN Street Address Project Name+Local Jurisdiction Tracking ID+ Unit Category (SFA,SFD,2 to 4,5+,ADU,MH) Tenure R=Renter O=Owner Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low- Income Deed Restricted Low- Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Entitlement Date Approved # of Units issued Entitlements Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low- Income Deed Restricted Low- Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Building Permits Date Issued # of Units Issued Building Permits Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low- Income Deed Restricted Low- Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Certificates of Occupancy or other forms of readiness (see instructions) Date Issued # of Units issued Certificates of Occupancy or other forms of readiness How many of the units were Extremely Low Income?+ Was Project APPROVED using GC 65913.4(b)? (SB 35 Streamlining) Y/N Infill Units? Y/N+ Assistance Programs for Each Development (may select multiple - see instructions) Deed Restriction Type (may select multiple - see instructions) For units affordable without financial assistance or deed restrictions, explain how the locality determined the units were affordable (see instructions) Term of Affordability or Deed Restriction (years) (if affordable in perpetuity enter 1000)+ Number of Demolished/Dest royed Units Demolished or Destroyed Units Demolished/Des troyed Units Owner or Renter Total Density Bonus Applied to the Project (Percentage Increase in Total Allowable Units or Total Maximum Allowable Residential Gross Floor Area) Number of Other Incentives, Concessions, Waivers, or Other Modifications Given to the Project (Excluding Parking Waivers or Parking Reductions) List the incentives, concessions, waivers, and modifications (Excluding Parking Waivers or Parking Modifications) Did the project receive a reduction or waiver of parking standards? (Y/N) Notes+ Summary Row: Start Data Entry Below 0 0 0 0 0 0 0 0 95 0 276 0 0 0 804 1175 0 0 0 0 0 0 1341 1341 0 0 0 0 6443139800 1800 SANTA CAROLINA RD 17107 BR21-0011 5+ r 0 64 1/27/2022 64 0 0 N 5684111800 390 VANCE ST BR21-0027 2 to 4 r 0 0 0 0 N 5670323100 267 WOODLAWN AV BR21-0039 5+ r 0 0 0 N 5671500600 524 PARK WY BR21-0147 2 to 4 r 0 3 8/29/2022 3 0 0 N 6430606100 2040 TRANSIT GUIDEWAY BR21-0152 5+ r 0 97 3/16/2022 97 0 0 N 5681612500 252 CHURCH AV BR22-0058 5+r 0 0 0 N 6220711400 1350 INDUSTRIAL BL INDUSTRIAL TOWNHOMES - (SFA) BR22-0089 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0236 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0238 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0239 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0240 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0248 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0249 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0250 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0251 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0252 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0253 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0254 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0255 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0256 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0257 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0290 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0291 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0351 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0352 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0353 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0354 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0355 5+ r 0 0 0 N 6440611000 999999 CORTE NUEVA FUTURE MF BR22-0356 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0392 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0393 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0394 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0395 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0396 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0397 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0398 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0399 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0400 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0401 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0402 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0403 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0404 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0405 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0406 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0407 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0408 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0409 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0410 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0411 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0419 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0420 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0421 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0422 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0423 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0424 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0425 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0426 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0427 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0428 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0429 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0430 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0431 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0432 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0433 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0434 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0435 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0436 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0437 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0438 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0439 5+ r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0440 2 to 4 r 0 0 0 N 6440201100 999992 OLYMPIC PW BR22-0441 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0458 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0459 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0460 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0461 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0462 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0463 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0464 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0465 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0466 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0467 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0468 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0469 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0470 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0471 2 to 4 r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0472 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0473 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0474 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0475 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0476 5+ r 0 0 0 N 6440110600 999991 OLYMPIC PW BR22-0477 5+ r 0 0 0 N 6443110200 999999 SANTA CAROLINA RD BR22-0478 5+ r 0 0 0 N 6443110200 999999 SANTA CAROLINA RD BR22-0479 5+ r 0 0 0 N 6443110200 999999 SANTA CAROLINA RD BR22-0480 5+ r 0 0 0 N 6443110200 999999 SANTA CAROLINA RD BR22-0481 5+ r 0 0 0 N 6443100600 999999 SANTA VICTORIA RD BR22-0484 5+ r 0 0 0 N 6443100500 1555 STATE ST BR22-0485 5+r 0 0 0 N 6443100500 1555 STATE ST BR22-0486 5+r 0 0 0 N 6443100500 1555 STATE ST BR22-0487 5+r 0 0 0 N 6443100500 1555 STATE ST BR22-0488 5+r 0 0 0 N Density Bonus 1 Unit Types Affordability by Household Incomes - Completed Entitlement Affordability by Household Incomes - Building Permits Affordability by Household Incomes - Certificates of Occupancy 4 7 10 Note: "+" indicates an optional field Housing with Financial Assistance and/or Deed Restrictions Demolished/Destroyed UnitsProject Identifier Annual Building Activity Report Summary - New Construction, Entitled, Permits and Completed Units Page 607 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Note: "+" indicates an optional field 6443100500 1555 STATE ST BR22-0489 5+r 0 0 0 N 6443100500 1555 STATE ST BR22-0490 5+r 0 0 0 N 6443100900 999999 SANTA VICTORIA RD BR22-0491 5+ r 0 0 0 N 6204801200 1425 OCALA CT BR21-0056 SFD O 0 0 1 3/21/2022 12:00:00 AM 1 N 6437700201 1425 OCALA CT THE LOFTS at THE MARKETPLACE BR20-0171 5+ R 0 0 8 3/21/2022 12:00:00 AM 8 N 6430605800 1425 OCALA CT RYAN WEST BR19-0190 5+R 0 0 69 3/21/2022 12:00:00 AM 69 N 6437700209 1425 OCALA CT THE LOFTS at THE MARKETPLACE BR20-0173 5+ R 0 0 8 3/21/2022 12:00:00 AM 8 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0250 5+ R 0 0 7 3/21/2022 12:00:00 AM 7 N 6430605800 1425 OCALA CT RYAN WEST BR19-0189 5+R 0 0 69 3/21/2022 12:00:00 AM 69 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0251 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0255 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6437700232 1425 OCALA CT THE LOFTS at THE MARKETPLACE BR20-0170 5+ R 0 0 4 3/21/2022 12:00:00 AM 4 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0249 5+ R 0 0 7 3/21/2022 12:00:00 AM 7 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0253 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0254 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0256 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0252 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440711500 1425 OCALA CT The Residences at Cota Vera BR19-0257 5+ R 0 0 10 3/21/2022 12:00:00 AM 10 N 6440710900 1425 OCALA CT The Residences at Cota Vera BR19-0248 5+ R 0 0 63 3/21/2022 12:00:00 AM 63 N 6437700224 1425 OCALA CT THE LOFTS at THE MARKETPLACE BR20-0172 5+ R 0 0 8 3/21/2022 12:00:00 AM 8 N 6440710300 1425 OCALA CT Meta BR20-0039 5+R 0 0 49 3/21/2022 12:00:00 AM 49 N 6440710300 1425 OCALA CT Meta BR20-0041 5+R 0 0 44 3/21/2022 12:00:00 AM 44 N 5680712200 230 CHURCH AVE Church Ave Apartments BR16-0196 5+ R 0 0 29 7/19/2022 29 N 5754600600 90 LEANNA ST BR21-0282 ADU R 0 1 03/24/2022 1 1 6/16/2022 1 0 N 5661221300 49 LAS FLORES DR BR21-0385 ADU R 0 1 04/14/2022 1 1 7/13/2022 1 0 N 5741720100 605 Carla AV BR21-0286 ADU R 0 1 03/28/2022 1 1 9/28/2022 1 0 N 6192702200 1260 TOBIAS DR BR20-0096 ADU R 0 1 07/20/2022 1 1 10/4/2022 1 0 N 5751221000 41 E L ST BR21-0431 ADU R 0 1 05/03/2022 1 1 11/16/2022 1 0 N 5690902200 245 ROGAN RD BR21-0204 ADU R 0 1 03/21/2022 1 1 11/18/2022 1 0 N 6241202600 277 TALUS ST 1-2 BR18-0202 ADU R 0 1 10/19/2022 1 0 0 N 6423140900 1243 CALLE SANTIAGO BR20-0071 ADU R 0 1 03/29/2022 1 0 0 N 5690430400 110 E ST BR20-0088 ADU R 0 1 02/16/2022 1 0 0 N 6240523900 4084 OTAY VALLEY RD BR20-0097 ADU R 0 1 2/16/2022 1 0 0 N 6390109000 603 MELROSE AV BR20-0235 ADU R 0 1 2/20/2022 1 0 0 N 6202621600 111 E PALOMAR ST BR21-0002 ADU R 0 0 0 0 N 6393221600 449 JAMUL CT BR21-0019 ADU R 0 0 0 N 5733410300 711 DEL MAR AV BR21-0043 ADU R 0 0 0 N 6233120400 89 SUZANNE LN BR21-0045 ADU R 0 1 03/07/2022 1 0 0 N 5951650400 897 RUTGERS AV BR21-0054 ADU R 0 1 06/24/2022 1 0 0 N 5931902400 1012 CALLE MESITA BR21-0065 ADU R 0 0 0 N 5742720500 669 GRETCHEN RD BR21-0066 ADU R 0 0 0 N 5721920900 748 CEDAR AV BR21-0068 ADU R 0 1 03/28/2022 1 0 0 N 5741920700 631 CLAIRE AV BR21-0073 ADU R 0 1 09/01/2022 1 0 0 N 5712101100 773 RIVERLAWN AV BR21-0115 ADU R 0 0 0 N 5958430600 775 AGUA VISTA DR BR21-0117 ADU R 0 1 10/13/2022 1 0 0 N 5740500700 573 HILLTOP DR BR21-0127 ADU R 0 1 04/06/2022 1 0 0 N 5720802600 608 CEDAR AV BR21-0133 ADU R 0 02/28/2022 0 0 0 N 5693110300 446 VISTA WY BR21-0141 ADU R 0 0 0 N 6202620800 128 E ORLANDO ST BR21-0142 ADU R 0 1 07/18/2022 1 0 0 N 5933011700 355 CORRAL CT BR21-0154 ADU R 0 1 06/28/2022 1 0 0 N 6182300500 1121 FIFTH AV BR21-0197 ADU R 0 1 05/27/2022 1 0 0 N 6201120700 131 E QUINTARD ST BR21-0201 ADU R 0 0 0 N 5933810400 527 Padera WY BR21-0202 ADU R 0 1 01/12/2023 1 0 0 N 5940711900 1454 COUNTRY VISTAS LN BR21-0203 ADU R 0 1 06/22/2022 1 0 0 N 5733811300 231 K ST BR21-0205 ADU R 0 0 0 N 6191323000 1128 ELM AV BR21-0207 ADU R 0 1 07/27/2022 1 0 0 N 5720430300 524 FOURTH AV BR21-0213 ADU R 0 1 08/26/2022 1 0 0 N 5733422800 744 SECOND AV BR21-0214 ADU R 0 1 05/04/2022 1 0 0 N 5932911800 328 GREENWOOD PL BR21-0216 ADU R 0 1 04/04/2022 1 0 0 N 5653201000 583 MCINTOSH ST BR21-0217 ADU R 0 1 05/05/2022 1 0 0 N 5651511800 124 OAKLAWN AV BR21-0251 ADU R 0 1 04/27/2022 1 0 0 N 6391540800 395 E NAPLES ST BR21-0253 ADU R 0 1 05/12/2022 1 0 0 N 5754701700 98 LEANNA ST BR21-0254 ADU R 0 1 05/02/2022 1 0 0 N 6204102200 347 QUAIL PL BR21-0259 ADU R 0 1 08/31/2022 1 0 0 N 5731802800 634 SECOND AV BR21-0263 ADU R 0 1 05/11/2022 1 0 0 N 5958613500 374 COLBY POINT PL BR21-0264 ADU R 0 0 0 N 6423413500 1354 LA MANCHA PL BR21-0277 ADU R 0 1 05/05/2022 1 0 0 N 6181410100 1053 JEFFERSON AV BR21-0280 ADU R 0 1 03/10/2022 1 0 0 N 6192620500 17 OXFORD ST BR21-0281 ADU R 0 0 0 N 6184101100 1244 ORDE CT BR21-0283 ADU R 0 1 04/11/2022 1 0 0 N 6181521800 1076 FIFTH AV BR21-0284 ADU R 0 0 0 N 5958813400 437 AGUA VISTA DR BR21-0285 ADU R 0 0 0 N Y DB 55 0.0% 0 Other Yes 5751001300 135 EL CAPITAN DR BR21-0287 ADU R 0 1 06/23/2022 1 0 0 N 5752711100 986 MONSERATE AV BR21-0289 ADU R 0 1 03/28/2022 1 0 0 N 6232713400 46 Jicama WY BR21-0290 ADU R 0 1 08/12/2022 1 0 0 N 5958614600 2920 RANCH GATE RD BR21-0291 ADU R 0 0 0 N 5754921400 1166 CUYAMACA AV BR21-0292 ADU R 0 0 0 N 6202720600 227 E ORLANDO ST BR21-0294 ADU R 0 0 0 N 6411313900 1421 VENTERS DR BR21-0311 ADU R 0 0 0 N 6192611700 1247 FIRST AV BR21-0312 ADU R 0 0 0 N 5652101100 434 D ST BR21-0313 ADU R 0 1 09/28/2022 1 0 0 N 5672310300 586 ROOSEVELT ST BR21-0314 ADU R 0 1 07/28/2022 1 0 0 N 5672310300 588 ROOSEVELT ST BR21-0315 ADU R 0 1 07/28/2022 1 0 0 N 5754820500 1119 MONSERATE AV BR21-0316 ADU R 0 1 02/21/2022 1 0 0 N 6396903000 590 BERLAND WY BR21-0317 ADU R 0 1 07/26/2022 1 0 0 N 6400223300 696 CAZORLA AV BR21-0319 ADU R 0 1 01/12/2023 1 0 0 N 5691330100 122 F ST BR21-0320 ADU R 0 1 05/12/2022 1 0 0 N 5663005500 105 SECOND AV BR21-0321 ADU R 0 1 06/10/2022 1 0 0 N 6401722500 1043 ARROYO DR BR21-0322 ADU R 0 0 0 N 5683530600 226 MADRONA ST BR21-0323 ADU R 0 1 11/14/2022 1 0 0 N 5651621100 143 MADISON AV BR21-0324 ADU R 0 0 0 N 6191911100 1193 ELM AV BR21-0325 ADU R 0 0 0 N 5754811000 1124 MONSERATE AV BR21-0327 ADU R 0 1 07/06/2022 1 0 0 N 5693411300 176 SHASTA ST BR21-0328 ADU R 0 1 05/25/2022 1 0 0 N 5753660500 194 JAMUL AV BR21-0329 ADU R 0 0 0 N 5852210400 3216 CORTE CARLAZZO BR21-0330 ADU R 0 1 09/28/2022 1 0 0 N 5753410900 1030 GUATAY AV BR21-0331 ADU R 0 1 03/07/2022 1 0 0 N 6191630700 1196 Tobias DR BR21-0332 ADU R 0 0 0 N 6392611200 908 MONTEREY CT BR21-0384 ADU R 0 1 05/19/2022 1 0 0 N 5711410300 664 OAKLAWN AV BR21-0386 ADU R 0 1 08/23/2022 1 0 0 N 6411312800 1416 VENTERS DR BR21-0387 ADU R 0 1 02/28/2022 1 0 0 N 6182600100 493 QUEEN ANNE DR BR21-0394 ADU R 0 0 0 N 6190503200 366 NAPLES ST BR21-0395 ADU R 0 1 05/27/2022 1 0 0 N 6430650612 1825 LYNX TE BR21-0427 ADU R 0 0 0 N 6203010900 217 E PAISLEY ST BR21-0429 ADU R 0 1 08/24/2022 1 0 0 N 6204802700 1414 OCALA CT BR21-0430 ADU R 0 1 03/30/2022 1 0 0 N 5953800300 2239 MOUNTAIN RIDGE RD BR21-0433 ADU R 0 1 07/14/2022 1 0 0 N 6181011200 664 CRESTED BUTTE ST BR21-0434 ADU R 0 1 10/31/2022 1 0 0 N 6233422900 43 CONNOLEY CI BR21-0436 ADU R 0 1 08/19/2022 1 0 0 N 6443810400 918 CAMINO CANTERA BR21-0440 ADU R 0 0 0 N 6191410500 143 NAPLES ST BR21-0441 ADU R 0 1 08/19/2022 1 0 0 N 5691801000 331 FIRST AV BR21-0442 ADU R 0 1 04/28/2022 1 0 0 N 5722530700 783 BRIGHTWOOD AV BR21-0443 ADU R 0 0 0 N 5693010100 453 FIRST AV BR21-0444 ADU R 0 1 08/11/2022 1 0 0 N 6205200800 1370 OLEANDER AV BR22-0001 ADU R 0 1 11/30/2022 1 0 0 N 5932001300 1024 CALLE ESCARPADA BR22-0002 ADU R 0 1 09/22/2022 1 0 0 N 6394341500 935 NACION AV BR22-0003 ADU R 0 0 0 N 5732000200 612 ELM AV BR22-0004 ADU R 0 1 04/21/2022 1 0 0 N 6241101600 1540 MELROSE AV BR22-0037 ADU R 0 0 0 N 6423061500 880 CRYSTAL CREEK CT BR22-0038 ADU R 0 0 0 N 5693801000 54 H ST BR22-0040 ADU R 0 0 0 N 6242902400 520 TAMARACK CT BR22-0041 ADU R 0 0 0 N 5650320700 655 CHULA VISTA ST BR22-0043 ADU R 0 1 08/29/2022 1 0 0 N 5650320700 655 CHULA VISTA ST BR22-0044 ADU R 0 1 08/30/2022 1 0 0 N 6425202800 1758 CLOVER TREE CT BR22-0046 ADU R 0 0 0 N 5702001900 309 HILLTOP DR BR22-0050 ADU R 0 0 0 N 6232907100 3755 HOLIDAY CT BR22-0051 ADU R 0 1 07/14/2022 1 0 0 N 6181902400 426 NAPLES ST BR22-0052 ADU R 0 1 10/27/2022 1 0 0 N 5663006800 113 SECOND AV BR22-0054 ADU R 0 1 09/22/2022 1 0 0 N 5750200800 838 COUNTRY CLUB DR BR22-0056 ADU R 0 1 07/07/2022 1 0 0 N 5660801000 237 SEA VALE ST BR22-0057 ADU R 0 0 0 0 N 6400321200 550 PADRONE PL BR22-0059 ADU R 0 0 0 N 5671013400 315 ASH AV BR22-0060 ADU R 0 1 08/31/2022 1 0 0 N 5741921000 643 CLAIRE AV BR22-0061 ADU R 0 1 09/21/2022 1 0 0 N 5932201000 310 CAMINO ELEVADO BR22-0062 ADU R 0 1 09/13/2022 1 0 0 N 5711021800 604 WOODLAWN AV BR22-0063 ADU R 0 1 08/15/2022 1 0 0 N 6435112300 2785 RAMBLING VISTA RD BR22-0064 ADU R 0 1 06/23/2022 1 0 0 N 6402711900 601 CRESCENT DR BR22-0065 ADU R 0 1 09/26/2022 1 0 0 N 5671012500 325 ASH AV BR22-0066 ADU R 0 1 09/09/2022 1 0 0 N 5740600100 537 HILLTOP DR BR22-0067 ADU R 0 07/26/2022 0 0 0 N 5752520200 945 CUYAMACA AV BR22-0068 ADU R 0 1 09/22/2022 1 0 0 N 5670430100 568 E ST BR22-0071 ADU R 0 0 0 0 N 5720803900 570 I ST BR22-0072 ADU R 0 0 0 0 N 5712921700 890 JEFFERSON AV BR22-0073 ADU R 0 0 0 0 N 5951711700 1987 GOTHAM ST BR22-0074 ADU R 0 1 12/01/2022 1 0 0 N Page 608 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Note: "+" indicates an optional field 6205100600 1435 MARL CT BR22-0075 ADU R 0 1 10/26/2022 1 0 0 N 5731800100 244 I ST BR22-0077 ADU R 0 0 0 0 N 5943521000 1787 COUNTRY VISTAS LN BR22-0080 ADU R 0 1 01/11/2023 1 0 0 N 6423150400 1218 CALLE SANTIAGO BR22-0081 ADU R 0 1 09/09/2022 1 0 0 N 5711120300 670 I ST BR22-0082 ADU R 0 0 0 0 N 6183311000 1326 ELDEN AV BR22-0083 ADU R 0 0 0 0 N 6206102500 1290 NACION AV BR22-0084 ADU R 0 1 12/14/2022 1 0 0 N 6403001300 1105 CORTE PRIMAVERA BR22-0086 ADU R 0 1 08/17/2022 1 0 0 N 6205905500 1355 NACION AV BR22-0087 ADU R 0 1 08/18/2022 1 0 0 N 5731800100 242 I ST BR22-0088 ADU R 0 0 0 0 N 6183201000 1327 FIFTH AV BR22-0090 ADU R 0 1 10/17/2022 1 0 0 N 5958701800 3013 RANCH VIEW CT BR22-0091 ADU R 0 1 08/22/2022 1 0 0 N 6192612700 1248 TOBIAS DR BR22-0092 ADU R 0 0 0 0 N 6192612700 1250 TOBIAS DR BR22-0093 ADU R 0 0 0 0 N 5751711100 922 AGUA TIBIA AV BR22-0094 ADU R 0 1 09/22/2022 1 0 0 N 6396001800 455 WILLOWCREST WY BR22-0102 ADU R 0 0 0 0 N 6396001800 455 WILLOWCREST WY BR22-0103 ADU R 0 0 0 0 N 6434811200 1101 PARADISE TRAIL RD BR22-0105 ADU R 0 1 08/04/2022 1 0 0 N 6390530700 783 MELROSE AV BR22-0106 ADU R 0 0 0 N 5711421900 658 JEFFERSON AV BR22-0107 ADU R 0 1 10/20/2022 1 0 0 N 5711330300 661 WOODLAWN AV BR22-0108 ADU R 0 1 08/08/2022 1 0 0 N 5958702200 2996 STEVENSON RANCH CT BR22-0109 ADU R 0 0 0 0 N 6230500100 325 QUINTARD ST BR22-0110 ADU R 0 1 11/30/2022 1 0 0 N 6191811100 222 OXFORD ST BR22-0112 ADU R 0 0 0 0 N 5742620200 657 ARTHUR AV BR22-0113 ADU R 0 1 08/18/2022 1 0 0 N 6205416600 548 POINSETTIA ST BR22-0114 ADU R 0 0 0 0 N 6231412300 290 TREMONT ST BR22-0117 ADU R 0 0 0 0 N 5720530600 560 FOURTH AV BR22-0121 ADU R 0 0 0 0 N 6393820700 1138 OCELOT AV BR22-0122 ADU R 0 1 11/17/2022 1 0 0 N 5754220800 1085 MONSERATE AV BR22-0123 ADU R 0 1 12/01/2022 1 0 0 N 5852200600 629 VIA PORLEZZA BR22-0142 ADU R 0 0 0 N 6403232100 763 AVENIDA DE LA BARCA BR22-0143 ADU R 0 1 01/12/2023 1 0 0 N 6243200900 1640 OCALA AV BR22-0144 ADU R 0 1 08/01/2022 1 0 0 N 6191920700 1171 ALPINE AV BR22-0145 ADU R 0 0 0 N 6401030800 678 E J ST BR22-0147 ADU R 0 1 09/21/2022 1 0 0 N 5690432100 219 ALPINE AV BR22-0148 ADU R 0 0 0 N 6422002200 1630 E H ST BR22-0149 ADU R 0 0 0 N 5743911300 505 HILLTOP DR BR22-0151 ADU R 0 12/12/2022 0 0 0 N 5662502200 131 TWIN OAKS CI BR22-0168 ADU R 0 1 12/13/2022 1 0 0 N 6393010800 315 INKOPAH ST BR22-0169 ADU R 0 0 0 0 N 6401613300 707 CHOLLA RD BR22-0171 ADU R 0 1 10/26/2022 1 0 0 N 5852213100 3217 VIA PONTE TRESA BR22-0172 ADU R 0 0 0 0 N 6232711600 1475 PLATANO CT BR22-0173 ADU R 0 1 10/31/2022 1 0 0 N 5663007100 94 LAS FLORES DR BR22-0175 ADU R 0 1 09/22/2022 1 0 0 N 6435052100 2674 GEIGER CREEK CT BR22-0178 ADU R 0 0 0 0 N 5720801400 625 BEECH AV BR22-0189 ADU R 0 1 10/25/2022 1 0 0 N 5753010100 1011 HILLTOP DR BR22-0190 ADU R 0 1 11/28/2022 1 0 0 N 6310128300 366 PALM AV BR22-0200 ADU R 0 1 10/25/2022 1 0 0 N 5943424300 1788 SUNNY CREST LN BR22-0201 ADU R 0 1 11/21/2022 1 0 0 N 6425210800 1772 SAGE TREE CT BR22-0202 ADU R 0 1 11/28/2022 1 0 0 N 6232213000 171 MONTGOMERY ST BR22-0217 ADU R 0 0 0 0 N 5672500800 516 OTIS ST BR22-0218 ADU R 0 1 01/10/2023 1 0 0 N 6310132700 349 PALM AV BR22-0220 ADU R 0 0 0 0 N 6232112700 247 MONTGOMERY ST BR22-0221 ADU R 0 1 12/05/2022 1 0 0 N 6183320500 1341 ELDEN AV BR22-0222 ADU R 0 1 11/18/2022 1 0 0 N 5693805800 46 H ST BR22-0224 ADU R 0 1 11/17/2022 1 0 0 N 6206524300 1378 ORIOLE PL BR22-0229 ADU R 0 0 0 N 5943424100 654 FORESTER LN BR22-0230 ADU R 0 0 0 N 5721721500 668 GUAVA AV BR22-0231 ADU R 0 1 11/30/2022 1 0 0 N 5731901000 623 SECOND AV BR22-0232 ADU R 0 1 11/15/2022 1 0 0 N 6243902600 114 MEADOWLARK AV BR22-0233 ADU R 0 0 0 N 5741920800 635 CLAIRE AV BR22-0234 ADU R 0 0 0 N 6240311200 1674 SYCAMORE DR BR22-0235 ADU R 0 1 03/07/2022 1 0 0 N 5950930300 893 ASPEN GLEN RD BR22-0242 ADU R 0 1 06/24/2022 1 0 0 N 6190512000 1035 FOURTH AV BR22-0243 ADU R 0 0 0 N 6204302600 1462 PRINCESS MANOR CT BR22-0244 ADU R 0 0 0 N 5684110800 377 ROOSEVELT ST BR22-0245 ADU R 0 1 03/28/2022 1 0 0 N 5751830400 66 E FORTUNA ST BR22-0246 ADU R 0 1 09/01/2022 1 0 0 N 5940620400 4368 ACACIA AV BR22-0258 ADU R 0 0 0 0 N 6191620100 1103 TOBIAS DR BR22-0259 ADU R 0 1 10/13/2022 1 0 0 N 6191722200 1154 TWIN OAKS AV BR22-0265 ADU R 0 1 04/06/2022 1 0 0 N 5680410400 235 FOURTH AV BR22-0281 ADU R 0 1 02/28/2022 1 0 0 N 5731701700 622 DEL MAR AV BR22-0283 ADU R 0 0 0 0 N 6402210300 892 REDBUD PL BR22-0289 ADU R 0 1 07/18/2022 1 0 0 N 6411313900 1421 VENTERS DR BR22-0294 ADU R 0 1 06/28/2022 1 0 0 N 5662805800 93 FLOWER ST BR22-0297 ADU R 0 1 05/27/2022 1 0 0 N 6180622400 526 MOSS ST BR22-0298 ADU R 0 0 0 0 N 6230602600 267 QUINTARD ST BR22-0301 ADU R 0 1 01/12/2023 1 0 0 N 5752410800 952 BARRETT AV BR22-0302 ADU R 0 1 06/22/2022 1 0 0 N 5680421500 214 GARRETT AV BR22-0303 ADU R 0 0 0 0 N 6310132700 355 PALM AV BR22-0304 ADU R 0 1 07/27/2022 1 0 0 N 6310132700 355 PALM AV BR22-0305 ADU R 0 1 08/26/2022 1 0 0 N 5693810500 57 I ST 2 BR22-0307 ADU R 0 1 05/04/2022 1 0 0 N 5712721200 836 MADISON AV BR22-0308 ADU R 0 1 04/04/2022 1 0 0 N 5753011000 1060 BARRETT AV BR22-0309 ADU R 0 1 05/05/2022 1 0 0 N 6402522000 1216 Sundrop CT BR22-0310 ADU R 0 1 04/27/2022 1 0 0 N 6423200900 1233 Corte De Cera BR22-0311 ADU R 0 1 05/12/2022 1 0 0 N 5680421500 216 GARRETT AV BR22-0312 ADU R 0 1 05/02/2022 1 0 0 N 5680421500 218 GARRETT AV BR22-0313 ADU R 0 1 08/31/2022 1 0 0 N 6242300900 448 SATINWOOD WY BR22-0314 ADU R 0 1 05/11/2022 1 0 0 N 6401722000 1021 ARROYO DR BR22-0315 ADU R 0 0 0 0 N 5741401100 95 J ST BR22-0316 ADU R 0 1 05/05/2022 1 0 0 N 141 E. Prospect St.BR22-0317 ADU R 0 1 03/10/2022 1 0 0 N 5752520500 963 CUYAMACA AV BR22-0319 ADU R 0 0 0 0 N 5950970400 2913 GATE FIVE PL BR22-0320 ADU R 0 1 04/11/2022 1 0 0 N 5751321200 67 E L ST BR22-0321 ADU R 0 0 0 0 N 5722530400 767 BRIGHTWOOD AV BR22-0323 ADU R 0 0 0 0 N 5722530400 769 BRIGHTWOOD AV BR22-0324 ADU R 0 1 06/23/2022 1 0 0 N 6240211800 3986 MAIN ST BR22-0325 ADU R 0 1 03/28/2022 1 0 0 N 5671021900 517 Center ST BR22-0339 ADU R 0 1 08/12/2022 1 0 0 N 5733811300 231 K ST BR22-0340 ADU R 0 0 0 0 N 6241803400 1645 MARL AV BR22-0341 ADU R 0 0 0 0 N 6181421000 1089 MADISON AV BR22-0342 ADU R 0 0 0 0 N 5752210400 21 ANGELA LN BR22-0343 ADU R 0 0 0 0 N 5692702100 433 CORTE MARIA AV BR22-0344 ADU R 0 0 0 0 N 5692702100 437 CORTE MARIA AV BR22-0345 ADU R 0 1 09/28/2022 1 0 0 N 5680740500 239 TWIN OAKS AV BR22-0347 ADU R 0 1 07/28/2022 1 0 0 N 5672120500 582 VANCE ST BR22-0348 ADU R 0 1 07/28/2022 1 0 0 N 5692640400 470 Minot AV BR22-0349 ADU R 0 1 02/21/2022 1 0 0 N 6192311300 180 SKI WY BR22-0363 ADU R 0 1 07/26/2022 1 0 0 N 6411122300 886 DIAMOND DR BR22-0364 ADU R 0 1 01/12/2023 1 0 0 N 5754212000 153 E NAPLES ST BR22-0365 ADU R 0 1 05/12/2022 1 0 0 N 5651510700 125 WOODLAWN AV BR22-0366 ADU R 0 1 06/10/2022 1 0 0 N 5721921100 733 CEDAR AV BR22-0367 ADU R 0 0 0 0 N 5663007000 111 SECOND AV BR22-0369 ADU R 0 1 11/14/2022 1 0 0 N 5958813800 423 AGUA VISTA DR BR22-0370 ADU R 0 0 0 0 N 5662210900 165 GARRETT AV BR22-0371 ADU R 0 0 0 0 N 5943931900 563 CANYON DR BR22-0372 ADU R 0 1 07/06/2022 1 0 0 N 6397101200 801 PLAZA SIERRA BR22-0373 ADU R 0 1 05/25/2022 1 0 0 N 1552 POINT DUME CT BR22-0388 ADU R 0 0 0 0 N 5750911000 857 CUYAMACA AV BR22-0389 ADU R 0 1 09/28/2022 1 0 0 N 6310128200 362 PALM AV BR22-0390 ADU R 0 1 03/07/2022 1 0 0 N 5733510700 725 Second AV BR22-0391 ADU R 0 0 0 0 N 5733510700 727 Second AV BR22-0412 ADU R 0 1 05/19/2022 1 0 0 N 6193900600 84 PROSPECT ST BR22-0413 ADU R 0 1 08/23/2022 1 0 0 N 6241401700 258 Talus ST BR22-0414 ADU R 0 1 02/28/2022 1 0 0 N 5690704400 7 BONITA RD BR22-0415 ADU R 0 0 0 0 N 6205305300 592 JUNIPER ST BR22-0417 ADU R 0 1 05/27/2022 1 0 0 N 6205306300 572 AZALEA ST BR22-0418 ADU R 0 0 0 0 N 6231610200 1543 BANNER AV BR22-0442 ADU R 0 1 08/24/2022 1 0 0 N 5741711400 634 CARLA AV BR22-0443 ADU R 0 1 03/30/2022 1 0 0 N 5740106800 48 PEPPER TREE RD BR22-0445 ADU R 0 1 07/14/2022 1 0 0 N 5722130100 767 ASH AV BR22-0446 ADU R 0 1 10/31/2022 1 0 0 N 6191312000 1128 SECOND VW 3 BR22-0447 ADU R 0 1 08/19/2022 1 0 0 N 5952521400 508 ZINFANDEL TE BR22-0448 ADU R 0 0 0 0 N 5931902400 1014 CALLE MESITA BR22-0449 ADU R 0 1 08/19/2022 1 0 0 N 6241500800 1624 MARL AV BR22-0482 ADU R 0 1 04/28/2022 1 0 0 N 6233140900 1598 CITRUS WY 2 BR22-0483 ADU R 0 0 0 0 N 6403407300 1021 CAMINO ATAJO BR22-0492 ADU R 0 1 08/11/2022 1 0 0 N 5931601100 274 CAMINO DEL CERRO GRANDE BR22-0493 ADU R 0 1 11/30/2022 1 0 0 N 5931601100 272 CAMINO DEL CERRO GRANDE BR22-0495 ADU R 0 1 09/22/2022 1 0 0 N 6192909000 1341 FOURTH AV BR22-0496 ADU R 0 0 0 0 N 5633100100 84 N SECOND AV BR22-0498 ADU R 0 1 04/21/2022 1 0 0 N 6231320500 329 TREMONT ST BR22-0553 ADU R 0 0 0 0 N Page 609 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Note: "+" indicates an optional field 6425010500 1750 BOUQUET CANYON RD BR22-0565 ADU R 0 0 0 0 N 5683531700 229 G ST BR22-0568 ADU R 0 0 0 0 N 6232903500 1621 JADE AV BR22-0570 ADU R 0 0 0 0 N 5660900100 53 THIRD AV BR22-0572 ADU R 0 1 08/29/2022 1 0 0 N 5691310100 146 F ST BR22-0574 ADU R 0 1 08/30/2022 1 0 0 N 6435702800 1664 SAN ANSELMO ST BR22-0575 ADU R 0 0 0 0 N 6435702800 1664 SAN ANSELMO ST BR22-0576 ADU R 0 0 0 0 N 5682612400 457 PARK WY BR22-0577 ADU R 0 1 07/14/2022 1 0 0 N 5652030400 119 BRIGHTWOOD AV BR22-0578 ADU R 0 1 10/27/2022 1 0 0 N 6440711600 2087 BLUESTONE CI Bluestone BR21-0193 5+ O 0 6 2/10/2022 6 6 10/5/2022 6 0 N 6440720100 2218 TREVI CIRCLE BR21-0269 5+ O 0 3 1/18/2022 3 3 10/13/2022 3 0 N 6440720100 2025 VIA FONTANA Trevi BR20-0163 2 to 4 O 0 3 4/14/2022 3 3 11/9/2022 3 0 N 6440711600 2039 BLUESTONE CI Bluestone BR21-0196 5+ O 0 6 4/28/2022 6 6 11/22/2022 6 0 N 6190101400 354 MOSS ST B BR19-0144 2 to 4 O 0 4 10/5/2022 4 0 0 N 6443139800 1800 SANTA CAROLINA RD D Future MF BR20-0138 5+ O 0 6 5/4/2022 6 0 0 N 6443139700 1800 SANTA CAROLINA RD E Future MF BR20-0139 5+ O 0 6 5/4/2022 6 0 0 N 6443139800 1800 SANTA CAROLINA RD D Future MF BR20-0142 5+ O 0 6 5/4/2022 6 0 0 N 6443139700 1800 SANTA CAROLINA RD F Future MF BR20-0143 5+ O 0 7 5/4/2022 7 0 0 N 6440722737 2050 TREVI CIRCLE Trevi BR20-0155 2 to 4 O 0 3 12/15/2022 3 0 0 N 6440720201 2344 TREVI CIRCLE Trevi BR20-0156 2 to 4 O 0 3 12/15/2022 3 0 0 N 6440720100 2246 TREVI CIRCLE BR21-0267 2 to 4 O 0 3 1/18/2022 3 0 0 N 6440720100 2204 TREVI CIRCLE BR21-0270 2 to 4 O 0 3 5/10/2022 3 0 0 N 6440720100 2190 TREVI CIRCLE BR21-0272 2 to 4 O 0 3 5/10/2022 3 0 0 N 6440720100 2176 TREVI CIRCLE BR21-0274 2 to 4 O 0 3 6/21/2022 3 0 0 N 6440720100 2162 TREVI CIRCLE BR21-0275 2 to 4 O 0 3 6/21/2022 3 0 0 N 6440720100 2165 TREVI CIRCLE BR21-0276 2 to 4 O 0 3 6/30/2022 3 0 0 N 6440720100 2148 TREVI CIRCLE BR21-0336 2 to 4 O 0 3 8/9/2022 3 0 0 N 6440720100 2151 TREVI CIRCLE BR21-0337 2 to 4 O 0 3 8/9/2022 3 0 0 N 6440720100 2132 TREVI CIRCLE BR21-0338 2 to 4 O 0 3 9/7/2022 3 0 0 N 6440720100 2120 TREVI CIRCLE BR21-0339 2 to 4 O 0 3 9/7/2022 3 0 0 N 6440720100 2106 TREVI CIRCLE BR21-0340 2 to 4 O 0 3 9/13/2022 3 0 0 N 6440720100 2115 TREVI CIRCLE BR21-0341 2 to 4 O 0 3 9/13/2022 3 0 0 N 6440720100 2092 TREVI CIRCLE BR21-0342 2 to 4 O 0 3 9/13/2022 3 0 0 N 6440720100 2078 TREVI CIRCLE BR21-0343 2 to 4 O 0 3 9/13/2022 3 0 0 N 6440720100 2081 TREVI CIRCLE BR21-0344 2 to 4 O 0 3 9/13/2022 3 0 0 N 6440720100 2024 VIA ROMA BR21-0345 2 to 4 O 0 3 11/2/2022 3 0 0 N 6440720100 2010 VIA ROMA BR21-0346 2 to 4 O 0 3 11/2/2022 3 0 0 N 6440720100 2064 TREVI CIRCLE BR21-0347 2 to 4 O 0 3 11/23/2022 3 0 0 N 5720104700 555 BROADWAY BR22-0579 5+O 0 6 6 0 0 N 5720104700 555 BROADWAY BR22-0580 5+O 0 7 7 0 0 N 6437700209 1774 METRO AV RYAN WEST BR19-0190 5+O 0 0 69 6/8/2022 12:00:00 AM 69 N 6440711500 1716 DISCOVERY FALLS DR THE LOFTS at THE MARKETPLACE BR20-0173 5+ O 0 0 8 6/13/2022 12:00:00 AM 8 N 6430605800 1520 PASEO ALEGRIA The Residences at Cota Vera BR19-0250 5+ O 0 0 7 8/24/2022 12:00:00 AM 7 N 6440711500 1724 METRO AV RYAN WEST BR19-0189 5+O 0 0 69 9/6/2022 12:00:00 AM 69 N 6440711500 1530 PASEO ALEGRIA The Residences at Cota Vera BR19-0251 5+ O 0 0 10 9/6/2022 12:00:00 AM 10 N 6437700232 1570 CAMINO ALTEZZA The Residences at Cota Vera BR19-0255 5+ O 0 0 10 9/6/2022 12:00:00 AM 10 N 6440711500 2180 BIRCH RD THE LOFTS at THE MARKETPLACE BR20-0170 2 to 4 O 0 0 4 9/9/2022 12:00:00 AM 4 N 6440711500 1510 PASEO ALEGRIA The Residences at Cota Vera BR19-0249 5+ O 0 0 7 11/16/2022 12:00:00 AM 7 N 6440711500 1550 PASEO ALEGRIA The Residences at Cota Vera BR19-0253 5+ O 0 0 10 11/16/2022 12:00:00 AM 10 N 6440711500 1560 PASEO ALEGRIA The Residences at Cota Vera BR19-0254 5+ O 0 0 10 11/16/2022 12:00:00 AM 10 N 6440711500 1565 CAMINO ALTEZZA The Residences at Cota Vera BR19-0256 5+ O 0 0 10 11/16/2022 12:00:00 AM 10 N 6440711500 1540 PASEO ALEGRIA The Residences at Cota Vera BR19-0252 5+ O 0 0 10 11/17/2022 12:00:00 AM 10 N 6440710900 1545 PASEO ALEGRIA The Residences at Cota Vera BR19-0257 5+ O 0 0 10 11/17/2022 12:00:00 AM 10 N 6437700224 1585 CAMINO ALTEZZA The Residences at Cota Vera BR19-0248 5+ O 0 0 63 11/23/2022 12:00:00 AM 63 N 6440710300 1710 DISCOVERY FALLS DR THE LOFTS at THE MARKETPLACE BR20-0172 5+ O 0 0 8 11/23/2022 12:00:00 AM 8 N 6440710300 1910 ENCELIA CI Meta BR20-0039 5+R 0 53 120 5/4/2022 173 0 0 N CDLAC INC 55 6440710300 1950 ENCELIA CI Meta BR20-0041 5+R 0 49 5/4/2022 49 0 0 N CDLAC INC 55 5670431200 555 DAVIDSON ST BR20-0080 ADU R 0 44 6/4/2022 44 1 1/4/2022 12:00:00 AM 1 0 N CDLAC INC 55 6205421200 1484 LAUREL AV BR20-0034 ADU R 0 0 1 1/5/2022 12:00:00 AM 1 0 N 5680731300 230 TWIN OAKS AV BR20-0078 ADU R 0 0 1 1/5/2022 12:00:00 AM 1 N 5956604900 720 N VALLEY VIEW DR BR21-0009 ADU R 0 0 1 1/20/2022 12:00:00 AM 1 N 6243810200 1512 LOMA LN BR20-0091 ADU R 0 0 1 1/26/2022 12:00:00 AM 1 N 6401513800 902 LOMA VIEW BR20-0152 ADU R 0 0 1 1/31/2022 12:00:00 AM 1 N 5682631000 473 G ST BR21-0006 ADU R 0 0 1 2/10/2022 12:00:00 AM 1 N 6393640500 1075 OLEANDER AV BR20-0154 ADU R 0 0 1 2/16/2022 12:00:00 AM 1 N 5662911600 194 CORTE HELENA AV BR21-0017 ADU R 0 0 1 2/22/2022 12:00:00 AM 1 N 6183032300 1274 FOURTH AV BR19-0015 ADU R 0 0 1 2/23/2022 12:00:00 AM 1 N 5735002700 102 COUNTRY CLUB DR BR20-0112 ADU R 0 0 1 2/23/2022 12:00:00 AM 1 N 5661010800 211 CHULA VISTA ST BR21-0048 ADU R 0 0 1 3/3/2022 12:00:00 AM 1 N 5932300300 250 CAMINO ELEVADO BR21-0030 ADU R 0 0 1 3/15/2022 12:00:00 AM 1 N 5703111100 125 CORTE MARIA AV BR21-0052 ADU R 0 0 1 3/15/2022 12:00:00 AM 1 N 5661221700 45 LAS FLORES DR BR21-0116 ADU R 0 0 1 3/15/2022 12:00:00 AM 1 N 5754330900 1143 HILLTOP DR BR20-0087 ADU R 0 0 1 3/18/2022 12:00:00 AM 1 N 5731401500 624 GLOVER PL BR20-0176 ADU R 0 0 1 3/18/2022 12:00:00 AM 1 N 5711221200 638 E MANOR DR BR19-0329 ADU R 0 0 1 3/21/2022 12:00:00 AM 1 N 5733420400 715 TWIN OAKS AV BR20-0231 ADU R 0 0 1 3/24/2022 12:00:00 AM 1 N 5953803100 2265 ROLLING RIDGE RD BR20-0058 ADU R 0 0 1 4/5/2022 12:00:00 AM 1 N 5683320100 224 F ST BR21-0031 ADU R 0 0 1 4/5/2022 12:00:00 AM 1 N 5693630700 185 I ST BR20-0102 ADU R 0 0 1 4/13/2022 12:00:00 AM 1 N 5693810500 55 I ST BR20-0036 ADU R 0 0 1 4/14/2022 12:00:00 AM 1 N 5711511000 637 J ST BR21-0029 ADU R 0 0 1 4/15/2022 12:00:00 AM 1 N 6191412600 1110 ALPINE AV BR18-0205 ADU R 0 0 1 4/18/2022 12:00:00 AM 1 N 5742816500 26 J ST BR19-0219 ADU R 0 0 1 4/18/2022 12:00:00 AM 1 N 5690802000 77 DAVIDSON ST BR21-0070 ADU R 0 0 1 4/18/2022 12:00:00 AM 1 N 5733520200 711 ELM AV BR20-0236 ADU R 0 0 1 4/21/2022 12:00:00 AM 1 N 5752620300 951 GUATAY AV BR21-0144 ADU R 0 0 1 4/26/2022 12:00:00 AM 1 N 5693201300 21 H ST A BR21-0250 ADU R 0 0 1 4/26/2022 12:00:00 AM 1 N 5722130700 796 BEECH AV BR21-0114 ADU R 0 0 1 5/2/2022 12:00:00 AM 1 N 6204300400 1450 NOLAN CT BR19-0038 ADU R 0 0 1 5/4/2022 12:00:00 AM 1 N 5662910900 67 E ST BR20-0121 ADU R 0 0 1 5/4/2022 12:00:00 AM 1 N 6243941500 1574 MAX AV BR20-0111 ADU R 0 0 1 5/16/2022 12:00:00 AM 1 N 5680122200 219 ELDER AV BR21-0132 ADU R 0 0 1 5/18/2022 12:00:00 AM 1 N 6401721900 1018 ARROYO DR BR21-0125 ADU R 0 0 1 5/19/2022 12:00:00 AM 1 N 5743912200 35 E H ST BR21-0024 ADU R 0 0 1 5/20/2022 12:00:00 AM 1 N 6241003800 315 SANDSTONE CT BR20-0086 ADU R 0 0 1 5/24/2022 12:00:00 AM 1 N 6395501500 584 DOUGLAS ST BR20-0222 ADU R 0 0 1 5/26/2022 12:00:00 AM 1 N 5943611600 526 TRAILRIDGE DR BR20-0149 ADU R 0 0 1 5/27/2022 12:00:00 AM 1 N 5750311400 37 SAN MIGUEL DR BR21-0028 ADU R 0 0 1 5/31/2022 12:00:00 AM 1 N 5734830200 228 SIERRA WY BR21-0255 ADU R 0 0 1 6/9/2022 12:00:00 AM 1 N 5721500200 681 BEECH AV BR21-0260 ADU R 0 0 1 6/14/2022 12:00:00 AM 1 N 5943120500 1468 ENCANTADA CT BR20-0223 ADU R 0 0 1 6/17/2022 12:00:00 AM 1 N 5670711400 221 CEDAR BR19-0021 ADU R 0 0 1 6/24/2022 12:00:00 AM 1 N 5662911200 189 CORTE HELENA AV BR21-0208 ADU R 0 0 1 6/28/2022 12:00:00 AM 1 N 6184101800 1243 ORDVIEW CT BR20-0077 ADU R 0 0 1 7/11/2022 12:00:00 AM 1 N 5663004800 174 D ST BR21-0022 ADU R 0 0 1 7/12/2022 12:00:00 AM 1 N 5652021000 136 BRIGHTWOOD AV BR21-0057 ADU R 0 0 1 7/13/2022 12:00:00 AM 1 N 6242901800 503 TIMBER ST BR20-0147 ADU R 0 0 1 8/11/2022 12:00:00 AM 1 N 5693511300 129 SHASTA ST BR20-0103 ADU R 0 0 1 8/12/2022 12:00:00 AM 1 N 5691630100 351 ALPINE AV BR20-0122 ADU R 0 0 1 8/17/2022 12:00:00 AM 1 N 6182301300 429 NAPLES ST BR21-0150 ADU R 0 0 1 9/2/2022 12:00:00 AM 1 N 5680410900 244 GLOVER AV BR20-0115 ADU R 0 0 1 9/9/2022 12:00:00 AM 1 N 5852112400 2013 CORTE BELMARINA BR21-0113 ADU R 0 0 1 9/21/2022 12:00:00 AM 1 N 5685120400 236 ALVARADO ST A BR20-0055 ADU R 0 0 1 9/27/2022 12:00:00 AM 1 N 6182705600 446 OXFORD ST 2 BR20-0241 ADU R 0 0 1 9/29/2022 12:00:00 AM 1 N 5730900700 395 I ST BR21-0003 ADU R 0 0 1 10/5/2022 12:00:00 AM 1 N 5931421100 593 VISTA MIRANDA BR21-0074 ADU R 0 0 1 10/14/2022 12:00:00 AM 1 N 5692520400 467 ELM AV BR20-0220 ADU R 0 0 1 10/18/2022 12:00:00 AM 1 N 5712921200 866 JEFFERSON AV BR21-0050 ADU R 0 0 1 11/9/2022 12:00:00 AM 1 N 5692810100 48 G ST BR21-0256 ADU R 0 0 1 11/9/2022 12:00:00 AM 1 N 6191521100 1118 TOBIAS DR BR20-0224 ADU R 0 0 1 11/17/2022 12:00:00 AM 1 N 5702800900 246 CORALWOOD CT BR19-0018 ADU R 0 0 1 12/6/2022 12:00:00 AM 1 N 6411912100 1250 DAWSON DR BR20-0076 ADU R 0 0 1 12/6/2022 12:00:00 AM 1 N 6430653043 2088 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0416 5+ O 0 0 6 1/12/2022 12:00:00 AM 6 N 6430653073 2072 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0400 5+ O 0 0 6 1/27/2022 12:00:00 AM 6 N 6430653049 2080 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0417 5+ O 0 0 6 2/7/2022 12:00:00 AM 6 N 6430653055 2071 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0418 5+ O 0 0 6 3/30/2022 12:00:00 AM 6 N 6430653061 2065 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0419 5+ O 0 0 6 4/26/2022 12:00:00 AM 6 N 6430653067 2064 BRAVO LP 1 PINNACLE (Attached Condos) BR18-0420 5+ O 0 0 6 6/1/2022 12:00:00 AM 6 N 6440711600 2179 BLUESTONE CI Bluestone BR20-0188 5+ O 0 0 6 6/30/2022 12:00:00 AM 6 N 6440711600 2190 BLUESTONE CI Bluestone BR21-0107 5+ O 0 0 6 7/1/2022 12:00:00 AM 6 N 6440711600 2195 BLUESTONE CI Bluestone BR20-0187 5+ O 0 0 6 7/5/2022 12:00:00 AM 6 N 6440711600 2200 BLUESTONE CI Bluestone BR20-0186 5+ O 0 0 5 7/13/2022 12:00:00 AM 5 N 6440711600 2159 BLUESTONE CI Bluestone BR21-0108 5+ O 0 0 6 7/14/2022 12:00:00 AM 6 N 6440711600 2168 BLUESTONE CI Bluestone BR21-0109 5+ O 0 0 6 7/19/2022 12:00:00 AM 6 N 6443135200 1800 SANTA CAROLINA RD 40 Future MF BR20-0134 5+ O 0 0 7 7/22/2022 12:00:00 AM 7 N Page 610 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Note: "+" indicates an optional field 6443135200 1800 SANTA CAROLINA RD 50 Future MF BR20-0135 5+ O 0 0 7 7/26/2022 12:00:00 AM 7 N 6443135200 1800 SANTA CAROLINA RD 70 Future MF BR20-0137 5+ O 0 0 6 7/26/2022 12:00:00 AM 6 N 6440711600 2148 BLUESTONE CI Bluestone BR21-0187 5+ O 0 0 6 7/28/2022 12:00:00 AM 6 N 6443135200 1800 SANTA CAROLINA RD 60 Future MF BR20-0136 5+ O 0 0 6 7/29/2022 12:00:00 AM 6 N 6440711600 2128 BLUESTONE CI Bluestone BR21-0188 5+ O 0 0 6 8/16/2022 12:00:00 AM 6 N 6440711600 2129 BLUESTONE CI Bluestone BR21-0189 5+ O 0 0 6 8/24/2022 12:00:00 AM 6 N 6440711600 2108 BLUESTONE CI Bluestone BR21-0190 5+ O 0 0 6 8/24/2022 12:00:00 AM 6 N 6440711600 2107 BLUESTONE CI Bluestone BR21-0191 5+ O 0 0 6 8/30/2022 12:00:00 AM 6 N 6443135200 1800 SANTA CAROLINA RD 30 Future MF BR20-0133 5+ O 0 0 5 9/16/2022 12:00:00 AM 5 N 6443135200 1800 SANTA CAROLINA RD 20 Future MF BR20-0132 5+ O 0 0 5 9/20/2022 12:00:00 AM 5 N 6440711600 2002 BLUESTONE CI Bluestone BR20-0185 5+ O 0 0 5 11/16/2022 12:00:00 AM 5 N 6443139600 1800 SANTA CAROLINA RD 10 Future MF BR20-0131 5+ O 0 0 5 12/1/2022 12:00:00 AM 5 N 6430210969 2020 MINDORO LN 1 - SUWERTE (Attached) BR16-0677 5+ O 0 0 8 3/2/2022 12:00:00 AM 8 N 6430210961 2010 MINDORO LN 1 - SUWERTE (Attached) BR16-0676 5+ O 0 0 8 3/3/2022 12:00:00 AM 8 N 6430210945 2025 MINDORO LN 1 - SUWERTE (Attached) BR16-0674 5+ O 0 0 8 4/12/2022 12:00:00 AM 8 N 6430210953 2015 MINDORO LN 1 - SUWERTE (Attached) BR16-0675 5+ O 0 0 8 4/13/2022 12:00:00 AM 8 N 6430212321 1485 SUWERTE AV 1 - SUWERTE (Attached) BR16-0682 5+ O 0 0 8 7/12/2022 12:00:00 AM 8 N 6430212345 1435 SULU SEALN 1 - SUWERTE (Attached) BR16-0683 5+ O 0 0 8 7/13/2022 12:00:00 AM 8 N 6430212313 1475 SUWERTE AV 1 SUWERTE (Attached) BR16-0684 5+ O 0 0 8 10/4/2022 12:00:00 AM 8 N 6430212337 1425 SULU SEALN 1 - SUWERTE (Attached) BR16-0685 5+ O 0 0 8 10/12/2022 12:00:00 AM 8 N 6430212329 1405 SULU SEALN 1 - SUWERTE (Attached) BR16-0686 5+ O 0 0 8 12/13/2022 12:00:00 AM 8 N 6440723001 1799 WHITMORE LP Whitmore BR20-0194 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723002 1797 WHITMORE LP Whitmore BR20-0195 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723003 1795 WHITMORE LP Whitmore BR20-0196 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723004 1793 WHITMORE LP Whitmore BR20-0197 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723005 1791 WHITMORE LP Whitmore BR20-0198 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723006 1789 WHITMORE LP Whitmore BR20-0199 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723030 1788 WHITMORE LP Whitmore BR20-0200 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723032 1792 WHITMORE LP Whitmore BR20-0201 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723031 1790 WHITMORE LP Whitmore BR20-0202 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723029 1786 WHITMORE LP Whitmore BR20-0204 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723033 1794 WHITMORE LP Whitmore BR20-0205 SFD O 0 0 1 3/25/2022 12:00:00 AM 1 N 6440723026 1776 WHITMORE LP Whitmore BR20-0203 SFD O 0 0 1 4/11/2022 12:00:00 AM 1 N 6440723025 1770 WHITMORE LP Whitmore BR20-0207 SFD O 0 0 1 4/11/2022 12:00:00 AM 1 N 6440723027 1778 WHITMORE LP Whitmore BR20-0206 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723028 1780 WHITMORE LP Whitmore BR20-0208 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723008 1781 WHITMORE LP Whitmore BR21-0059 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723011 1775 WHITMORE LP Whitmore BR21-0060 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723007 1783 WHITMORE LP Whitmore BR21-0061 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723012 1773 WHITMORE LP Whitmore BR21-0062 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723009 1779 WHITMORE LP Whitmore BR21-0063 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723010 1777 WHITMORE LP Whitmore BR21-0064 SFD O 0 0 1 4/13/2022 12:00:00 AM 1 N 6440723014 1765 WHITMORE LP Whitmore BR21-0155 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723017 1759 WHITMORE LP Whitmore BR21-0156 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723013 1767 WHITMORE LP Whitmore BR21-0157 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723018 1757 WHITMORE LP Whitmore BR21-0158 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723015 1763 WHITMORE LP Whitmore BR21-0159 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723016 1761 WHITMORE LP Whitmore BR21-0160 SFD O 0 0 1 4/19/2022 12:00:00 AM 1 N 6440723022 1745 WHITMORE LP Whitmore BR21-0162 SFD O 0 0 1 4/25/2022 12:00:00 AM 1 N 6440723023 1743 WHITMORE LP Whitmore BR21-0164 SFD O 0 0 1 4/25/2022 12:00:00 AM 1 N 6440723020 1749 WHITMORE LP Whitmore BR21-0165 SFD O 0 0 1 4/25/2022 12:00:00 AM 1 N 6440723021 1747 WHITMORE LP Whitmore BR21-0166 SFD O 0 0 1 4/25/2022 12:00:00 AM 1 N 6440723024 1741 WHITMORE LP Whitmore BR21-0163 SFD O 0 0 1 4/27/2022 12:00:00 AM 1 N 6440720202 1606 WHITMORE LP Whitmore BR20-0179 SFD O 0 0 1 5/10/2022 12:00:00 AM 1 N 6440720201 1604 WHITMORE LP Whitmore BR20-0180 SFD O 0 0 1 5/10/2022 12:00:00 AM 1 N 6440720203 1608 WHITMORE LP Whitmore BR20-0181 SFD O 0 0 1 5/10/2022 12:00:00 AM 1 N 6440723019 1751 WHITMORE LP Whitmore BR21-0161 SFD O 0 0 1 5/11/2022 12:00:00 AM 1 N 6440720248 1717 WHITMORE LP Whitmore BR21-0167 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720247 1725 WHITMORE LP Whitmore BR21-0168 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720273 1733 WHITMORE LP Whitmore BR21-0169 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720244 1722 WHITMORE LP Whitmore BR21-0170 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720243 1720 WHITMORE LP Whitmore BR21-0171 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720245 1724 WHITMORE LP Whitmore BR21-0172 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720246 1726 WHITMORE LP Whitmore BR21-0173 SFD O 0 0 1 5/26/2022 12:00:00 AM 1 N 6440720238 1706 WHITMORE LP Whitmore BR21-0174 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720241 1712 WHITMORE LP Whitmore BR21-0175 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720237 1704 WHITMORE LP Whitmore BR21-0176 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720242 1714 WHITMORE LP Whitmore BR21-0177 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720239 1708 WHITMORE LP Whitmore BR21-0178 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720240 1710 WHITMORE LP Whitmore BR21-0179 SFD O 0 0 1 6/17/2022 12:00:00 AM 1 N 6440720250 1711 WHITMORE LP Whitmore BR21-0180 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6440720253 1705 WHITMORE LP Whitmore BR21-0181 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6440720249 1713 WHITMORE LP Whitmore BR21-0182 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6440720254 1703 WHITMORE LP Whitmore BR21-0183 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6440720251 1709 WHITMORE LP Whitmore BR21-0184 SFD O 0 0 1 7/19/2022 12:00:00 AM 1 N 6183010400 475 OXFORD ST A&B BR15-0001 2 to 4 R 0 0 2 5/12/2022 12:00:00 AM 2 N 5662321800 178 THIRD AV BR19-0183 SFA R 0 0 58 10/13/2022 58 N 6443440800 1865 PATERNA DR BELLA SITIA R21-B BR19-0288 SFD O 0 0 1 1/13/2022 12:00:00 AM 1 N 6443440600 1877 PATERNA DR BELLA SITIA R21-B BR19-0290 SFD O 0 0 1 1/13/2022 12:00:00 AM 1 N 6443440400 1862 PATERNA DR BELLA SITIA R21-B BR19-0293 SFD O 0 0 1 1/13/2022 12:00:00 AM 1 N 6443417200 1711 LA CUMBRE AV Estancia BR18-0119 SFD O 0 0 1 1/27/2022 12:00:00 AM 1 N 6443417300 1715 LA CUMBRE AV Estancia BR18-0120 SFD O 0 0 1 1/27/2022 12:00:00 AM 1 N 6443417100 1707 LA CUMBRE AV Estancia BR18-0118 SFD O 0 0 1 2/15/2022 12:00:00 AM 1 N 6443417000 1703 LA CUMBRE AV Estancia BR19-0156 SFD O 0 0 1 2/23/2022 12:00:00 AM 1 N 6444044900 2053 PASEO LEVANTEN Lucca BR21-0076 SFD O 0 0 1 3/18/2022 12:00:00 AM 1 N 6444045000 2049 PASEO LEVANTEN Lucca BR21-0080 SFD O 0 0 1 3/18/2022 12:00:00 AM 1 N 6444044700 2061 PASEO LEVANTEN Lucca BR21-0081 SFD O 0 0 1 3/18/2022 12:00:00 AM 1 N 6444044800 2057 PASEO LEVANTEN Lucca BR21-0083 SFD O 0 0 1 3/18/2022 12:00:00 AM 1 N 6444044600 2065 PASEO LEVANTEN Lucca BR21-0077 SFD O 0 0 1 3/21/2022 12:00:00 AM 1 N 6444044500 2069 PASEO LEVANTEN Lucca BR21-0084 SFD O 0 0 1 3/21/2022 12:00:00 AM 1 N 6444044300 2077 PASEO LEVANTEN Lucca BR21-0078 SFD O 0 0 1 3/23/2022 12:00:00 AM 1 N 6444044400 2073 PASEO LEVANTEN Lucca BR21-0082 SFD O 0 0 1 3/24/2022 12:00:00 AM 1 N 6444044100 2085 PASEO LEVANTEN Lucca BR21-0090 SFD O 0 0 1 3/24/2022 12:00:00 AM 1 N 6444044200 2081 PASEO LEVANTEN Lucca BR21-0093 SFD O 0 0 1 3/24/2022 12:00:00 AM 1 N 6183310700 1336 ELDEN AV BR20-0150 SFD O 0 0 1 5/2/2022 12:00:00 AM 1 N 6444043400 2113 PASEO LEVANTEN Lucca BR21-0097 SFD O 0 0 1 5/4/2022 12:00:00 AM 1 N 6444043500 2109 PASEO LEVANTEN Lucca BR21-0100 SFD O 0 0 1 5/4/2022 12:00:00 AM 1 N 6444043600 2105 PASEO LEVANTEN Lucca BR21-0103 SFD O 0 0 1 5/4/2022 12:00:00 AM 1 N 6444043900 2093 PASEO LEVANTEN Lucca BR21-0088 SFD O 0 0 1 5/5/2022 12:00:00 AM 1 N 6444044000 2089 PASEO LEVANTEN Lucca BR21-0094 SFD O 0 0 1 5/5/2022 12:00:00 AM 1 N 6444043700 2101 PASEO LEVANTEN Lucca BR21-0099 SFD O 0 0 1 5/5/2022 12:00:00 AM 1 N 6444043800 2097 PASEO LEVANTEN Lucca BR21-0102 SFD O 0 0 1 5/6/2022 12:00:00 AM 1 N 6444041500 2076 PASEO LEVANTEN Lucca BR21-0079 SFD O 0 0 1 5/18/2022 12:00:00 AM 1 N 6444041900 2092 PASEO LEVANTEN Lucca BR21-0089 SFD O 0 0 1 5/18/2022 12:00:00 AM 1 N 6444041700 2084 PASEO LEVANTEN Lucca BR21-0091 SFD O 0 0 1 5/18/2022 12:00:00 AM 1 N 6444041600 2080 PASEO LEVANTEN Lucca BR21-0095 SFD O 0 0 1 5/18/2022 12:00:00 AM 1 N 6444041800 2088 PASEO LEVANTEN Lucca BR21-0096 SFD O 0 0 1 5/18/2022 12:00:00 AM 1 N 6443434200 1413 DOME ROCK PL Estancia BR18-0368 SFD O 0 0 1 5/19/2022 12:00:00 AM 1 N 6444042000 2096 PASEO LEVANTEN Lucca BR21-0092 SFD O 0 0 1 5/19/2022 12:00:00 AM 1 N 6444042300 2108 PASEO LEVANTEN Lucca BR21-0101 SFD O 0 0 1 5/19/2022 12:00:00 AM 1 N 6444042200 2104 PASEO LEVANTEN Lucca BR21-0098 SFD O 0 0 1 5/20/2022 12:00:00 AM 1 N Page 611 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Note: "+" indicates an optional field 6444042100 2100 PASEO LEVANTEN Lucca BR21-0104 SFD O 0 0 1 5/20/2022 12:00:00 AM 1 N 6444042400 2116 PASEO LEVANTEN Lucca BR21-0105 SFD O 0 0 1 5/20/2022 12:00:00 AM 1 N 6191322100 1120 ELM AV BR21-0106 SFD O 0 0 1 6/21/2022 12:00:00 AM 1 N 6202621100 112 E ORLANDO ST BR19-0040 SFD O 0 0 1 6/23/2022 12:00:00 AM 1 N 5733811600 786 TWIN OAKS AV BR20-0009 SFD O 0 0 1 6/29/2022 12:00:00 AM 1 N 6444035500 2072 VIA MIRAFLORES Lucca BR21-0219 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6444035400 2068 VIA MIRAFLORES Lucca BR21-0221 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6444035300 2064 VIA MIRAFLORES Lucca BR21-0224 SFD O 0 0 1 7/11/2022 12:00:00 AM 1 N 6444035600 2076 VIA MIRAFLORES Lucca BR21-0222 SFD O 0 0 1 7/12/2022 12:00:00 AM 1 N 6444035800 2084 VIA MIRAFLORES Lucca BR21-0223 SFD O 0 0 1 7/12/2022 12:00:00 AM 1 N 6444041300 2073 VIA MIRAFLORES Lucca BR21-0218 SFD O 0 0 1 7/13/2022 12:00:00 AM 1 N 6444041400 2067 VIA MIRAFLORES Lucca BR21-0220 SFD O 0 0 1 7/13/2022 12:00:00 AM 1 N 6444035700 2080 VIA MIRAFLORES Lucca BR21-0225 SFD O 0 0 1 7/13/2022 12:00:00 AM 1 N 6444041200 2079 VIA MIRAFLORES Lucca BR21-0226 SFD O 0 0 1 7/13/2022 12:00:00 AM 1 N 5693202500 18 LOUALTA WY BR18-0389 SFD O 0 0 1 7/21/2022 12:00:00 AM 1 N 6192501900 1280 FIRST AV 1 BR21-0120 SFD O 0 0 1 8/1/2022 12:00:00 AM 1 N 6192501900 1280 FIRST AV 2 BR21-0121 SFD O 0 0 1 8/1/2022 12:00:00 AM 1 N 6181904800 416 NAPLES ST BR19-0123 SFD O 0 0 1 8/26/2022 12:00:00 AM 1 N 6181904700 414 NAPLES ST BR19-0124 SFD O 0 0 1 8/26/2022 12:00:00 AM 1 N 6181904600 412 NAPLES ST BR19-0122 SFD O 0 0 1 9/19/2022 12:00:00 AM 1 N 6191323300 1139 SECOND AV 1 BR19-0406 SFD O 0 0 1 10/11/2022 12:00:00 AM 1 N 6444036100 2096 VIA MIRAFLORES Lucca BR21-0228 SFD O 0 0 1 10/11/2022 12:00:00 AM 1 N 6444036300 2104 VIA MIRAFLORES Lucca BR21-0229 SFD O 0 0 1 10/11/2022 12:00:00 AM 1 N 6444036200 2100 VIA MIRAFLORES Lucca BR21-0232 SFD O 0 0 1 10/11/2022 12:00:00 AM 1 N 6444035900 2088 VIA MIRAFLORES Lucca BR21-0227 SFD O 0 0 1 10/12/2022 12:00:00 AM 1 N 6444040800 2101 VIA MIRAFLORES Lucca BR21-0230 SFD O 0 0 1 10/12/2022 12:00:00 AM 1 N 6444041000 2093 VIA MIRAFLORES Lucca BR21-0231 SFD O 0 0 1 10/12/2022 12:00:00 AM 1 N 6444041100 2087 VIA MIRAFLORES Lucca BR21-0233 SFD O 0 0 1 10/12/2022 12:00:00 AM 1 N 6444040900 2097 VIA MIRAFLORES Lucca BR21-0235 SFD O 0 0 1 10/12/2022 12:00:00 AM 1 N 6444036000 2092 VIA MIRAFLORES Lucca BR21-0234 SFD O 0 0 1 10/17/2022 12:00:00 AM 1 N 6444036600 2116 VIA MIRAFLORES Lucca BR21-0236 SFD O 0 0 1 11/14/2022 12:00:00 AM 1 N 6444036400 2108 VIA MIRAFLORES Lucca BR21-0240 SFD O 0 0 1 11/14/2022 12:00:00 AM 1 N 6444036500 2112 VIA MIRAFLORES Lucca BR21-0244 SFD O 0 0 1 11/14/2022 12:00:00 AM 1 N 6444040200 2125 VIA MIRAFLORES Lucca BR21-0237 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444040400 2117 VIA MIRAFLORES Lucca BR21-0238 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444040600 2109 VIA MIRAFLORES Lucca BR21-0239 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444036700 2120 VIA MIRAFLORES Lucca BR21-0241 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444040300 2121 VIA MIRAFLORES Lucca BR21-0242 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444040700 2105 VIA MIRAFLORES Lucca BR21-0243 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6444040500 2113 VIA MIRAFLORES Lucca BR21-0246 SFD O 0 0 1 11/15/2022 12:00:00 AM 1 N 6240209300 36 WALNUT DR BR16-0996 SFD O 0 0 1 9/30/2022 0:00 1 N 5680712200 230 CHURCH AV 230 CHURCH AV APARTMENTS BR16-0196 5+ R 0 0 29 7/19/2022 0:00 29 N 6443135200 999999 SANTA CAROLINA RD Future MF BR20-0140 5+ O 0 6 08/18/2022 6 0 0 N 6443135200 1800 SANTA CAROLINA RD 110- 115 Future MF BR20-0141 5+ O 0 6 08/18/2022 6 0 0 N 6440711600 2088 BLUESTONE CI Bluestone BR21-0192 5+ O 0 6 02/10/2022 6 6 10/5/2022 12:00:00 AM 6 0 N 6440720100 2232 TREVI CIRCLE BR21-0268 2 to 4 O 0 3 01/18/2022 3 3 10/13/2022 12:00:00 AM 3 0 N 6440711600 2017 BLUESTONE CI BR21-0334 5+ O 0 6 03/15/2022 6 6 10/31/2022 12:00:00 AM 6 0 N 6440711600 2001 BLUESTONE CI BR21-0335 5+ O 0 6 03/15/2022 6 6 10/31/2022 12:00:00 AM 6 0 N 6440711600 2068 BLUESTONE CI Bluestone BR21-0194 5+ O 0 6 03/09/2022 6 6 11/2/2022 12:00:00 AM 6 0 N 6440720100 2022 VIA FONTANA Trevi BR20-0162 2 to 4 O 0 3 04/14/2022 3 3 11/9/2022 12:00:00 AM 3 0 N 6440711600 2048 BLUESTONE CI Bluestone BR21-0195 5+ O 0 6 04/28/2022 6 6 11/14/2022 12:00:00 AM 6 0 N 6440720100 2316 TREVI CIRCLE Trevi BR20-0158 2 to 4 O 0 3 03/23/2022 3 3 12/14/2022 12:00:00 AM 3 0 N 6440720100 2011 VIA FONTANA Trevi BR20-0161 2 to 4 o 0 3 01/18/2022 3 1 2/21/2022 12:00:00 AM 1 0 N 6206012400 1212 RAVEN PL BR21-0262 ADU R 0 1 01/05/2022 1 1 4/13/2022 12:00:00 AM 1 0 N 5722140700 796 CEDAR AV BR21-0199 ADU r 0 1 02/23/2022 1 1 5/25/2022 12:00:00 AM 1 0 N 6402524000 640 DIAMOND DR BR21-0075 ADU R 0 1 01/11/2022 1 0 0 N 6440720262 1679 WHITMORE LP BR21-0396 5+ O 0 6 4/13/2022 6 6 10/24/2022 12:00:00 AM 6 0 N 6440720226 1674 WHITMORE LP BR21-0378 5+ O 0 6 4/13/2022 6 6 10/24/2022 12:00:00 AM 6 0 N 6393300600 476 JAMUL CT BR21-0126 ADU r 0 1 01/14/2022 1 1 10/7/2022 12:00:00 AM 1 0 N 6440720265 1673 WHITMORE LP BR21-0397 SFD o 0 0 1 11/10/2022 12:00:00 AM 1 N 6440720261 1681 WHITMORE LP BR21-0398 SFD O 0 0 1 11/10/2022 12:00:00 AM 1 N 6440720266 1671 WHITMORE LP BR21-0399 SFD O 0 0 1 11/10/2022 12:00:00 AM 1 N 6440720263 1677 WHITMORE LP BR21-0400 SFD O 0 0 1 11/10/2022 12:00:00 AM 1 N 6440720264 1675 WHITMORE LP BR21-0401 SFD O 0 0 1 11/10/2022 12:00:00 AM 1 N 5742110400 615 GRETCHEN RD BR19-0013 SFD o 0 0 0 N 5691711800 50 F ST BR19-0029 SFD o 0 0 0 N 6181511000 571 MOSS ST BR19-0205 2 to 4 r 0 0 0 N 6181511000 571 MOSS ST BR19-0206 2 to 4 r 0 1 08/30/2022 1 0 0 N 6191323300 1139 SECOND AV 2 BR19-0407 sfd O 0 1 09/12/2022 1 0 0 N 6201220900 1384 MONSERATE AV BR20-0089 SFD o 0 1 01/27/2022 1 0 0 N 5755201300 103 E OXFORD ST BR20-0101 SFD O 0 1 03/14/2022 1 0 0 N 6203100500 122 E QUINTARD ST BR20-0106 SFD O 0 1 01/12/2022 1 0 0 N 5755140800 190 E EMERSON ST BR20-0110 SFD O 0 1 01/31/2022 1 0 0 N 6444020800 1581 CALLE MAYFAIR BR22-0214 ADU R 0 1 01/13/2022 1 0 0 N 6444030700 2078 VIA ESTANCIA Lucca BR22-0031 SFD O 0 1 6/21/2022 1 0 0 N 6444032400 2146 VIA ESTANCIA Lucca BR22-0155 SFD O 0 1 9/21/2022 1 0 0 N 6444033900 2103 VIA ESTANCIA Lucca BR22-0129 SFD O 0 1 07/21/2022 1 0 0 N 6444001800 2212 PASEO LEVANTEN BR22-0166 SFD O 0 1 08/30/2022 1 0 0 N 6444000500 2160 PASEO LEVANTEN Savona BR21-0300 SFD O 0 1 04/26/2022 1 0 0 N 6444001700 2208 PASEO LEVANTEN BR22-0163 SFD O 0 1 08/30/2022 1 0 0 N 6444003100 2207 PASEO LEVANTEN BR22-0167 SFD O 0 1 08/30/2022 1 0 0 N 6443511000 1541 SANTA ALEXIA AV BR22-0336 SFD O 0 1 8/30/2022 1 0 0 N 6440720600 2390 CALLE GRANDON PATRIA AT COTA VERA BR22-0277 SFD O 0 1 11/18/2022 1 0 0 N 6444002400 2236 PASEO LEVANTEN BR22-0210 SFD O 0 1 11/04/2022 1 0 0 N 6444034100 2083 VIA ESTANCIA Lucca BR22-0033 SFD O 0 1 6/21/2022 1 0 0 N 6444030300 2060 VIA ESTANCIA Lucca BR22-0025 SFD O 0 1 05/03/2022 1 0 0 N 6444001900 2216 PASEO LEVANTEN BR22-0164 SFD O 0 1 08/30/2022 1 0 0 N 6440720208 1622 WHITMORE LP BR21-0420 2 to 4 R 0 1 07/21/2022 1 0 0 N 5711210500 610 W MANOR DR BR21-0067 SFD O 0 1 04/13/2022 1 0 0 N 6444001400 2196 PASEO LEVANTEN Savona BR22-0098 SFD O 0 1 7/11/2022 1 0 0 N 6444031600 2114 VIA ESTANCIA Lucca BR22-0132 SFD O 0 1 07/21/2022 1 0 0 N 6444000700 2168 PASEO LEVANTEN Savona BR21-0296 SFD O 0 1 04/26/2022 1 0 0 N 6443522000 1525 CARPINTERIA ST BR22-0179 SFD O 0 1 09/14/2022 1 0 0 N 6440720206 1614 WHITMORE LP WHITMORE AT COTA VERA BR20-0193 SFD O 0 1 08/09/2022 1 0 0 N 6192212600 216 KENNEDY ST BR21-0128 SFD O 0 0 0 0 N 6440720600 1636 CALLE MAYFAIR PATRIA AT COTA VERA BR22-0047 SFD O 0 1 09/15/2022 1 0 0 N 6440720600 2371 CALLE GRANDON PATRIA AT COTA VERA BR22-0268 SFD O 0 1 11/04/2022 1 0 0 N 6230603900 284 ORANGE AV 2 BR08-0019 2 to 4 R 0 0 2 6/8/2022 12:00:00 AM 2 0 N 6170710900 1198 TRENTON AV BR08-0057 2 to 4 R 0 0 2 12/29/2022 12:00:00 AM 2 0 N 6440720100 2260 TREVI CIRCLE BR21-0266 2 to 4 R 0 0 3 1/18/2022 3 0 N 6440720100 2189 TREVI CIRCLE BR21-0273 2 to 4 R 0 3 5/10/2022 3 0 0 N 6443135200 1800 SANTA CAROLINA RD 140 -147 Future MF BR20-0144 2 to 4 O 0 8 8/18/2022 8 0 0 N 6443139800 1800 SANTA CAROLINA RD 20401 BR21-0014 5+ R 0 51 8/17/2022 51 0 0 N 6440711600 2020 BLUESTONE CI BR21-0333 5+ R 0 5 3/14/2022 5 0 0 N 6443135200 1800 SANTA CAROLINA RD 150 - 156 Future MF BR20-0145 5+ R 0 7 8/19/2022 7 0 0 N 6443139800 1800 SANTA CAROLINA RD 18302 BR21-0012 5+ R 0 64 1/27/2022 64 0 0 N 6430606100 2055 OPTIMA ST BR21-0153 5+R 0 42 156 4/5/2022 198 0 0 N INC 55 6437700217 1728 DISCOVERY FALLS DR THE LOFTS at THE MARKETPLACE BR20-0174 5+ R 0 0 7 12/20/2022 0:00 7 N 6443139800 1800 SANTA CAROLINA RD 19101 BR21-0013 5+ R 0 35 8/11/2022 35 0 0 N Page 612 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Planning Period 6th Cycle 04/15/2021 - 04/15/2029 1 Projection Period 3 4 RHNA Allocation by Income Level Projection Period - 06/30/2020- 04/14/2021 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date (all years) Total Remaining RHNA by Income Level Deed Restricted 12 - 95 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - 66 276 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - - - - - - - - - - Non-Deed Restricted - - - - - - - - - - Above Moderate 4,667 1,735 1,633 804 - - - - - - - 4,172 495 11,105 1,747 1,699 1,175 - - - - - - - 4,621 6,484 5 6 7 Extremely low-Income Need 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date Total Units Remaining 1,375 29 - - - - - - - - 29 1,346 Please note: The APR form can only display data for one planning period. To view progress for a different planning period, you may login to HCD's online APR system, or contact HCD staff at apr@hcd.ca.gov. 1,911 107 jurisdiction name and current year data. Past year information comes from previous APRs. - Moderate 2,750 1,777 1,911 Please contact HCD if your data is different than the material supplied here 342 2 Table B Regional Housing Needs Allocation Progress Permitted Units Issued by Affordability 2,643 1,435 Please note: For the last year of the 5th cycle, Table B will only include units that were permitted during the portion of the year that was in the 5th cycle. For the first year of the 6th cycle, Table B will only include units that were permitted since the start of the planning period. Projection Period units are in a separate column. Total RHNA Total Units Income Level Very Low Low Extremely Low-Income Units* Note: units serving extremely low-income households are included in the very low-income RHNA progress and must be reported as very low- income units in section 7 of Table A2. They must also be reported in the extremely low-income category (section 13) in Table A2 to be counted as progress toward meeting the extremely low-income housing need determined pursuant to Government Code 65583(a)(1). *Extremely low-income houisng need determined pursuant to Government Code 65583(a)(1). Value in Section 5 is default value, assumed to be half of the very low-income RHNA. May be overwritten. Progress toward extremely low-income housing need, as determined pursuant to Government Code 65583(a)(1). Page 613 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Year 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Date of Rezone Rezone Type 2 4 5 6 7 9 10 11 APN Street Address Project Name+ Local Jurisdiction Tracking ID+ Date of Rezone Very Low-Income Low-Income Moderate-Income Above Moderate- Income Rezone Type Parcel Size (Acres) General Plan Designation Zoning Minimum Density Allowed Maximum Density Allowed Realistic Capacity Vacant/Nonvacant Description of Existing Uses Note: "+" indicates an optional field Cells in grey contain auto-calculation formulas Summary Row: Start Data Entry Below 83 Project Identifier RHNA Shortfall by Household Income Category Sites Description 1 Sites Identified or Rezoned to Accommodate Shortfall Housing Need and No Net-Loss Law Table C Page 614 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista Reporting Year 2022 (Jan. 1 - Dec. 31) 1 2 3 4 Name of Program Objective Timeframe in H.E Status of Program Implementation 1.1 Preserve Existing Housing for Long Term Housing Needs Establish policies and programs that more effectively address regulations for short term vacation rentals in residential zones as a means to preserve the City’s longterm housing stock to serve the long-term housing needs of residents. Within 12 months of adoption of the 2021-2029 Housing Element On December 14, 2021, the City adopted Resolution 21-245 and amended the Zoning Code to include these provisions, reference CVMC 5.68. A total of 112 applications for Short-Term Vacation Rental Licenses were submitted in 2022. Of these, 18 were approved and are active. 1.2 Rehabilitation of Owner Occupied Housing Continue implementation of the City’s Community Housing Improvement Program (CHIP), which provides favorable loans to low-income homeowners to fund improvements to correct unsafe, unsanitary, or illegal housing conditions, reduce barriers to accessibility, and improve energy efficiency, water conservation, and lead based paint abatement. Assistance will be focused on a block by block basis to homeowners residing in the Northwest and Southwest Planning Areas with priority given to those single-family homeowners of very low- income, special needs and/or senior households. The City will also increase marketing and outreach efforts for the CHIP, particularly in lower-income neighborhoods and mobile home parks. 30 low-income units Ongoing/As funding resources are available Program participation has fluctuated due to eligibility levels of participants due to credit, home loan values, availability of contractors to complete work and the COVID-19 pandemic. In 2022, there were 6 applications received for the Community Housing Improvement Program (CHIP). Of the applications received the previous year, 5 rehabilitation projects began and 4 were completed. The City continues to prioritize programs that improve the living conditions of residents, therefore additional funding will be allocated to this program to assist more households. 1.3 Rental Housing Acquisition and Rehabilitation As part of a comprehensive neighborhood revitalization strategy, the City seeks to acquire and rehabilitate existing rental housing throughout the Northwest and Southwest planning areas of the City and set aside a number of the housing units for very low-income and/or special need households at affordable rents. 15 housing units As opportunities and resources become available The City has identified properties for potential acquisition and rehabilitation. However, due to the current competitive housing market, the City has been unable to acquire and rehabilitate property based upon extended timelines required for City Council approval and other funding requirements. Housing Programs Progress Report Describe progress of all programs including local efforts to remove governmental constraints to the maintenance, improvement, and development of housing as identified in the housing element. Table D Program Implementation Status pursuant to GC Section 65583 ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation Page 615 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1.4 Neighborhood Revitalization Support a program focusing financial resources and collaborative efforts that improve the conditions and appearances of neighborhoods. This on-going program will target specific low-and moderate-income neighborhoods within Western Chula Vista that can be leveraged with other public and private investments, such as public infrastructure and facility improvements funded through Measure P, to ensure the improvements benefit the most in need. Funds available through the City’s CDBG and HOME entitlement program prioritize public improvements to low resource residential areas. 15 housing units As opportunities and resources become available Chula Vista voters approved Measure P – a temporary, ten-year, half-cent sales tax to fund high priority infrastructure needs. Collection of the sales tax began April 1, 2017. Updates on how Measure P Funds are used can be found at https://www.chulavistaca.gov/departments/public-works/infrastructure In 2022, three Measure P funded projects were completed within the Montgomery area of southwest Chula Vista. Approximately $1.8M worth of improvements were made at Lauderbach Park (333 Oxford Street), of which $820,000 was Measure P funded and a $1M California Youth Soccer grant. Work was completed consisting of replacing the grass multi- purpose field with artificial turf multi-purpose field for soccer/softball. Also improvements included creating a decomposed granite spectator area/path around the field, replacing field lighting with sports field lighting, completing drainage and ADA compliance work as required, replacing the basketball court, and complete repairs to various park features throughout the site. Work was completed on the one-year landscaping maintenance period for two new completed fire stations located in southwest Chula Vista. Fire Station 5 near Fourth Avenue/Orange Avenue & Fire Station 9 located at Naples Street and Alpine Ave. The last project completed was funded with $5M in Measure P funds for traffic signal modifications at 13 intersections in western Chula Vista. Work consisted of traffic signal replacements and improvements including expansion of City Fiber Optics, wireless and/or twisted pair communication lines, expansion of the Adaptive Signal System, installation of Traffic Monitoring Devices, installation of Changeable Message System along Main Street and comprehensive traffic signal coordination retiming at: 1. Second Ave/L St; 2. Fourth Ave/D St; 3. Fourth Ave/Anita St*; 4. Hilltop Dr/Orange Ave-East Orange Ave*; 5. Hilltop Dr/I St-East I St; 6. Hilltop Dr/Naples St-East Naples St; 7. Hilltop Dr/Palomar St-East Palomar St*; 8. Hilltop Dr/Quintard St; 9. Third Ave/Quintard St*; 10. Third Ave/Palomar St*; 11. Fourth Ave/H St; 12. Fourth Ave/L St; 13. E St/Woodlawn Ave *Montgomery Annexation Area 1.5 Multifamily Housing Inspection Continue implementing the Multifamily Housing Inspection Program that evaluates conditions of rental housing complexes of three or more units and reports violations to the City’s Code Enforcement Division regarding current health and safety codes. The City will follow up on all reports of violations to ensure the correction of any identified deficiencies to remedy substandard rental housing conditions and provide education and resource information to property owners. Ongoing/ Annual review of progress Chula Vista Code Enforcement inspected a total of 851 units in apartment communities in 2022. Page 616 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1.6 Mobilehome Inspection Program Continue implementing the systematic inspection of mobilehome and trailer park communities for compliance with Title 25 of the California Code of Regulations to promote safe and sanitary housing and neighborhoods. The City will follow up on all reports of violations to ensure the correction of any identified deficiencies to remedy substandard housing conditions and provide education and resource information to park and mobilehome owners. Ongoing Through Title 25, Code Enforcement staff has completed 128 unit inspections throughout various parks in 2022. 1.7 Code Enforcement Activities Continue Code Enforcement activities monitoring housing and neighborhood conditions for adherence to minimum standards of habitability and appearance by responding to service requests from concerned citizens. Code Enforcement staff shall continue to provide property owners and tenants with information on how to rectify violations, who to contact in Code Enforcement for assistance, and other resources that may be pertinent to the citation, particularly available housing repair assistance and subsidy programs for lower-income, senior and disabled households. Ongoing Code enforcement staff responded to 513 residential (e.g. apartments, duplexes, condominiums, mobile homes and single-family homes) complaints during 2022. For condos and single-family dwellings such activities included unpermitted construction, trash junk and debris, and inoperable vehicles. This included 454 SFDs, 44 apartments, 12 condos and 3 duplexes. Page 617 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 1.8 Implement Energy Conservation and Energy Efficiency Opportunities Since 2000, Chula Vista has been implementing its adopted CAP to address the threat of climate change impacts to the local community. To further advance community energy and water conservation goals, the City is implementing the following actions listed in its CAP to achieve residentialfocused greenhouse gas emission reductions.  Formed San Diego Community Power (SDCP) to provide 100% clean electricity by 2035;  Adopted Active Transportation Plan to facilitate future active transportation infrastructure;  Launched Chula Vista Climate Action Challenge to encourage voluntary home improvements to reduce waste and pollution;  Require installation of solar photovoltaic systems in new single- family housing;  Require residential electric vehicle pre-wiring in new development; and,  Evaluate residential organics collection pilot program. Ongoing/ Annual review of progress Beginning on July 1, 2022, Republic Services deployed the State-mandated organic waste collection program to all 52,000 single-family homes providing the ability to residents to include food waste, food-soiled paper products and other regulated organic waste in their current lawn and garden green carts. The waste is processed into compost at the Republic Services-operated Otay Landfill in Chula Vista. Commercial and multi-family properties are being are being added while sites are being evaluated and services are being adjusted to accommodate for new organic waste collection services. The City expects to complete phasing in service to all organic waste-generating commercial properties by the third quarter of calendar 2023. Other elements of compliance of the new State-mandated organic waste requirement are also being addressed like a compost/mulch procurement requirement, increased program education and edible food rescue (donation) programs. 2.1 Accommodate the City’s Regional Housing Needs Assessment Allocation In compliance with SB 166, all jurisdictions must ensure that its housing element inventory of identified sites can accommodate its share of the regional housing need throughout the planning period, also referred to as “No Net Loss.” The City has been assigned a total Regional Housing Needs Allocation (RHNA) of 11,105 dwelling units, with 2,750 for Very Low-Income households and 1,777 for Low-Income for the 2021-2029 Planning Period. The City has identified adequate sites with appropriate zoning to accommodate the RHNA and to accommodate the need for groups of all income levels as required by State Housing Element Law and consistent with its obligation to affirmatively furthering fair housing (AFFH) in encouraging integrated and balanced living patterns. Appendix C lists sites suitable for meeting the City's RHNA for each income category without the need for rezoning, as shown in Appendix C. Sites that are identified for lower income housing and had been identified in the last two Housing Element cycles will be considered by right for the development of such housing and the zoning ordinance will be amended, as appropriate. Required amendments to the zoning ordinance to allow for by right development of lower income housing on previously identified sites within 12 months of adoption of the 2021-2029 Housing Element The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. The City did not utilize parcels that had been identified in the last two Housing Element cycles and therefore does not need to amend the zoning ordinance at this time. Page 618 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.2 Adequate Sites Inventory In compliance with SB 166 to ensure No Net Loss of sites available to meet the RHNA, the City will monitor the consumption of residential acreage to ensure an adequate inventory is available to meet the City’s 2021-2029 RHNA obligations. The City will develop and implement a system to coordinate tracking units with Development Services staff, who process permitting, pursuant to California Government Code Section 65863, and will make the findings required by that code section if a site is proposed for development with fewer units or at a different income level than shown in the Housing Element. Should an approval of development result in a reduction of capacity below the residential capacity needed to accommodate the remaining need for lower income, moderate, or above moderate income households, the City will identify and, if necessary, rezone sufficient sites within 180 days to accommodate the shortfall and ensure “no net loss” in capacity to accommodate the RHNA. Any site rezoned will satisfy the adequate site requirements of Section 65583.2 and will be consistent with the City’s obligation to affirmatively further fair housing. Within 12 months of adoption of the 2021-2029 Housing Element/Ongoing The City of Chula Vista's Housing Element was accepted by HCD on 10.28.22. The City did not utilize parcels that had been identified in the last two Housing Element cycles and therefore does not need to amend the zoning ordinance at this time. 2.3 Housing Impact Statement” for Discretionary Land Use and Planning Decisions In compliance with SB 166 to ensure No Net Loss of sites available to meet the RHNA, to support the required findings when development of any parcel with fewer units by income category than identified in the housing element for that parcel and to demonstrate progress towards the RHNA, a “Housing Impact Statement” will be included in all staff reports for discretionary land use and planning decisions. This statement will expressly state how proposed actions meet the City’s housing goals and affirmatively furthers fair housing to encourage integrated and balanced living patterns. The statement will also describe any potential impacts that proposed actions may have on the City’s housing supply and the provision or loss of affordable housing. Within 12 months of adoption of the 2021-2029 Housing Element Implemented in July 2021, all Planning Commission reports now provide a dedicated section on Housing Impact. 2.4 Annual Report on Housing Continue gathering, tracking, and reporting data on development permits and construction in Chula Vista. Gather and analyze data on the City’s existing housing stock, including naturally affordable housing (housing priced at affordable rents but not subject to a rentrestriction agreement). Such information is to be provided on an annual basis to State HCD. By March 30th each year Ongoing. Staff will continue to track and report on development permits and construction for the Annual Progress Report. Page 619 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.5 Enforce Density Minimums In compliance with SB 166 to ensure No Net Loss of sites available to meet the RHNA, to support the required findings when development of any parcel with fewer units by income category than identified in the housing element for that parcel, and to demonstrate progress towards the RHNA, require discretionary projects to meet dwelling unit density minimums. Ongoing The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. Implemented in July 2021, all Planning Commission reports now provide a dedicated section on Housing Impact. 2.6 Community Purpose Facilities Zoning Amendment (CVMC Chapter 19.48) The P-C zone, or any section thereof, must provide adequate land designated as “community purpose facilities (CPF),” as defined in CVMC 19.04.055, to serve the residents of the planned community. This zone currently allows services for the homeless, emergency shelters, and senior care but does not currently provide for other types of housing for special need population groups or lower income households. The City will explore amendments to applicable sections of the CVMC to allow residential development for lower income households as a by right use and as a public benefit in the context of CVMC 19.48.025. An amendment to the Community Plan would not be necessary. A change in allowed uses would facilitate future projects in the CPF Zone as needed to meet the City’s unmet RHNA. Within 36 months of adoption of the 2021-2029 Housing Element The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. The City of Chula Vista Planning Commission has asked for the topic of Community Purpose Facilities to be brought back in 2023 to consider revisions whcih include the allowance for more affordable housing as well as review standards for such projects. Targeting Q2 or Q3 for such effort. 2.7 Annual Municipal Code Updates Continue to identify opportunities to modify Title 19 of the CVMC to provide more certainty and flexibility in the project application and permitting approval process. Each update may include all state legislative changes to ensure local consistency with state requirements and to minimize conflicts with and reduce redundancy between codes. Ongoing In process. Original completion date was December 2022. Changed to February 2023. First update is targeting City Council by February 2023. Page 620 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.8 Establish Parking Standards Appropriate for Different Kinds of Housing Basic construction costs for residential developments have rapidly increased, and together with land prices, have increased the cost of housing. This has made homeownership and affordable rentals unattainable for many households. Parking is more expensive to supply in some places, so parking requirements add a cost to development, and a developer might build fewer housing units or may not develop at all if parking standards are excessive. Additionally, how people travel continues to change as more focus is being placed on alternative modes of transportation such as bikes and rideshares and on remote work. The City will review its development standards to reflect current and anticipated parking needs and, if appropriate, revise or adopt new parking standards for affordable, senior-aged, mixed-use, and transit- oriented housing projects. Within 36 months of adoption of the 2021-2029 Housing Element In process. 2.9 Objective Design Standards The Housing Accountability Act, SB 35, and SB 2162 require that the City review housing development projects based on objective standards. The City will review and where necessary, revise and develop design guidelines and development standards to adopt more clear and objective standards related to the architectural review of residential and mixed-use residential developments. Within 36 months of adoption of the 2021-2029 Housing Element In process. Projected to be completed by the end of 2023. 2.10 Improve Project Tracking and Reviews Continue to improve the City’s development project tracking system, which is used to coordinate and complete project reviews. Monitor average processing times for ministerial and discretionary development permits and use data on processing times and applications to track review times and trends in citywide development. Improving electronic plan reviews can also reduce approval times and costs. Within 24 months of adoption of the 2021-2029 Housing Element; Ongoing The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. Development Services is in the process of transitioning to electronic plan reviews and an overhaul of the current legacy permit tracking system currently in use. Staff is targeting the end of 2023 to have the systems updated and functioning. Page 621 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.11 Improve the Efficiency of the Development Review Process for Housing Projects Continue to improve the efficiency of the development review process. In conformance with California Government Code Section 65940.1 (SB 1483), the City has posted on its web site a current schedule of fees, application forms, zoning ordinances, and other information, and updates the information within 30 days of any changes. The City will be undergoing a review and update of its current website with the goal of improving navigation of the site and making more information available on the City’s website, along with review and development of other educational information to facilitate the permit process. The Development Services Department currently operates a one-stop front counter that combines building, fire, planning and engineering services to facilitate project review. The City offers an internet-based permit management system, through which, the public is able to access and track permit review and status. The City will continue to find opportunities to streamline the permitting process to remove unnecessary barriers, while implementing objective design standards, without compromising public health and safety. Within 36 months of adoption of the 2021-2029 Housing Element A website overhaul took place in Spring/Summer 2022. Continuous improvement continues to take place in an ongoing manner. Staff has identified the city's digital library where most planning documents are housed for the various Sectional Planning Areas within the city. The City is looking to transition the storage of the document to Laserfiche in 2023-24 and scan versions of documents where only paper version currently exist. The City is in the process of procuring a scanning services contract to do the scanning of older documents in an effort to make them readily available to the public online. In addition, as referenced in Item 2.10 above, the City is looking to transition to an electronic permit system as well as an overhaul of the existing legacy permit tracking system to achieve more efficiencies in service delivery. 2.12 Review Nongovernmental Constraints Impeding Residential Development In instances where residential developments have been approved by the City but building permits or final maps have not been obtained, the City will make diligent efforts to contact applicants to discover why units have not been constructed within two years after approval. If due to nongovernmental constraints, such as rapid increases in construction costs, shortages of labor or materials, or rising interest rates, to the extent appropriate and legally possible, the City will seek to identify actions that may help to remove these constraints. Additionally, the City will proactively work with stakeholders to identify nongovernmental constraints or other considerations that may impede the construction of housing in Chula Vista and work collaboratively to find strategies and actions that can eliminate or reduce identified constraints. Within 24 months of adoption of the 2021-2029 Housing Element and every 24 months thereafter Ongoing. The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. City staff continues to work with the development community to identify projects that can benefit from the substantial conformance review, density bonus and other streamlining processes to provide more affordable housing permit issuances. Page 622 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.13 Water and Sewer Service Providers Pursuant to California Government Code Section 65589.7 (a) (Senate Bill 1087; 2005), the City is required to deliver its adopted Housing Element and any amendments to local water and sewer service providers. This legislation allows for coordination between the City and water and sewer providers when considering approval of new residential projects. Additionally, cooperation with local service providers will support the prioritization of water and sewer services for future residential development, including units affordable to lower-income households. The City will submit the adopted Housing Element to local water and sewer providers for their review and consideration when reviewing new residential projects. Within 3 months of adoption of the 2021-2029 Housing Element The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. The City provided a copy of the adopted Housing Element to the Otay Water District and Sweetwater Authority in February 2023. 2.14 Promote Accessory Dwelling Unit Construction In accordance with AB 671, local governments must include in their General Plan housing elements plans to incentivize and promote the creation of affordable ADUs. The City will continue to accommodate and promote the construction of affordable ADUs, particularly for special needs groups, seniors and persons with disabilities, by increasing the public awareness of the new provisions in state law expanding opportunities for ADU and JADU development and any future programs that may be adopted by the City. The City will develop multilingual outreach material for public dissemination, including updates to the City’s website, information at City Hall and via other appropriate print and digital media, particularly directed to historically underrepresented communities and in collaboration with local agencies serving such communities. Upon adoption of the City’s ADU ordinance in FY 2021 and Ongoing Ongoing. The ADU ordinance was updated in 2021. Staff will continue work on code amendments and updates. In January 2022 the city submitted a grant application and in May 2022 was awarded SANDAG Housing Acceleration Program (HAP) funds for developing permit-ready pre-approved ADU plans, a one-stop shop website for ADU development, and planning software. The project is expected to be comleted in Fall 2023. In addition, the City will develop a pilot loan project for ADU development using Housing Authority funds. A total of 140 ADU building permits were issued during 2022. 2.15 Monitoring of Accessory Dwelling Units Maintain an ADU monitoring program during the planning period that tracks ADU development, specifically for affordability levels and deed-restricted affordable units. By tracking ADUs, units can be accurately reflected in the Annual Housing Element report as providing more affordable housing opportunities. FY 2024-2025 To be completed in 2024. 2.16 Mid-Cycle Accessory Dwelling Unit Production Evaluation Conduct a midcycle review of ADU development within the 2021-2029 planning period to evaluate if production estimates are being achieved. Depending on the finding of that review, amendments to the Housing Element may be necessary pursuant to California Government Code 65583.2. FY 2024-2025 To be completed in 2024. Page 623 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.17 Permit Ready ADUs In accordance with AB 671, local governments must include in their General Plan housing elements plans to incentivize and promote the creation of affordable ADUs. The City will explore establishing a 'Permit Ready' program for ADUs. As a part of the program, the City may accept prepared packages of pre-approved designs allowed under the County of San Diego’s program for ADUs that may be used by owners and that provide expedited processing and may result in overall reduced costs for applicants. Within 12 months of adoption of the City’s ADU ordinance in FY 2021 and Ongoing Per 2.14 above, the City expects to complete in 2023. 2.18 Establish an Accessory Dwelling Unit Amnesty Program In accordance with AB 671, local governments must include in their General Plan housing elements plans to incentivize and promote the creation of affordable ADUs. The City will analyze the demand for a program to allow owners with existing unpermitted ADUs to obtain permits to legalize the ADUs during the 20212029 planning period. The Amnesty Program would provide property owners the opportunity to formally legalize existing unpermitted ADUs of any size. Within 24 months of adoption of the 2021-2029 Housing Element The city has identified 43 unpermitted ADUs in 2022 and listed an amnesty program as part of the goals for the City's ADU program and is seeking funding to develop the program. The City will continue to collect data on unpermitted ADUs annually. 2.19 Tiny Houses as ADUs “Tiny Houses” are small, independent dwelling units, often mobile, that typically range between 120 and 400 square feet in size. Due to the size and nature of typical tiny house development, they generally may fit the City’s definition of an accessory dwelling unit (ADU). The City will explore the accommodation of movable tiny houses as a separate regulated residential use within the CVMC’s ADU regulations to encourage housing supply, choices, and affordability. Within 24 months of adoption of the 2021-2029 Housing Element The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. The City is looking to further develop its ADU program through an online website function (Item 2.14 & 2.17) as well as policy discussions on Tiny Homes. City staff is looking to bring forth this policy discussion in 2023-24. Page 624 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.20 Emergency Shelters California Government Code Section 65583(a)(4) requires local governments to identify one or more zoning categories that allow emergency shelters (year-round shelters for the homeless) without discretionary review. The statute permits the City to apply limited conditions to the approval of ministerial permits for emergency shelters. Pursuant to state law, emergency shelters are permitted within I-L industrial zone or an equivalent limited industrial zone within a City approved Sectional Planning Area plan or Specific Plan, as a use by right. Emergency shelters may also be allowed in the C-T thoroughfare commercial zone or an equivalent commercial zone or on land designated as “community purpose facilities” (CPF) within a City approved Sectional Planning Area plan or Specific Plan with an approved conditional use permit. State law provisions (AB 139), have recently been modified to require the assessment of shelter needs be based on the most recent Point-in-Time Count and the parking standards for shelters be based on staffing levels. The City will review and revise as necessary its zoning ordinance related to AB 139. Within 24 months of adoption of the 2021-2029 Housing Element The City will review and revise as necessary its zoning ordinance related to AB 139 and bring forth any policy recommendation during the 2023-24 year. The City is currently in process of developing its first emergency shelter with an anticipated opening in spring of 2023 utilizing pallet homes. 2.21 Transitional and Supportive Housing State Housing law mandates that local jurisdictions allow for transitional and supportive housing in residential zones. The City adopted Ordinance 3442 in 2018 to amend the City of Chula Vista Municipal Code to identify transitional/supportive housing meeting California Government Code Section 65582 (g- j) definitions as a residential use of a property in a dwelling to be allowed under the same conditions as apply to other residential dwellings of the same type in the same zones, reference CVMC 19.58.315. As requested; Ongoing The City adopted Ordinance 3442 in 2018 to amend the City of Chula Vista Municipal Code to identify transitional/supportive housing. This complies with California Government Code Section 65582 (g-j), allowing this use to be similarly treated as a residential use of a property/dwelling within a residential zone. Reference CVMC 19.58.315. Page 625 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.22 Supportive Housing and Low Barrier Navigation Centers State law provisions (AB 2162 and AB 101), have recently been modified to require approval “by right” of supportive housing with up to 50 units and low barrier navigation centers that meet the requirements of state law. Low barrier navigation centers are generally defined as service-enriched shelters focused on moving people into permanent housing. Low barrier navigation centers provide temporary living facilities while case managers connect individuals experiencing homelessness to income, public benefits, health services, shelter, and housing. If the City receives applications for these uses, it will process them as required by state law. The City will adopt policies and procedures for processing these uses. The City will continue to annually monitor the effectiveness and appropriateness of existing adopted policies. Should any amendments be required to existing policies pursuant to state law, the City will modify its existing policies, as appropriate. Within 24 months of adoption of the 2021-2029 Housing Element In 2022 the City explored several options to build permanent supportive housing with Home Investment Partnerships Act (HOME) ARP funds. 2.23 Shared Living Support private programs for shared living that connect those with a home and are willing to share living accommodations with those that are seeking housing, particularly persons with disabilities, seniors, students, and single person households. The City can identify programs offered in the community and assist in program outreach efforts for shared living programs through advertisements on the City’s website and placement of program brochures in key community locations, particularly where directed to historically underrepresented communities and in collaboration with local agencies serving such communities. Ongoing/ Annual review of progress Ongoing. Staff will continue to monitor opportunities to participate in programs. This is also identified as a goal in the Age Friendly Action Plan. 2.24 Single Room Occupancy Residences SRO units are typically one-room units intended for occupancy by a single individual. They are distinct from a studio or efficiency unit, in that a studio is a one-room unit that must contain a kitchen and bathroom. Although SRO units are not required to have a kitchen or bathroom, many SROs have one or the other and could be equivalent to an efficiency unit. State law requires that the City accommodate this housing type, and they provide smaller, less expensive housing units. The City has amended its Zoning Ordinance to permit SROs in its multifamily zones to encourage units that are cheaper by design, reference CVMC 19.58.265. As requested; Ongoing The City has amended its Zoning Ordinance to permit SROs in its multifamily zones to encourage units that are cheaper by design, reference CVMC 19.58.265. Staff continues to monitor opportunities for development of SROs. Page 626 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2.25 Qualified Employee Housing Pursuant to the State Employee Housing Act (Section 17000 et seq. of the Health and Safety Code), employee housing for agricultural workers consisting of no more than 36 beds in group quarters or 12 units or spaces designed for use by a single family or household is permitted by right in a zoning district that permits agricultural uses by right. Therefore, for properties that permit agricultural uses by right, a local jurisdiction may not treat employee housing that meets the above criteria any differently than an agricultural use. The Act also requires that any employee housing providing accommodations for six or fewer employees be treated as a single-family structure, with no conditional or special use permit or variance required. The City has amended the Zoning Code to include these provisions, reference CVMC 19.58.144. As requested; Ongoing The City has amended the Zoning Code to include these provisions, reference CVMC 19.58.144. Staff continue to monitor opportunities to develop housing for agricultural workers. 2.26 Large Residential Facilities Residential facilities for seven or more persons are allowed in any zone as an unclassified use with a conditional use permit (CUP) approved by the City’s Zoning Administrator without a requirement for a public hearing (CVMC 19.14.030 (A)). The minor CUP is subject to additional standards listed in CVMC 19.58.268. The City will review the provisions for large residential facilities for seven or more persons, analyze the demand and consider revisions to consider the use by right within appropriate zones throughout the City and other revisions as necessary to its zoning ordinance to mitigate the potential constraints on housing for persons with disabilities. Within 24 months of adoption of the 2021-2029 Housing Element Ongoing. The City of Chula Vista's Housing Element was accepted by HCD on 10/28/22. Staff is still assessing potential amendments to the Chula Vista Municipal Code related to residential facilities for seven or more persons. Page 627 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.1 Expiring Affordability Restrictions Proactively work with property owner(s) of “at-risk” assisted housing developments whose affordability restrictions are due to expire by 2029, as identified within Appendix D of this Element, and affordable housing developers to evaluate the viability of continuing the affordability of such housing through owner participation, public subsidies or participation by affordable housing developers. The City will implement the following actions on an ongoing basis to conserve its affordable housing stock:  Annually monitor the status of identified “at-risk” assisted housing developments.  If an opportunity arises due to the pending sale of the property, establish contact with public and non-profit agencies interested in purchasing and/or managing units at risk. Where feasible, provide technical assistance to these organizations with respect to financing.  Should the property owner pursue conversion of the units to market rate, ensure that tenants are properly noticed and informed of their rights and that they are eligible to receive special Section 8 vouchers that would enable them to stay in their units. Provide tenants with multilingual information regarding Section 8 rent subsidies through the San Diego County Housing Authority, and other affordable housing opportunities in the City. Ongoing There were no expiring covenants in 2022. Staff will continue to monitor expiring covenants. In January of 2022, the Sunbow II, Phase 3 project approval included a development agreement requiring the Villa Serena Senior Apartments to extend restricted covenants on 67 low income units from 2030 to 2055. Staff is working with the developer to implement this extension in 2023. Page 628 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.2 Data Collection and Compliance with Coastal Zone Housing Element- Related Requirements A small area south of Palomar Street along Stella, Ada and Elise Street along the Bayfront, with approximately 38 residential units, is located within the Coastal Zone. There has been no activity (new construction or demolition of existing housing) since 1982 and remains unchanged. Development along the Bayfront Coastal area has taken place north of Palomar Street. California Government Code Section 65588(d) requires that cities with areas within the Coastal Zone include within their Housing Element all of the following:  A review of the number of housing units approved for construction within the Coastal Zone after January 1, 1982;  The number of housing units for persons and families of low or moderate income provided in new housing developments either within the Coastal Zone or within three miles of the Coastal Zone;  The number of existing residential units occupied by persons and families of low or moderate income that have been authorized to be demolished or converted since January 1, 1982 in the Coastal Zone; and  The number of residential units for persons and families of low or moderate income required for replacement in compliance with Section 65590. The City will continue to monitor and maintain records regarding the affordability of new construction, conversion, and demolition of residential units within the City limits in order to comply with Sections 65588(d) and 65590 of the California Government Code. As required; Ongoing Staff worked with GIS to create a layer to identify this coastal zone to track and monitor any redevelopment in that area. Page 629 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.3 Data Collection and Compliance with SB 330 Housing Replacement Requirements Senate Bill 330, effective January 1, 2020 through January 1, 2025, requires developers demolishing housing to replace any restricted affordable or rent-controlled units and comply with specified requirements, including the provision of relocation assistance and a right of first refusal in the new housing to displaced occupants. With the passage of Assembly Bill 1482 or the “Tenant Protection Act of 2019,” effective January 1, 2020 until January 1, 2030, residential tenants are provided statewide rent control. Any housing units covered under AB 1482-statewide rent control are therefore also subject to SB 330 and replacement of the housing. As permits are requested for the demolition of housing, the City will obtain information related to the following and require one-for-one replacement when required:  The number of existing residential units proposed to be demolished or converted; and  The number of these residential units by bedroom size occupied within the last five years by persons and families of low or moderate income and therefore required for replacement. As required; Ongoing On November 1, 2022, the City adopted the Residential Tenant Protection Ordinance, CVMC 9.65 to provide additional protections beyond AB1482 upon demolition, substantial rehabilitiation, or other No Fault termination of tenancies. The Ordinance requires a greater level of reporting for properties subject to AB1482 and CVMC 9.65 in the case of No Fault terminations, greater relocation assistance, and additional requirements if returned to market relating to first right of return. 3.4 Balanced Communities – Affordable Housing Continue to implement the Balanced Communities-Affordable Housing Policy first adopted by the City’s Housing Element in 1981 and any implementing guidelines as adopted and updated. For all new residential projects consisting of 50 or more dwelling units, 10 percent of the residential units within the development shall be affordable to low- and moderate- income households (5 percent low-income and 5 percent moderate-income). The City may approve alternatives to the construction of new inclusionary units, such as provision at another location (“off-site”) or payment of an in-lieu fee, where the proposed alternative provides a more effective and feasible means of satisfying the requirements and greater public benefit. For those developments proposed in areas of concentrated with low-income households, the requirement is waived to avoid further segregated living patterns. Ongoing; Within 36 months of adoption of the 2021-2029 Housing Element Staff continues to implement the policy and will be conducting outreach and bringing forward a proposed ordinance in 2023. Page 630 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.5 Establish Streamlining and Incentives for Projects Proposing Affordable Units This program will seek to reduce or eliminate potential constraints to the development of affordable housing. The City will identify and evaluate constraints to affordable housing development and propose specific methods and strategies to address and remove the identified regulatory constraints to facilitate production of affordable housing. Results of this program may include entitlement exemptions, streamlined review processes or allowing affordable housing as a by right use, fee subsidies and/or payment deferrals, or other methods deemed appropriate to support the accommodation of future affordable housing units. The program will also explore potential incentives for projects that provide a greater number of affordable housing units than the City’s Balanced Communities Policy (aka “inclusionary housing”) would otherwise require and in areas with greater access to resources, amenities, and opportunity. Within 36 months of adoption of the 2021-2029 Housing Element Ongoing. Chula Vista offers expedited permit processing for certain development projects, including affordable housing. Affordable Housing Developers can request the expedited program to ensure the project is placed into service by the required deadlines established by the funders of the project (i.e. tax credit investors). Staff continues to explore opportunities to increase expedited services and prioritize affordable housing projects. Page 631 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.6 Update Density Bonus Ordinance (CVMC 19.) California Government Code Section 65915 requires a jurisdiction adopt local Density Bonus Ordinance consistent with state law. Recent updates to State Density Bonus law, AB 1763 and AB 2345, provide significant incentives for 100 percent affordable housing and those that are transit oriented. State law imposes density bonus requirements on local jurisdictions. Density Bonus law allows increase in total number of units permitted on a lot, above the baseline number of units permitted per the applicable zone, in exchange for the provision of more affordable housing units in the “bonus project” than would otherwise to increase the production of housing for a wide range of residential needs in the community, including housing for very-low, low- and moderate-income households, students, homeless, disabled veterans and for seniors. Density Bonus law provides for developers of eligible projects to request waivers, incentives and concessions as needed to make the project economically feasible. Waivers are modifications of volumetric requirements that can be requested to physically accommodate increased density (i.e. height and floor area ratio).The requested waiver cannot exceed what is necessary to accommodate the bonus. parking ratios are also dictated by State Density Bonus law and have been eliminated for those transit affordable housing developments. For infill developments, replacement of any existing or prior housing units within the last five years on the project site will be required by bedroom size and affordability level. Full details are detailed in Chapter 19.40 of the Chula Vista Municipal Code (CVMC) and State Density Bonus law. The City will continue to review and approve requests under State Density Bonus law. Within 24 months of adoption of the 2021-2029 Housing Element In process. Staff has initiated revisions to its current application and development of a pre- application form for any density bonus projects. Additionally, staff has developed a presentation for all planning staff and will continue to monitor and update City ordinances accordingly. Page 632 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.7 Promote Accessory Dwelling Unit Construction Develop an incentive program that will facilitate the development of Accessory Dwelling Units (ADU) or Junior Accessory Dwelling Units (JADU) affordable to very lowincome households, particularly for persons with disabilities or special needs, seniors, students, and single person households, for a period of 30 years. This program would specifically target the production of affordable units to accommodate RHNA growth need. The development of incentives will be based upon review and evaluation of current programs and policies, survey of programs from other agencies to determine the most feasible and effective alternatives. For instance, the City is exploring potential loan programs or other financial incentives to encourage the preservation and construction of ADUs that are affordable to lower and moderate-income households. The City is also reviewing other incentive programs that would encourage new ADU/JADU development at affordable rents, assistance for existing un-permitted ADU/JADU units to meet code compliance, and other forms of assistance. Programs such as the City of Los Angeles LA ADU Accelerator Program, Napa County Junior ADU Loan Program, and the Los Angeles County Second Dwelling Unit Pilot Program are being researched. The exploration and determination of incentives will be done in conjunction with other ADU policies and programs. Within 24 months of adoption of the 2021-2029 Housing Element Ongoing, the ADU ordinance was adopted on June 15, 2021. Reference items 2.14 and 2.17 for more information. 3.8 Track lower income housing units by Council District: Maintain a comprehensive, consolidated information resource of units reserved for low- and moderate- income households that includes the District with the units’ location information to ensure a balanced and equitable distribution of affordable housing throughout the City. Within 12 months of adoption of the 2021-2029 Housing Element ; Ongoing Staff will continue to monitor. A project tracking system is already established to track this type of information to monitor and maintain records. The list is made available to the public at https://www.chulavistaca.gov/home/showpublisheddocument/23369/637739537427270000 3.9 First Time Homebuyer Assistance Continue assistance to low-income households, specifically targeting participation by current residents in rent restricted affordable housing, to purchase their first home through the City’s First Time Homebuyer Down Payment and Closing Cost Assistance Program. Consider amendments, as necessary, to the Program to adequately reflect real estate market conditions. Ongoing; Funding, review and revision of the Program with execution of a new administrator in FY 2021-2022 The City's First Time Homebuyer Program relaunched in November 2022. The program is being administered by the San Diego Housing Commission. Program details can be found at https://www.sdhc.org/housing-opportunities/first-time-homebuyers/. The program is designed as a deferred-payment loan of up to $120,000 to downpayment and closing costs. Funding is available to help up to 25 households. 3.10 Support Homeownership Development and Financing Support and encourage the development of homeownership, particularly self-help, development projects or permanent financing for mutual housing and cooperative developments As opportunities and resources become available. Apply for CalHOME in FY 2021-2022 and evaluate annually Due to competitive scoring criteria, Chula Vista did not complete an application for CalHome Funds for 2023. The City will contonue to monitor criteria and apply for funds if demed competitive and if received, will be used to fund the City's First Time Homebuyer Program. Page 633 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3.11 Condominium Conversion Ordinance Review the feasibility of implementing a program to mitigate the displacement of residents, who may be required to move as a result of the conversion of residential rental units to ownership housing (e.g. condominium, stock cooperatives, or community apartment units). The intent of the program would be to allow the conversion of existing dwelling units to ownership housing should the project also provide the City with affordable housing units or dedicated housing fees that can be used for the development of affordable housing within the City. Possible alternatives to explore include:  An Affordable Unit Set-aside,  Donation of off-site affordable units, or  Payment of an in-lieu Housing Mitigation Fee for each unit to be converted. Within 48 months of adoption of the 2021-2029 Housing Element Ongoing. At the end of 2021, staff began working on a council referral to examine the feasibility of a local tenant protection ordinance, reference 3.3. At the time protections were considered upon condominium conversion above state law. While in the end, the Ordinance did not directly address all condomium conversions, staff will be looking at opportunities to provide greater protections for displacement of tenants in case of conversion. 3.12 Mobilehome Space Rent Review Continue to enforce CVMC Chapter 9.50 to protect mobilehome residents’ investment in their home while at the same time providing a reasonable return to the park owner in order to preserve this housing alternative. Ongoing/ Annual review of progress The City continues to monitor and enforce the Mobilehome Space Rent Review Ordinance (Chula Vista Municipal Code “CVMC” Chapter 9.50). In 2022, the Mobilehome Rent Review Commission meetings returned to in-person meetings for the first time since the COVID-19 pandemic. City staff continued to provide information to commissioners related to mobilehome living in Chula Vista and other relevant matters that would assist them in their duties prescribed under CVMC Chapter 9.50. The Commission did not review any proposed rent increases. 3.13 Resident Ownership of Mobilehome Parks Promote the purchase of those mobilehome parks with a Mobilehome Park (MHP) zone designation by park residents, when a park becomes available for sale in accordance with CVMC Chapter 9.60 (Sale of a Mobilehome Park). Accordingly, resident organizations shall have a right to purchase a park listed for sale if the organization is able to reach an acceptable price and terms and conditions with the mobilehome park owner. Financial assistance that may be provided by the state, or other funding sources may be limited to income eligible residents and require affordable housing costs. Over the past 25+ years, mobliehome residents have not expressed an interest in the purchase of their park. Due to current market conditions and high real estate costs, the financial feasibility to purchase, should an opportunity occur, is not anticipated. As opportunities and funding resources become available. Review on an annual basis MPROP funding and interest. No mobilehome/trailer parks were listed for sale in 2022. 3.15 Mobilehome Park Conversion Continue to enforce CVMC Chapter 9.40 to protect the rights of residents as mobilehome/trailer parks are closed or converted to other uses. As required. The City will continue to enforce CVMC 9.40 if and when a park is proposed for closure. Page 634 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.1 Affirmatively Further Fair Housing Pursuant to AB 686, the City will affirmatively further fair housing by taking meaningful actions in addition to resisting discrimination, that overcomes patterns of segregation and foster inclusive communities free from barriers that restrict access to opportunity based on protected classes, as defined by state law. Chula Vista is a recipient of Federal Department of Housing and Urban Development (HUD) Community Development Block Grant (CDBG) funds, which requires a Regional Analysis of Impediments to F air Housing Choice. As a recipient of these funds, the City certifies that it will affirmatively further fair housing and utilizes these funds to further the efforts of affordable housing in the City and to affirmatively further fair housing. The City is a participant in the regional planning efforts to reduce impediments to fair housing choice and to affirmatively further fair housing through education, testing and enforcement activities. To affirmatively further fair housing in Chula Vista, the City will work with regional and local partners to identify, address and eliminate housing discrimination as identified in the Regional Analysis of Impediments to Fair Housing Choice (AI). The City collaborates with other jurisdictions in San Diego County through the San Diego Regional Alliance for Fair Housing (SDRAFFH), to prepare the San Diego County AI every five years. Ongoing Ongoing. The City contracts with CSA San Diego to provide outreach and counseling for fair housing issues. Information regarding fair housing education and resources is available on the City's website and at the public counter. CSA conducted several in person and virtual workshops during the year for the benefit or residents and property owners/managers. The City is a member of the San Diego Regional Alliance for Fair Housing that consists of 18 participating Cities and the County of San Diego. 4.2 Environmental Justice Element Adopt an Environmental Justice Element as an additional Element of the City’s General Plan. The Environmental Justice Element will include policies and programs to reduce community health risks including addressing air quality, access to public facilities, healthy food access, safe and sanitary homes and physical activity. Within 24 months of adoption of the 2021-2029 Housing Element Staff is currently evaluating compliance. 4.3 Issuance of Multifamily Housing Revenue Bonds Facilitate the creation of new affordable housing opportunities for very low and low-income households through the issuance by the Chula Vista Housing Authority of Multifamily Mortgage Revenue Bonds providing below-market financing for developers willing to set aside a portion of their rental units as affordable housing. Ongoing Ongoing. Meta Housing applied and was approved for a supplemental CDLAC allocation bond of $4M on 11/30/22 and is expected to close by April 2023. The City continues to work with developers to issue bonds for the creation of afforable housing. Page 635 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.4 Housing Assistance Funds Continue to make the funds accrued in the City’s Housing Assistance funds available to increase, preserve, and enhance housing affordable to individuals or families of extremely low, very low or low-income levels. Funding comes from the City’s available federal HOME funds, state Permanent Local Housing Allocation funds, Low and ModerateIncome Housing Asset fund, or any local Balanced Communities In Lieu fees. As funding permits, the City will provide gap financing to developers of affordable housing to leverage state, federal, and other public affordable funding sources. Gap financing will focus on multifamily rental housing units affordable to lower income households and households with special needs (such as seniors and disabled). To the extent feasible, the City will also ensure a portion of the affordable housing units created will be available to extremely low-income households. Funding can be used for acquisition of land, rehabilitation and construction of affordable units. As opportunities and resources become available. Staff continue to work with developers seeking funding for development of affordable housing. 4.5 Fee Waivers and Deferrals The City currently offers certain waivers or deferral of development impact fees for projects with an affordable housing component. The City Council may waive or defer such fees for projects that include affordable housing units, as outlined within the City’s Municipal Code. These waivers or deferrals may contribute to the reductions in construction costs and positively influences the affordability of the units for lower income households. The City will continue its fee waiver and deferral program and related policies that remove or reduce governmental constraints for those projects that include an affordable housing component. As requested; Ongoing The City currently offers certain waivers or deferral of development impact fees for projects with an affordable housing component. Page 636 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.6 SB 35 and AB 2162 Develop materials and outreach methods that explain SB 35, effective January 1, 2018, and AB 2162, effective January 1, 2019, streamlining provisions and eligibility for certain housing units. SB 35 requires cities to streamline the approval of certain housing projects with at least 50% of the proposed residential units dedicated as affordable to households at 80% AMI and meeting other criteria by providing a ministerial approval process. AB 2162 requires cities to streamline the approval of housing projects containing a minimum amount of Supportive Housing by providing a ministerial approval process, removing the requirement for CEQA analysis and removing the requirement for Conditional Use Authorization or other similar discretionary entitlement. Within 24 months of adoption of the 2021-2029 Housing Element Ongoing. An application meeting AB 2162 requirements has been developed and is available on the City website. 4.7 Community Support for Housing at a Variety of Income Levels Work with the community to achieve community support for housing at a variety of income levels. The City may pursue this through policy and regulatory strategies such as ensuring that higher density housing developments are of excellent design quality. If additional infrastructure improvements are required to accommodate increased housing development, the City will proactively amend its capital improvement program. The City will provide information to the Chula Vista community about local housing needs, state law requirements, and other topics related to housing for all income levels. Ongoing Ongoing. Page 637 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.8 Reasonably Accommodate Housing for Persons with Disabilities To ensure full compliance with reasonable accommodation procedures of the Fair Housing Act, the City has adopted a Reasonable Accommodation Ordinance to establish procedures for the review and approval of requests to modify zoning and development standards to reasonably accommodate persons with disabilities, including persons with developmental disabilities. The procedures do not require any permit other than the reasonable accommodation request, involve no public notice unless the City's determination is appealed, and no fee is charged. To ensure continued compliance with reasonable accommodation procedures of the Fair Housing Act, the City will provide for annual review of requests for reasonable accommodations. Based upon this annual review, the City will update the Reasonable Accommodation Ordinance as appropriate. To ensure the community is aware of reasonable accommodation policies and programs, the City will conduct specific actions to promote the Reasonable Accommodation Ordinance and disseminate this information to the general public, including underrepresented communities. The City will develop materials and outreach methods to increase public awareness and ease of access to policies, programs and processes addressing reasonable accommodation. These methods will be consistent with Policy 4.16 below to promote access to information and resources. As requested; Ongoing The City has adopted a Reasonable Accommodation Ordinance to establish procedures for the review and approval of requests to modify zoning and development standards to reasonably accommodate persons with disabilities, including persons with developmental disabilities. Associated forms and information are available on the City's website. 4.9 Homebuyer Education & Counseling Support and encourage developers, lenders and social service organizations to provide educational programs, loan counseling, and materials for homeowners and potential homeowners on home maintenance, improvement, and financial management. The purpose of these educational programs will be to help first time homebuyers prepare for the purchase of a home and to understand the importance of maintenance, equity, appreciation, and personal budgeting to minimize foreclosure rates. As funds are available The City's website identifies resources for homeownership. The City of Chula Vista launched its First Time Homebuyer Program in November 2022. Its service provider, the San Diego Housing Commission, provides ongoing opportunities for lenders and educational opportunities for potential homebuyers. Additionally, staff provide presentations to community groups at request. 4.10 Interfaith Partnership Opportunities Continue to encourage local faithbased organizations to work together to provide services and housing (e.g. participation in the Interfaith Shelter Network rotating shelter and St. Mark’s Lutheran Church Helping Hands program). As resources become available; Ongoing The City will continue to facilitate and coordinate with local agencies, departments and jurisdictions to work together in addressing the regional homelessness crisis. This includes pursuing collaborative funding opportunities and coordinating regional operations such as area clean-up and outreach events. In July of 2022, the City supported an application by Interfaith for State Multifamily Housing Bonds. Page 638 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.11 Reduce Homeless Continue to work with regional agencies to identify the annual and seasonal need for homeless in Chula Vista through the “We All Count” program conducted through the San Diego Regional Task Force on the Homeless. The City will support and advance programs and policies to address the identified annual and seasonal need in Chula Vista. To the extent that funds are available, the City will continue to sponsor or assist emergency shelter facilities, inside City limits or outside within a reasonable proximity to the City, as well as encourage or support facilities by providing grants, or low cost loans, to operating agencies. In 2020, City Council accepted a donation of a stress membraned structure manufactured by Sprung Structures and allocated federal funding to site improvements, infrastructure and equipment necessary to support the development and operation of a temporary Bridge Shelter program for the homeless to serve the Chula Vista community. As resources become available; Ongoing In 2022 development of the bridge shelter continued. In 2022, the City secured a $2Million grant from the County of San Diego to fund capital improvements to the shelter which will result in expansion of services. 4.12 Housing Choice Voucher Program The Housing Choice Voucher Program is a rent subsidy program that utilizes Section 8 funds for rental assistance to low income households to facilitate their rental of private units. The Housing Authority of the County of San Diego (HACSD) administers this housing assistance program for the City of Chula Vista. The Program extends rental assistance to low income and very low-income families, elderly, and disabled persons who spend more than 30 percent of their income on rent. The rental assistance represents the difference between 30 percent of the monthly income and the actual rent. The owner’s asking price must be comparable to rent charged in the area for similar units. Ongoing The City will continue to contract with HACSD to administer and allocate Housing Choice Vouchers and expand outreach and education on SB 329 and SB 229 on Source of Income Protection to promote the use and expand the locational choices for the Housing Choice Voucher Program. Page 639 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.13 Information of Resources for Basic Needs Continue to make available on the City’s website, public/civic center public counters and by City personnel in regular contact with homeless or economically vulnerable households multilingual informational materials to provide contact information regarding basic needs, such as emergency food, shelter, and services for the homeless and economically vulnerable. Ongoing Continue to provide resources including First Time Homebuyer Program Fact Sheet, Community Housing Improvement Program, Affordable Rental Housing Listing and Homeless Resource Pocket Guide. In 2022, Housing Staff participated in a series of community events, including SouthBay Earth Day (April 9, 2022) and Lemon Fest (August 13, 2022) to provide information and education around its affordable housing programs. In November 2022, City Council approved the formation of the Department of Housing and Homeless Services, which included a comprehensive update of the Department's webpage. 4.14 Student Housing Resources and Assistance The San Diego region is home to several universities and colleges, all of which have students of varying income levels and housing needs. Located in Chula Vista, serving students in the South Bay region, Southwestern College generates a high demand for housing to accommodate students. Many students are of low income, independent and are not able to secure paid work due to the commitment required to focus on coursework, leaving them with less income available to afford housing. In order to help connect students with affordable housing options in Chula Vista, the City will develop informational materials on available affordable housing options and housing assistance and make these housing resources available to students of colleges and universities in proximity to Chula Vista. It is hoped that as the local production of ADUs increases, the City will be able to connect ADU property owners who are seeking renters with students, singles, and seniors who are seeking housing. Ongoing Ongoing. 4.15 Maintain a Database and Provide Information on Community Assistance Programs Compile, maintain and publicize a list of federal, state, regional, and local community assistance programs that may be available to residents, dependent on certain qualification criteria. The City will periodically update this list to ensure information is up-to-date and promote and coordinate access to housing and community assistance programs, particularly to the City’s elderly and other special needs populations (disabled/developmentally disabled, large households, female- headed households, homeless, and students) . Ongoing Continue to provide information via website. Page 640 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.16 Promote and Coordinate Access to Housing and Community Assistance Resources, Programs and Services To ensure the community is aware of available resources, such as community assistance programs, student and senior housing resources, fair housing, landlord-tenant relations, and reasonable accommodations processes, the City will collaborate with service providers and other Agencies to promote and disseminate this information to the general public, including underrepresented communities and special needs population groups. A list of available housing assistance and community assistance programs and services will be made accessible to the public, both online and in hardcopy format at City Hall and other appropriate public facilities such as libraries and the Norman Park Senior Center. The City will develop multilingual materials and outreach methods to increase public awareness and ease of access to resources policies, programs and processes addressing housing needs. These methods may include, but not be limited to:  Publishing of multilingual materials  Directed outreach to historically underrepresented communities  Development of online materials for use on the City’s website and with community partners and use of social media  Partnerships with local and regional service agencies for information dissemination Ongoing Ten (10) households received HOME funded Tenant Based Rental Assistance (TBRA) in 2022. The target population for the TBRA program included those households who are literally in homeless or are at risk of being homeless. The City held its own Emergency Rental Assistance Program in response to households economically effected by the COVID-19 pandemic. A total of 2,842 households were assisted with at least one month's of assistance. The program received its last applications on March 31, 2022. Application continued to be processed until June 2022. 4.17 Limited English Proficiency Policy Implement a City-wide policy to provide services to persons with limited English proficiency, particularly Spanish speakers, with the goal of providing such persons with better access to verbal and written information provided by the City, specifically related to affordable housing resources and programs for low-and moderate-income households. Analyze the demographic composition of the community to determine if additional languages should be accommodated. Ongoing Staff continues to access and find opportunities to provide additional LEPP services. In 2022, the City continued in providing definitions on the City Council agenda, location of projects and both online and in-person comments. In addition, a simultaneous translation services for all council meetings was implemented. Page 641 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4.18 Public Input & Participation Continue to incorporate public input and participation in the design and development of City housing plans and policies. Ongoing The Housing Advisory Commission continues to provide input into projects and policies prior to Council consideration and provides an additional forum for resident input. Staff continues to provide additional opportunities for input through survey applications and workshops. In 2022, a series of community gatherings were held near Harboside Park to draw participation from residents and to gain input on what could be done to the park after it had been closed as a result of large homeless encampments. These gatherings took place from August to November, 2022 and included focus groups, surveys, and workshops with community members. Through these gatherings viable options were identified to make the park safe and to prevent it from becoming a hosting grounds for homeless encampments. Page 642 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Note: "+" indicates an optional field Reporting Period 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Notes 2 3 6 Prior APN+Current APN Street Address Project Name+Local Jurisdiction Tracking ID+ Unit Category (2 to 4,5+) Tenure R=Renter Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low- Income Deed Restricted Low- Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Total Moderate Income Units Converted from Above Moderate Date Converted Notes Summary Row: Start Data Entry Below Table F2 Above Moderate Income Units Converted to Moderate Income Pursuant to Government Code section 65400.2 For up to 25 percent of a jurisdiction’s moderate-income regional housing need allocation, the planning agency may include the number of units in an existing multifamily building that were converted to deed-restricted rental housing for moderate-income households by the imposition of affordability covenants and restrictions for the unit. Before adding information to this table, please ensure housing developments meet the requirements described in Government Code 65400.2(b). 5 Project Identifier Unit Types 1 4 Affordability by Household Incomes After Conversion Units credited toward Above Moderate RHNA Page 643 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista Reporting Period 2022 (Jan. 1 - Dec. 31) Planning Period 6th Cycle 04/15/2021 - 04/15/2029 ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation 2 3 4 APN Street Address Project Name+Local Jurisdiction Tracking ID+ Realistic Capacity Identified in the Housing Element Entity to whom the site transferred Intended Use for Site 1 Summary Row: Start Data Entry Below Note: "+" indicates an optional field Cells in grey contain auto-calculation formulas Table G Locally Owned Lands Included in the Housing Element Sites Inventory that have been sold, leased, or otherwise disposed of Project Identifier NOTE: This table must only be filled out if the housing element sites inventory contains a site which is or was owned by the reporting jurisdiction, and has been sold, leased, or otherwise disposed of during the reporting year. Page 644 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista Note: "+" indicates an optional field Reporting Period 2022 (Jan. 1 - Dec. 31) Cells in grey contain auto-calculation formulas Designation Size Notes 1 2 3 4 5 6 7 APN Street Address/Intersection Existing Use Number of Units Surplus Designation Parcel Size (in acres)Notes NOTE: This table is meant to contain an invenory of ALL surplus/excess lands the reporting jurisdiction owns Summary Row: Start Data Entry Below Parcel Identifier ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation Table H Locally Owned Surplus Sites For San Diego County jurisdictions, please format the APN's as follows:999-999-99-99 Page 645 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Note: "+" indicates an optional field Reporting Period 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Cells in grey contain auto-calculation formulas Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Project Type Date Notes 2 3 APN Street Address Project Name+Local Jurisdiction Tracking ID+Activity Date Very Low Income Low Income Moderate Income Above Moderate Income Notes 5735411200 872 First Ave 872 First Ave Urban Lot Split PRJ22-007 Application for Parcel Map for Lot Split 8/25/2022 6191310500 1127 Twin Oaks Ave 1127 Twin Oaks Ave Urban Lot Split PRJ22-010 Application for Parcel Map for Lot Split 11/15/2022 Table I Units Constructed Pursuant to Government Code 65852.21 and Applications for Lot Splits Pursuant to Government Code 66411.7 (SB9) NOTE: SB 9 PROJECTS ONLY. This table only needs to be completed if there were lot splits applied for pursuant to Government Code 66411.7 OR units constructed pursuant to 65852.21. Units entitled/permitted/constructed must also be reported in Table A2. Applications for these units must be reported in Table A. Summary Row: Start Data Entry Below Project Identifier Unit Constructed 1 4 Annual Progress Report January 2020Page 646 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista ANNUAL ELEMENT PROGRESS REPORT Reporting Period 2022 (Jan. 1 - Dec. 31)Housing Element Implementation Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Project Type Date Units (Beds/Student Capacity) Granted Density Bonus Notes 2 3 5 6 APN Street Address Project Name+Local Jurisdiction Tracking ID+ Unit Category (SH - Student Housing)Date Very Low- Income Deed Restricted Very Low- Income Non Deed Restricted Low- Income Deed Restricted Low- Income Non Deed Restricted Moderate- Income Deed Restricted Moderate- Income Non Deed Restricted Above Moderate- Income Total Additional Beds Created Due to Density Bonus Notes Summary Row: Start Data Entry Below Note: "+" indicates an optional field Cells in grey contain auto-calculation formulas Table J Student housing development for lower income students for which was granted a density bonus pursuant to subparagraph (F) of paragraph (1) of subdivision (b) of Section 65915 Project Identifier Units (Beds/Student Capacity) Approved 1 4 NOTE: STUDENT HOUSING WITH DENSITY BONUS ONLY. This table only needs to be completed if there were student housing projects WITH a density bonus approved pursuant to Government Code65915(b)(1)(F) Annual Progress Report January 2020Page 647 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista Reporting Year 2022 (Jan. 1 - Dec. 31) Planning Period 6th Cycle 04/15/2021 - 04/15/2029 Current Year Deed Restricted 95 Non-Deed Restricted 0 Deed Restricted 276 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 804 1175 Units by Structure Type Entitled Permitted Completed SFA 0 0 58 SFD 0 26 135 2 to 4 0 95 26 5+ 0 837 1048 ADU 0 217 74 MH 0 0 0 Total 0 1175 1341 23 3,059 1,452 0 0 0 0 0 Income Rental Ownership Total Very Low 0 0 0 Low 0 0 0 Moderate 0 0 0 Above Moderate 0 0 0 Total 0 0 0 Cells in grey contain auto-calculation formulas Income Level Very Low Low Moderate Above Moderate Units Constructed - SB 35 Streamlining Permits Number of Streamlining Applications Approved Total Developments Approved with Streamlining Total Units Constructed with Streamlining Total Housing Applications Submitted: Number of Proposed Units in All Applications Received: Total Housing Units Approved: Total Housing Units Disapproved: Total Units Housing Applications Summary Use of SB 35 Streamlining Provisions Note: Units serving extremely low-income households are included in the very low-income permitted units totals Number of Applications for Streamlining Building Permits Issued by Affordability Summary Page 648 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Jurisdiction Chula Vista Reporting Year 2022 (Jan. 1 - Dec. 31) Total Award Amount Total award amount is auto-populated based on amounts entered in rows 15-26. Task $ Amount Awarded $ Cumulative Reimbursement Requested Other Funding Notes Hsg Element Update Preparation $140,000.00 $1.00 Local General Fund 2/26/2021; Reimbursement not requested. Hsg Element Coordinate HCD $20,000.00 $0.00 Local General Fund Reimbursements are in process Hsg Element Initial Implement $80,000.00 $0.00 Local General Fund Reimbursements are in process Comm/Stakeholder Input Hsg $70,000.00 $0.00 Local General Fund Reimbursements are in process Inclusionary Housing Ordinance $80,000.00 $0.00 Local General Fund Reimbursements are in process ADU Design Std Expedite $30,000.00 $0.00 Local General Fund Reimbursements are in process Objective Design Std $30,000.00 $0.00 Local General Fund Reimbursements are in process In Lieu Fee $50,000.00 $0.00 Local General Fund Reimbursements are in process Summary of entitlements, building permits, and certificates of occupancy (auto-populated from Table A2) Current Year Deed Restricted 0 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 0 0 Current Year Deed Restricted 95 Non-Deed Restricted 0 Deed Restricted 276 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 804 1175 Current Year Deed Restricted 0 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 Deed Restricted 0 Non-Deed Restricted 0 1341 1341 ANNUAL ELEMENT PROGRESS REPORT Local Early Action Planning (LEAP) Reporting (CCR Title 25 §6202) In Progress Please update the status of the proposed uses listed in the entity’s application for funding and the corresponding impact on housing within the region or jurisdiction, as applicable, categorized based on the eligible uses specified in Section 50515.02 or 50515.03, as applicable. 500,000.00$ Task Status Completed In Progress In Progress In Progress In Progress In Progress In Progress Total Units Certificate of Occupancy Issued by Affordability Summary Income Level Very Low Low Moderate Above Moderate Moderate Above Moderate Total Units Completed Entitlement Issued by Affordability Summary Income Level Very Low Low Moderate Above Moderate Total Units Building Permits Issued by Affordability Summary Income Level Very Low Low Page 649 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING SUCCESSOR ANNUAL REPORT Chula Vista Housing Authority Fiscal Year 2021-22 5 Page 650 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda TABLE OF CONTENTS INTRODUCTION ........................................................................................................................................................ 1 Housing Authority as Housing Successor .............................................................................................................. 1 Scope of This Housing Successor Annual Report ................................................................................................. 1 Assets Transferred to the Housing Successor ....................................................................................................... 2 BACKGROUND .......................................................................................................................................................... 2 Legal Requirements Pertaining to Housing Successors ........................................................................................ 2 Permitted Uses of Housing Asset Funds ................................................................................................................ 3 Limits on the Accumulation of Housing Funds (Excess Surplus) ........................................................................... 5 HOUSING ASSET FUND ACTIVITY.......................................................................................................................... 6 Deposits and Fund Balance .................................................................................................................................... 6 Expenditures ........................................................................................................................................................... 6 Ending Cash and Fund Balance ............................................................................................................................. 7 Housing Successor Portfolio ................................................................................................................................... 8 Real Properties and Disposition Status .............................................................................................................. 9 Loans Receivable ................................................................................................................................................ 9 COMPLIANCE WITH EXPENDITURE & PRODUCTION LIMITS ........................................................................... 12 Proportionality Requirements ............................................................................................................................... 12 Senior Rental Housing Limit Compliance ............................................................................................................. 13 Excess Surplus ..................................................................................................................................................... 13 OTHER INFORMATION ........................................................................................................................................... 15 Homeownership Unit Inventory............................................................................................................................. 15 Transfers to Other Housing Successors ............................................................................................................... 15 APPENDIX 1 – HOUSING ASSET TRANSFER FORM .......................................................................................... 15 APPENDIX 2 – HOUSING SUCCESSOR ANNUAL REPORT REQUIREMENTS ................................................. 16 APPENDIX 3 – HOUSING ASSET FUND EXPENDITURE REQUIREMENT ......................................................... 17 Page 651 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 1 INTRODUCTION This Housing Successor Agency Annual Report (“Annual Repo rt”) presents information on Fiscal Year (“FY”) 2021-22 expenditures and activities as required by Health and Safety Code (“HSC”) Section 34176.1(f), including but not limited to a housing successor’s compliance with certain expenditure activities over the year as well as a five -year planning period. This Annual Report is required of any housing successor to a former redevelopment agency. Housing Authority as Housing Successor The Chula Vista Housing Authority (“Housing Authority”) is the Housing Successor Agency (“Housing Successor”) to the former Chula Vista Redevelopment Agency (“Agency”), which was dissolved along with all redevelopment agencies statewide by the State legislature in 2012 . At the time of dissolution, a housing successor was to be selected to transfer and be responsible for the remaining assets and liabilities of a former redevelopment agency. The City of Chula Vista (“City”) City Council elected to designate the Housing Authority as the Housing Successor to the former Agency. The Housing Authority performs many other duties beyond those of a housing successor while acting in its broader capacity as a housing authority. The Housing Authority reports on all its activities in a separate (broader and more extensive ) annual report required by HSC Section 34328, to be submitted to the California Department of Housing and Community Development (“HCD”) by October 1 for the prior year. Scope of This Housing Successor Annual Report This Annual Report is limited to the Housing Authority’s activities as it relates to its role as a housing successor. This may include, but is not limited to, financial activit ies, property disposition, loan administration, monitoring of covenants, and affordable housing development. This Annual Report describes compliance with various annual, five -year, and ten-year housing expenditure and production requirements. FY 2019-20 was the first year of the current five-year compliance period for income proportionality, which begins July 1, 2019 , and ends June 30, 2024. The Housing Successor Annual Report is submitted to HCD annually. The Housing Authority’s audited financial statements will be posted on the City’s website when available and incorporated herein by reference. Page 652 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 2 Assets Transferred to the Housing Successor Upon the statewide dissolution of redevelopment in 2012, all rights, powers, committed assets, liabilities, duties, and obligations associated with the affordable housing activities of the Agency were transferred to the Housing Authority. As one of its first duties as a housing successor, t he Housing Authority prepared and submitted to the California Department of Finance (“DOF”) an inventory of housing assets to be transferred from the former Agency. The inventory was enumerated on a Housing Asset Transfer Form (“HAT”) which included: 1. Real properties; 2. Loan/Grant receivables; 3. Rent/Operation Income; and 4. Deferrals. All items on the HAT were reviewed and ultimately approved by the DOF on September 5, 2012. A copy of the HAT is provided in Appendix 1. Once approved by DOF and as directed by law, the Housing Authority, acting as the Housing Successor, transferred these assets to the Low and Moderate Income Housing Asset Fund (“Housing Asset Fund”). Approval of the HAT set in motion a series of obligations by the Housing Authority as a housing successor, as described in the following section . BACKGROUND This Section summarizes the legal requirements for use of housing successor assets that are addressed in this Annual Report. Legal Requirements Pertaining to Housing Successors In general, housing successors must comply with three major requirements pursuant to HSC Section 34176.1: 1. Expenditures and housing production are subject to income and age targets. 2. Housing successors may not accumulate an “excess surplus,” or a high unencumbered Housing Asset Fund balance based on certain thresholds. Page 653 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 3 3. Properties must be developed with affordable housing within five to ten years of the DOF’s approval of the HAT. Appendix 2 provides a detailed summary of the reporting requirements that are addressed in this Annual Report. Permitted Uses of Housing Asset Funds Under HSC Section 34176.1, Housing Asset Funds may be spent on: • Administrative costs for the operation of the housing successor agency. The law allows a housing successor to spend the greater of: o $200,000 per year adjusted for inflation , or o 5% of the statutory value of real property owned by the Housing Successor and the value of loans and grants receivable from the HAT (“Portfolio”). According to HCD, the $200,000 limit adjusted for inflation is $22 3,400 for FY 2020-21; as of the submission date of this report, HCD has not published an updated limit for FY 2021-22. The Housing Successor’s FY 2021-22 Portfolio balance is $25,289,606 of which 5 percent is $1,279,480 Chula Vista’s FY 2021-22 annual administrative cost limit is the higher of these amounts, or $1,279,480. • Homeless prevention and rapid rehousing services up to $250,000 per year if the former redevelopment agency did not have any outstanding inclusionary housing or replacement housing production requirements as of 2012. Chula Vista is eligible for this expense because it did not have any outstanding inclusionary or replacement housing requirements upon dissolution. • Affordable housing development assists households with up to 80 percent of the Area Median Income (“AMI”), subject to specific income and age targets over a five-year period. Five-Year Income Proportionality on Development Expenditures : Any Housing Asset Funds may be spent on the development of affordable housing projects affordable to low, very low, and extremely low-income households. “Development” is defined as “new construction, acquisition, and rehabilitation, substantial rehabilitation as defined in HSC Section 33413, the acquisition of long-term affordability covenants on multifamily units as described in HSC Page 654 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 4 Section 33413, or the preservation of an assisted housing development that is eligible for prepayment or termination or for which within the expiration of rental restrictions is scheduled to occur within five years.” Over each five-year compliance period, the current one beginning July 1, 2019, at least 30 percent of such development expenditures must assist extremely low-income households (30% of AMI), while no more than 20 percent may assist low-income households (between 60% to 80% of AMI). The balance of the funds may be used on very low-income households (defined as households earning between 30% and 60% of AMI). The first five-year compliance period was from January 1, 2014, through June 30, 2019. The Housing Authority was non-compliant with Housing Asset Fund income proportionality expenditure requirements during the first five-year compliance period, specifically with the 20 percent maximum expenditure requirement for the 60 % to 80% of AMI category. This is discussed later in the report. The current (second) five-year compliance period is from July 1, 2019, to June 30, 2024. Note that housing successors must report expenditures by category each year, but compliance with income proportionality limits is measured every five years. For example, a housing successor could spend all its funds in a single year on households earning between 60% to 80% of AMI, as long as it was 20 percent or less of the total expenditures during the five-year compliance period. Should a housing successor not spend at l east 30 percent of its development expenditures on extremely low-income households, or exceeds the amount spent on low-income households, future expenditures are subject to greater restriction until these proportionality targets are met. Specifically, if a housing successor is unable to spend at least 30 percent of its development expenditures on extremely low units, it is required to increase this spending to 50 percent until compliant with the 30 percent threshold; a housing successor that spends more than 20 percent of its development expenditures on low-income units cannot spend any further funds on low-income developments until it is at or below the 20 percent threshold. As such, tracking these expenditures and their progress over the corresponding five -year period is an important function of this Annual Report. Page 655 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 5 Ten-Year Age Proportionality on Units Assisted: If more than 50 percent of the total aggregate number of rental units produced by the city, housing authority, or former redevelopment agency during the past 10 years are restricted to seniors, the housing successor may not spend more Housing Asset Funds on senior rental housing. It is important to stress that Housing Successor expenditure and production requirements are measured on different timeframes: • One-Year Limits: Administrative Allowance and Homeless Prevention Allowance. Compliance is evaluated annually and resets every year. • Five-Year Limit: Expenditures by Income Level. Compliance should be evaluated over a fixed five-year period set by law, the current period being July 1, 20 19, to June 30, 2024. • Ten-Year Limit: Number of Senior Deed-Restricted Units Assisted. Compliance is evaluated based on a rolling ten-year period that is different every year, the current period being FY 2021- 22 to 2029-30. Appendix 3 describes Housing Asset Fund expenditure requirements in more detail, including the types of costs eligible in each category. Limits on the Accumulation of Housing Funds (Excess Surplus) State law limits how much cash a housing successor may retain and, if it fails to commit and spend these dollars in a reasonable timeframe , ultimately penalizes the housing successor by requiring unspent funds to be transferred to HCD for use on State housing programs. HSC Section 34176.1(d) establishes a limit, known as an “excess surplus” on the amount of unencumbered Housing Asset Funds based on the greater of the following: • $1,000,000, or • The total amount of deposits made into the Housing Asset Fund over the preceding four years. Only amounts in excess of this threshold are considered an excess surplus. Once an excess surplus is determined, a housing successor must account for these funds separately and encumber said monies within three years. If after the third year, the excess surplus has not been fully encumbered, the remaining Page 656 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 6 balance of the excess surplus is to be transferred to HCD within 90 days. HCD is permitted to use these transferred excess surplus funds anywhere in the State under its Multifamily Housing Program or the Joe Serna, Jr. Farmworker Housing Grant Program. As part of the Annual Report, a housing successor must disclose any excess surplus and describe the housing successor’s plan for eliminating this excess surplus . HOUSING ASSET FUND ACTIVITY This section describes FY 2021-22 Housing Asset Fund activity and balances. Deposits and Fund Balance The Housing Authority deposited $463,943 into the Housing Asset Fund during FY 2021-22 from a variety of revenue sources, as shown in Table 1. However, these revenues were offset by the change in the fair market values which resulted in a net loss of $37,893 from the Housing Asset Fund. Expenditures During FY 2021-22, the Housing Authority expended a total of $13,496. All of these expenditures were for administrative costs. These amounts included $8,810 from the Low to Moderate Housing Fund, which largely consisted of transfers out and $4,685 expended on the Orange Tree Mobile Home Park, which largely consisted of operating expenses and contracted services. Revenue Sou rce Amoun t Inv es tment Earnings City Pool 183,287 O range Tree Rev enues 25,064 Inv es tment Earnings Others 117,172 City Staff Time & Cos t Rec ov ery - Loan Repay ments 138,420 Mis c ellaneous Revenues - Change in Fair Mark et Value of Inv es tments (501,836) To tal (37,893)$ So u rce : Ch ula V ista Tria l Bala n ce s Fu n d 31 9 Tab le 1: Fiscal Year 2021-22 Hou sing Asset F und Deposits Page 657 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 7 Ending Cash and Fund Balance The Housing Asset Fund balance as of June 30, 2022, was $13,068,795, as summarized in Table 2. The sources of funds consisted of loans receivable , the orange tree mobile home park, and other miscellaneous items. Table 2: Housing Asset Fun d Ending Balance FY 2021-22 Source Amo unt Cas h (1001)11,654,432 Interes t Rec eiv able (1131)- Pr epaid ex pens es (1401) - Loans Rec eiv able 25,289,606 Adv anc e to O ther F unds (1501)- Ac c r ued Interes t (1502, 1503, 1504)48,980 Interes t Rec eiv able SW Pr ojec t Area (1511)- O r ange Tr ee Mobile Home Park (1701)850,712 Ac c ounts Pay able (2001)(295) Deferred/Unearned Rev enue (2551)(24,774,640) Ending Balance 13,068,795$ Page 658 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 8 Housing Successor Portfolio The Housing Successor Portfolio as of FY 2021-22 includes several loans receivable transferred from the former Agency. The Portfolio had a value of $25,289,606 as of FY 2021-22, as detailed in Error! Reference source not found.3. Asset Amou n t Real Propert ies O r ange T ree- 3 Spac es - L oans Receivable South Bay Community Serv ic es 699,641$ Cor dov a T rolley (Cor dov a T rolley , LP)566,807 St Regis Park (Chels ea Inv es tment Corp)1,320,092 Chula Vis ta Rehabilitation CHIP Loans 327,597 Park Village Apartments (Civ ic Center Barr io Hous ing) 120,600 Los Vec inos (Wak eland Hous ing and Dev elopment Corpor ation) 9,753,732 Bris a Del Mar (Main Plaz a LP)2,128,008 T he Landings I & II (Chels ea Inv es tment G roup) 2,826,310 Duetta Apar tments (F Str eet Family CIC, LP) 1,067,335 Volta Senior Apartments (G Str eet Seniors CIC, LP) 1,103,698 Anita Street (Wak eland Hous ing and Dev elopment Copor ation) 5,375,786 Subtotal 25,289,606$ T ot al Port fo lio Value 25,289,606$ S o u rce : Ch u la Vista Au d it (L SL ) T able 3: Portf olio Value o f Real Pro pert ies and Loan s Receivable Page 659 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 9 REAL PROPERTIES AND DISPOSITION STATUS Under the approved HAT, the former Agency transferred three parcels to the Housing Authority, specifically three properties in the Orange Tree Mobile Home Park, with space numbers 101, 106, and 134. All three formerly had income restriction covenants that have since expired. The properties, however, are continually rented to seniors with incomes at or below 12 0% of AMI. During FY 2020-21, the final loan for Orange Tree space number 24 was fully paid. HSC Section 34176.1(e) requires all real properties acquired by a redevelopment agency before February 1, 2012 and transferred to the housing successor to be developed pursuant to the requirements detailed in HSC Section 33334.16. All property that falls within these parameters must be developed for affordable housing purposes or sold by September 5, 2017. Because the properties were already developed for affordable housing purposes the above requirements have been satisfied. LOANS RECEIVABLE There were 12 loan agreements transferred from the former Agency to the Authority following dissolution, and approval by DOF on September 5, 2012. The loans are desc ribed below with outstanding loan balances as of June 30, 2022. 1. South Bay Community Services: In 1998, the former Agency and the City entered into two loan agreements with South Bay Community Services. Prior years’ loan was made to South Bay Community Services to purchase several properties including Concord Way (1-unit) and Trolley Trestle (11-unit). Interest accrues annually between three and six percent. As of June 30, 202 2, the outstanding balance of the loans was $699,641, which included an interest accrual of $289,848. 2. Rancho Vista Housing Project: In 2000, the former Agency loaned $1,000,000 using Housing Asset funds, and the City loaned $500,000 using HOME funds to CIC Eastlake, L.P. for the development and operation of the Rancho Vista Housing Project. On July 31, 2020, the Successor Agency received a payment of $2,217,138.07 as a repayment of the loan in its entirety. This payment consisted of payments to the Low -to -Moderate Income Housing Fund and the HOME program with the cumulative principal of both amounting to $1.5 million and the remaining amount of $717,113.07 comprising the interest. As of June 30, 2022, this loan has been paid off. Page 660 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 10 3. St. Regis Park: Also in 2000, the former Agency entered into a loan agreement with the St. Regis Park Chelsea Investment Corporation for the acquisition and rehabilitation of the 119-unit multi- family housing project at 1025 Broadway (St Regis Park). In 2019, the developer repaid the outstanding principal balance of the previous loan in the amount of $1,38 7,152 and carried forward the accrued interest of $1,232,822 as a new loan amount. The loan repayment period lasts 52 years and will accrue six percent interest. As of June 30, 202 2, the outstanding balance of the loan was $1,320,0 92, which included an interest accrual of $87,270. 4. Chula Vista Rehabilitation: The Chula Vista Rehabilitation Community Housing Improvement Program (“CHIP”) is under the direct control of the Authority acting as the Successor Housing Entity for those loans that were funded u sing Housing Asset funds. CHIP offers deferred and low- interest-rate home improvement loans to qualified borrowers residing within a target area. Loan repayments are re-deposited into the program cash accounts and are redistributed as future loans. As of June 30, 2022, the outstanding balance of the loan was $327,597, which included an interest accrual of $23,071. 5. Park Village Apartments: In 1991, the former Agency entered into a loan agreement with the Civic Center Barrio Housing Corporation. The loa n was made for the purchase of land and the development of a 28–unit low-income housing project. In 1992, the loan was assigned to Park Village Apartments Ltd., in which Civic Center Barrio Housing Corporation is the managing general partner. In 2009 an amendment to the loan was entered into changing the interest from three percent to five percent per year. The entire balance is due and payable by December 31, 2022. As of June 30, 2022, the outstanding balance of the loan was $120,600. 6. Los Vecinos: In 2008, the former Agency entered into a loan agreement with Wakeland Housing and Development Corporation to assist the borrower in constructing 41 affordable multi -family rental housing units. The loan amount of $5,680,000 was funded by the Housing Asset Fund . The loan bears an interest rate of five percent per year. As of June 30, 202 2, the outstanding balance of the loan was $9,753,732, which included an interest accrual of $4,073,732. 7. Brisa del Mar: In 2003, the former Agency and City entered into a loan agreement with Main Plaza, LP to assist in acquiring and improving certain real properties for occupancy by very low, low, and moderate-income households. The loan bears an interest rate of three percent per year with a 55-year term. The loan is due and payable in 2061. As of June 30, 202 2, the outstanding balance of the loan was $2,128,008, which included an interest accrual of $628,008. Page 661 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 11 8. Landings I & II: The City entered into a loan agreement with CIC Landings, L.P. to assist the borrower in constructing 91 affordable multifamily apartment units for occupancy by extremely low, very low, and lower-income households. In 2010, the City and former Agency also entered into loan agreemen ts with Landings II, L.P. to assist with constructing 143 affordable multi-family rental housing units (very low- and low-income households). The loan bears an interest rate of 3.6% annually. As of June 30, 2022, the outstanding balance of the loan was $2,826,310. 9. Duetta Apartments: In 2016, the City entered into a loan agreement with F Street Family CIC, LP to assist in the construction and permanent financing of affordable multi -family apartments with 86 deed-restricted units (Duetta Apartments). The loan principal is in the amount of $895,340 from the Housing Asset Fund. The loan bears an interest rate of three percent per year for 55 years. The loan is to be repaid by December 31, 2072. As of June 30, 202 2, the outstanding balance of the loan was $1,067,335, which included an interest accrual of $171,995. 10. Volta Senior Apartments: In 2016, the City entered into a loan agreement with G Street Senior CIC, LP to assist in the construction and permanent financing of affordable multifamily apartments with 122 deed-restricted units (Volta Senior Apartments). The loan amount of $932,000 was funded by the Housing Asset Fund. The loan bears an interest rate of three percent per year for 55 years. The loan is to be repaid by December 31, 2072. As of June 30, 2022, the outstanding balance of the loan was $1,103,698, which included an interest accrual of $171,698. 11. Anita Street Apartments: In 2017 and 2018, the City entered into an amended loan agreement with Wakeland Housing to assist in the acquisition of land and pre -development of an affordable multi-family housing project of 72 units (Anita Street). The City’s loan would draw from the Housing Asset Fund and assist in the construction of extremely low-income units from the 72 total. The original loan amount of $3,300,000 was amended in 2018 and 2020, respectively, for an additional $858,740 and $1,036,425 for a total loan commitment of $5,195,165. No interest accrues on the loan during the predevelopment phase of the Project. The fund balance has been restricted in the Low- & Moderate-Income Housing Successor Special Revenue Fund. However, in 2020 only $3,841,741 has been disbursed to assist with 22 of the 32 units. As of June 30, 2022, the outstanding balance of the loan was $5,375,786, which included an interest accrual of $180,621. Page 662 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 12 COMPLIANCE WITH EXPENDITURE & PRODUCTION LIMITS During the 2021-22 year, the Housing Authority complied with all annual and five- to ten-year planning period requirements as described in this section. Proportionality Requirements The Housing Authority fully complied with all Housing Asset Fund spending restrictions: • During FY 2021-22, the Housing Authority expended $13,496 on allowable administrative expenses which are well under the current annual maximum limit of $223,400 ($200,000 plus inflation), or 5% of the Housing Successor Portfolio balance , whichever is greater. As shown earlier in the Annual Report, the Portfolio balance is $25,289,606, of which 5 percent is $1,264,480. • For FY 2021-22, no expenditures were reported for the projects with units restricted to households for extremely low, very low and low income . Additionally, the Housing Authority did not have expenditures for homeless prevention or rapid rehousing. The Housing Authority will ensure it continues to meet all Housing Asset Fund expenditure requirements throughout this five-year compliance period of July 1, 2019, through June 30, 2024, and future five-year compliance periods. In the previous five -year compliance period (July 1, 2014 , to June 30, 2019), the Housing Successor complied with the limits on administrative exp enditures, homeless prevention or rapid rehousing expenditures, and expenditures on projects with units restricted to 60% to 80% of AMI. However, the Housing Successor was not in compliance with the limits on project expenditures restricted to extremely- low income households (those in the 30% of AMI range). As was reported in FY 2019-2020, the Housing Successor spent $632,723 (27 percent) on projects with units at or below 30% of AMI in the previous five-year compliance period, which was 27 percent of total expenditures during the compliance period . This was below the 30% minimum expenditure requirement, meaning the Housing Successor was out of compliance with the provision. Failure to comply with the extremely low-income requirement in any five -year compliance period results in the Housing Authority having to ensure that 50 percent of the remaining funds will be spent on extremely low-income rental units until the Housing Authority demonstrates it complies again. Because Page 663 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 13 100% of project expenditures in FY 2020-21 were used for extremely low-income rental units, the Housing Authority remains in compliance. Senior Rental Housing Limit Compliance Under HSC Section 34176 (b), a maximum of 50 percent of deed-restricted rental housing units assisted by the former Agency, Housing Authority, or City in the previous 10 years may be restricted to seniors. The Housing Authority complies with the limit since 48 percent of the total aggregate number of rental units produced within the preceding ten years were restricted to seniors. The Housing Authority, City, and former Agency assisted 861 deed-restricted rental units in the last ten years, 409 of which are restricted to seniors, as shown in Table 4. Excess Surplus The Housing Asset Fund may not accumulate an “excess surplus”, an unencumbered amount that exceeds the greater of $1 million, or the sum of deposits in the prior four fiscal years. This requirement ensures that housing successors are actively spending available Housing Asset Funds on affordable housing. The Housing Authority had an excess surplus in FY 2021-22 as shown in Table 4. The Housing Authority also had an excess surplus in FY 2020-21 which amounted to $431,404. The excess surplus from FY Year Senior Un its %Non-Senior Units %T ot al Unit s 2021-22 0 0 0 0 0 2020-21 0 0%95 100%95 2019-20 0 0%0 0%0 2018-19 0 0%0 0%0 2017-18 0 0%71 100%7 1 2016-17 126 59%86 41%21 2 2015-16 0 0%1 100%1 2014-15 184 97%6 3%19 0 2013-14 99 76%31 24%13 0 2012-13 0 0%0 0%0 Total 409 452 861 Total Deed-Rest ricted Sen ior Unit s:48% So urce : City o f Ch u la V ista Tab le 4: Deed-Restrict ed Senior Rental Unit s Assisted Prior Ten Years Page 664 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 14 2020-21 must be expended or encumbered by FY 23-24 and the surplus from this year must be expended or encumbered by FY 24-25. The Housing Successor will continue monitoring its deposits and fund balance and seek to expend at least $1,651,699 on eligible projects or programs as soon as practicable , to correct and avoid accumulating an excess surplus in the future. The excess surplus must be expended or encumbered within three fiscal years and, if the Housing Successor fails to comply, it must transfer any excess surplus to HCD within 90 days of the end of the third fiscal year. Step 1 : De termine Une nc umbere d Ca s h Ba la nc e from Financ ials FY 2 1 -22 B eg inn in g Ca sh Ba la nce 1 2 ,36 0 ,20 7$ L e ss: E ncu mb e re d Fu n ds (57 5 ,18 1 )$ Un e n cumb ere d Amou n t 11 ,7 8 5 ,02 6$ $1 Million , or 1 ,0 0 0 ,00 0$ L a st 4 Ye a rs' Dep o sits 10 ,1 3 3 ,32 7$ 2 0 20 -21 2 ,27 7 ,41 3$ 2 0 19 -20 77 0 ,39 7$ 2 0 18 -19 2 ,50 3 ,20 6$ 2 0 17 -18 4 ,58 2 ,31 1$ Re su lt: La rge r Nu mbe r 10 ,1 3 3 ,32 7$ (1 ) Un en cu mb e re d amo u n t 11 ,7 8 5 ,02 6$ (2 ) L e ss: L arg e r Nu mb e r fro m S te p 2 10 ,1 3 3 ,32 7$ Ex c e s s S urplus 1 ,6 5 1 ,69 9$ So u rce : City o f Ch u la V ista Step 2 : De termine Gre ate r of $1 M or La s t 4 De pos its Step 3 : Ex ce s s Surplus is Amount Ste p 1 Ex c e e ds S tep 2 , If Any Table 5: Excess Surplus Calculatio n Page 665 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 15 OTHER INFORMATION Homeownership Unit Inventory The Housing Authority does not currently assist any homeownership units. Transfers to Other Housing Successors There were no transfers to another housing successor entity for a joint project pursuant to HSC Section 34176.1(c)(2). APPENDIX 1 – HOUSING ASSET TRANSFER FORM The Ho using Asset Transfer Form is attached as a separate document. Page 666 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 16 APPENDIX 2 – H OUSING SUCCESSOR ANNUAL REPORT REQUIREMENTS Health and Safety Code Section 34176.1(f) Housing Asset Fund Revenues & Expenditures Total amount deposited in the Housing Asset Fund for the fiscal year. Amount of deposits funded by a Recognized Obligation Payment Schedule (“ROPS”). Statement of balance at the close of the fiscal year . Description of Expenditures for the fiscal year, broken out as follows: • Homeless prevention and rapid rehousing • Administrative and monitoring • Housing development expenses by income level assisted Description of any transfers to another housing successor for a joint project . Other Assets and Active Projects Description of any project(s) funded through the ROPS. Update on property disposition efforts (note that housing successors may only hold property for up to five years unless it is already developed with affordable housing). Other “portfolio” balances, including: • Statutory value of any real property either transferred from the former Agency or purchased by the Housing Asset Fund • Value of loans and grants receivable Inventory of homeownership units assisted by the former Agency or the Housing Successor that are subject to covenants or restrictions or to an adopted program that protects the former Agency’s investment of monies from the Low and Moderate Income Housing Fund. Obligations & Proportionality Description of any outstanding production obligations of the former Agency that were inherited by the Housing Authority. Compliance with proportionality requirements (income group targets), which must be upheld on a five-year cycle. Percentage of deed-restricted rental housing restricted to seniors and assisted by the former Agency, the Housing Authority, or the City within the past ten years compared to the total number of units assisted by any of those three agencies . Amount of any excess surplus, and, if any, the plan for eliminating it . Page 667 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 17 APPENDIX 3 – HOUSING ASSET FUND EXPENDITURE REQUIREMENT Health and Safety Code Section 34176.1 Expense Category Limits Allowable Uses Administration and Compliance Monitoring Measured Annually $1,256,995 maximum for FY 2021-22 (limit varies each year) Administrative activities such as: • Professional services (consultant fees, auditor fees, etc.) • Staff salaries, benefits, and overhead for time spent on Housing Successor administration • Compliance monitoring to ensure compliance with affordable housing and loan agreements • Property maintenance at Housing Successor-owned properties Capped at $200,000 adjusted annually for inflatio n or 5% of the statutory value of real property owned by the Housing Successor and the value of loans and grants receivable from the HAT (“Portfolio”), whichever is greater. Homeless Prevention and Rapid Rehousing Solutions Measured Annually $250,000 maximum per fiscal year Services for individuals and families who are homeless or would be homeless but for this assistance, including: • Contributions toward the construction of local or regional homeless shelters • Housing relocation and stabilization services including housing search, mediation, or outreach to property owners • Short-term or medium-term rental assistance • Security or utility deposits • Utility payments • Moving cost assistance • Credit repair • Case management • Other appropriate activities for homelessness prevention and rapid rehousing of persons who have become homeless. Affordable Housing Development No spending limit, but must comply with income and age targets “Development” includes: • New construction • Acquisition and rehabilitation • Substantial rehabilitation • Acquisition of long-term affordability covenants on multifamily units • Preservation of at-risk units whose affordable rent restrictions would otherwise expire over the next five years Page 668 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Chula Vista Housing Successor Annual Report 2 1-22 18 Health and Safety Code Section 34176.1 Expense Category Limits Allowable Uses Income Targets Fixed Five- Year Compliance Period (currently 2019-20 to 2023-24) Every five years (currently FYs 2020-2024), Housing Asset Funds must meet income targets: • At least 30% on extremely low income rental households (up to 30% AMI or “Area Median Income”) • No more than 20% on low income households (60 -80% AMI) Moderate and above moderate income households may not be assisted (above 80% AMI). Failure to comply with the extremely low income requireme nt in any five-year compliance period will result in having to ensure that 50 percent of remaining funds be spent on extremely low income rental units until in compliance. Exceeding the expenditure limit for low households earning between 60-80% AMI in any five-year reporting period will result in not being able to expend any funds on these income categories until in compliance. Age Targets Rolling Ten- Year Period (looks back at prior ten years) For the prior ten years (resets every year), a maximum of 50% of deed-restricted rental housing units assisted by the Housing Successor or its host jurisdiction may be restricted to seniors. If a housing successor fails to comply, Housing Asset Funds may not be spent on deed-restricted rental housing restricted to seniors until in compliance. Page 669 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Empower individuals & families ●Build community resilience ●Promote housing opportunities ●Enhance quality of life HOUSING & HOMELESS SERVICES Item 8.2 Housing Element Annual Report Presented by: Todd Philips,Planning Manager, Development Services Naader Ho, Management Analyst, Housing & Homeless Services Page 670 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Empower individuals & families ●Build community resilience ●Promote housing opportunities ●Enhance quality of life HOUSING & HOMELESS SERVICESHousing Element Annual Progress Report 2022 •Due annually on April 1 •Progress toward housing goals •Data on all housing development •Applications entitlements •Building permits •Completions Page 671 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Regional Housing Needs Assessment (RHNA) Page 672 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Chula Vista Allocation 1 Projection Period 3 4 RHNA Allocation by Income Level Projection Period - 06/30/2020- 04/14/2021 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date (all years) Total Remaining RHNA by Income Level Deed Restricted 12 - 95 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - 66 276 - - - - - - - Non-Deed Restricted - - - - - - - - - - Deed Restricted - - - - - - - - - - Non-Deed Restricted - - - - - - - - - - Above Moderate 4,667 1,735 1,633 804 - - - - - - - 4,172 495 11,105 1,747 1,699 1,175 - - - - - - - 4,621 6,484 5 6 7 Extremely low-Income Need 2021 2022 2023 2024 2025 2026 2027 2028 2029 Total Units to Date Total Units Remaining 1,375 29 - - - - - - - - 29 1,346 1,435 Total RHNA Total Units Income Level Very Low Low Extremely Low-Income Units* Progress toward extremely low-income housing need, as determined pursuant to Government Code 65583(a)(1). 1,911 107 - Moderate 2,750 1,777 1,911 342 2 Table B Regional Housing Needs Allocation Progress Permitted Units Issued by Affordability 2,643 Page 673 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Current Projects (500 affordable units) Density Bonus Projects Union Apartment 245 Bonita Glen Dr. (91910) 170 units, 14 affordable Completed Casa Estillo (Senior) 795 Third Ave. (91910) 142 units, 16 affordable Pre-leasing Summer 2023 Azul Apartments 310 K St. (91911) 46 units, 3 affordable Completed 100% Affordable Projects Casa Anita (Permanent Supportive) 748-760 Anita St. (91911) 96 units Completed Columba @ Millenia Solstice/Optima (91915) 200 units Available late 2023 Encelia in Village 8 East 1910 Encelia Cir. (91913) 175 Units Waiting list currently open, lease up Summer 2023 Page 674 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Emergency Rental Assistance Program •Ended in March 2022 •Total of 2,842 households assisted •Over $40,000,000 expended for housing stability 2022 Accomplishments First-Time Homebuyer Program •Relaunched in November •Provides up to $120,000 in gap financing •San Diego Housing Commission https://www.sdhc.org Community Housing Improvement Program •Provides rehabilitation loans for minor home repair •Up to $24,999 for single-family •Up to $10,000 for mobilehome Page 675 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Tenant Protection Ordinance •Approved November 1 •Provides greater protections for No-Fault Termination of Tenancy 2022 Accomplishments Accessory Dwelling Units (ADU) Streamlining •SANDAG Housing Accelerator Program Grant •Pre-Approved Plan Sets / Pilot Loan Program / Dedicated Webpage •Summer 2023 Page 676 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES What to Expect in 2023 Permanent Supportive Housing Balanced Communities Policy April 2023 Council Workshop Housing Production Task Force Page 677 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda HOUSING & HOMELESS SERVICES Item 8.2 Recommended Action Accept the Annual Reports. Page 678 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda BELL, McANDREWS & HILTACHK, LLP Anabel Renteria Initiative Coordinator ATTORNEYS AND COUNSEL-ORS AT I.AW 455 C APITO L MALL, S UITE 600 SACRAMENTO, CALIFOE=INIA 95014 (916) 44;a-7757 FA X [916) 44-;a-77 59 www.bmhlaw.c om January 4, 2022 2 1 -0 0 4 2 RECEI VED JAN O 4 2022 Office of the Attorney General State of California INITIATIVE COO RDINATOR ATTORNEY GENERAL'S OFFICE PO Box 994255 Sacramento, CA 94244-25550 Re: Initiative 21-0042 -Amendment Number One Dear Initiative Coordinator: Pursuant to subdivision (b) of Section 9002 of the Elections Code, enclosed please find Amendment #1 to Initiative No. 21-0042 "The Taxpayer Protection and Government Accountability Act." The amendments are reasonably germane to the theme, purpose or subject of the initiative measure as originally proposed. I am the proponent of the measure and request that the Attorney General prepare a circulating title and summary of the measure as provided by law, using the amended language. Thank you for your time and attention processing my request. Sincerely, ~~ Thomas W. Hiltachk Page 679 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 1 -0 0 4 2 Arndt. # / The Taxpayer Protection and Government Accountability Act [Deleted codified text is denoted in strikeout. Added codified text is denoted by italics and underline.] Section 1. Title This Act shall be known, and may be cited as, the Taxpayer Protection and Government Accountability Act. Section 2. Findings and Declarations (a) Californians are overtaxed. We pay the nation's highest state income tax, sales tax, and gasoline tax. According to the U.S. Census Bureau, California's combined state and local tax burden is the highest in the nation. Despite this, and despite two consecutive years of obscene revenue surpluses, state politicians in 2021 alone introduced legislation to raise more than $234 billion in new and higher taxes and fees. (b) Taxes are only part of the reason for California's rising cost-of-living crisis. Californians pay billions more in hidden "fees" passed through to consumers in the price they pay for products, services, food, fuel, utilities and housing. Since 2010, government revenue from state and local "fees" has more than doubled. (c) California's high cost of living not only contributes to the state's skyrocketing rates of poverty and homelessness, they are the pushing working families and job-providing businesses out of the state. The most recent Census showed that California's population dropped for the first time in history, costing us a seat in Congress. In the past four years, nearly 300 major corporations relocated to other states, not counting thousands more small businesses that were forced to move, sell or close. (d) California voters have tried repeatedly, at great expense, to assert control over whether and how taxes and fees are raised. We have enacted a series of measures to make taxes more predictable, to limit what passes as a "fee," to require voter approval, and to guarantee transparency and accountability. These measures include Proposition 13 (1978), Proposition 62 (1986), Proposition 218 (1996), and Proposition 26 (2010). (e) Contrary to the voters' intent, these measures that were designed to control taxes, spending and accountability, have been weakened and hamstrung by the Legislature, government lawyers, and the courts, making it necessary to pass yet another initiative to close loopholes and reverse hostile court decisions. Section 3. Statement of Purpose (a) In enacting this measure, the voters reassert their r ight to a voice and a vote on new and higher taxes by requiring any new or higher tax to be put before voters for approval. Voters also intend that all fees and other charges are passed or rejected by the voters themselves or a governing body elected by voters and not unelected and unaccountable bureaucrats. (b) Furthermore, the purpose and intent of the voters in enacting this measure is to increase transparency and accountability over higher taxes and charges by requiring any tax measure placed on the ballot- 1 Page 680 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda either at the state or local level-to clearly state the type and rate of any tax, how long it will be in effect, and the use of the revenue generated by the tax. (c) Furthermore, the purpose and intent of the voters in enacting this measure is to clarify that any new or increased form of state government revenue, by any name or manner of extraction paid directly or indirectly by Californians, shall be authorized only by a vote of the Legislature and signature of the Governor to ensure that the purposes for such charges are broadly supported and transparently debated. (d) Furthermore, the purpose and intent of the voters in enacting this measure is also to ensure that taxpayers have the right and ability to effectively balance new or increased taxes and other charges with the rapidly increasing costs Californians are already paying for housing, food, childca re, gasoline, energy, healthcare, education, and other basic costs of living, and to further protect the existing constitutional limit on property taxes and ensure that the revenue from such taxes remains local, without changing or superseding existing constitutional provisions contained in Section 1{c) of Article XIII A. (e) In enacting this measure, the voters also additionally intend to reverse loopholes in the legislative two- thirds vote and voter approval requirements for government revenue increases created by the courts including, but not limited to, Cannabis Coalition v. City of Upland, Chamber of Commerce v. Air Resources Board, Schmeer v. Los Angeles County, Johnson v. County of Mendocino, Citizens Assn. of Sunset Beach v. Orange County Local Agency Formation Commission, and Wilde v. City of Dunsmuir. Section 4. Section 3 of Article XIII A of the California Constitution is amended to read: Sec. 3(a} Every levy, charge. or exaction of any kind imposed by state law is either a tax or an exempt charge. illlJ1l ~ Any change in state statute Jaw which results in any taxpayer paying a new or higher tax must be imposed by an act passed by not less than two-thirds of all members elected to each of the two houses of the Legislature, and submitted to the electorate and approved by a maiority vote, except that no new ad valorem taxes on real property, or sales or transaction taxes on the sales of real property, may be imposed. Each Act shall include: (A) A specific duration of time that the tax will be imposed and an estimate of the annual amount expected to be derived from the tax. (BJ A specific and legally binding and enforceable limitation on how the revenue from the tax can be spent. If the revenue from the tax can be spent for unrestricted general revenue purposes. then a statement that the tax revenue can be spent for "unrestricted general revenue purposes " shall be included in a separate, stand-alone section . Any proposed change to the use of the revenue from the tax shall be adopted by a separate act t hat is passed by not less than two-thirds of all members elected to each of the two houses of the Legislature and submitted to the electorate and approved by a maiority vote. (2) The title and summary and ballot label or question required for a measure pursuant to the Elections Code shall. for each measure providing for the imposition of a tax, including a measure proposed by an elector pursuant to Article II, include: {A) The type and amount or rate of the tax; (BJ The duration of the tax: and 2 Page 681 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda (CJ The use of the revenue derived from the tax. (c} Any change in state law which results in any taxpayer paying a new or higher exempt charge must be imposed by an act passed by each of the two houses of the Legislature. Each act shall specify the type of exempt charge as provided in subdivision (e ), and the amount or rate of the exempt charge to be imposed. Ml._fbt As used in this section and in Section 9 of Article II, "tax" means every aA1f levy, charge, or exaction of any kind imposed by the State state law that is not an exempt charge. e1<eept the follo•Ning: (e) As used in this section. "exempt charge" means only the following: (1) a el:iarge imposes fer a s1=1eeifie eenefit eonferreEl or pri'+'ilege granteEl aireetly to tl:ie 13ayor tl:iat is not 1=1ro>viaeEl to tl:iose not et:iargeEI, anEI whiel:i aoes not e1<ceeEl tl:ie reasonal3Ie costs to tl:ie State of eonferring the benefit or granting the pri¥ilege to the 1=1a¥OF. ill {-2+ A reasonable charge irnposeEl for a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the rnasonable actual costs to the State of providing the service or product to the payor. f.11 ~ A charge in,poseEl for the reasonable regulatory costs to the State incident to issuing licenses and permits, performing investigations, inspections, and audits, enforcing agricultural marketing orders, and the administrative enforcement and adjudication thereof. (3) A levy, charge. or exaction collected from local units of government. health care providers or health care service plans that is primarily used by the State of California for the purposes of increasing reimbursement rates or payments under the Medi-Cal program, and the revenues of which are primarily used to finance the non-federal portion of Medi-Cal medical assistance expenditures. (4) A reasonable charge iR'l13oseEl for entrance to or use of state property, or the purchase. rental, or lease of state property, except charges governed by Section 15 of Article XI. (5} A fine, or penalty, or other monetary el:large including any applicable interest for nonpayment thereot imposed by the judicial branch of government or the State, as a result of a state administrative enforcement agency pursuant to adiudicatorv due process, to punish a violation of law. (6} A levy, charge, assessment, or exaction collected for the promotion of California tourism pursuant to Chapter 1 (commencing with Section 13995) of Part 4.7 of Division 3 of Title 2 of the Government Code. flL~Any tax or exempt charge adopted after January 1, 2022 ~, but prior to the effective date of this act, that was not adopted in compliance with the requirements of this section is void 12 months after the effective date of this act unless the tax or exempt charge is reenacted B'l the begislatuFe anel signea into law ey tl:ie <iio¥ernoF in compliance with the requirements of this section. [gl[.JlJG:} The State bears the burden of proving by a preponEleranee oftl:le clear and convincing evidence that a levy, charge, or other exaction is an exempt charge and not a tax. The State bears the burden of proving by clear and convincing evidence that the amount of the exempt charge is reasonable and that the amount charged does not exceed the actual cost of providing the service or product to the payor. ,tR-a-t tl:ie amouRt is RO n,ore tl:ian neeessary to cover the reasonable costs of the go•.•emn,ental actii,•i:t>,• ane 3 Page 682 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda that the manner in •Nhiel.:i these cests are allecated ts a pa·1er bear a fair er reasenable relatienshi13 ts the 13a·1or's b1:1relens on, or benefits reeei11eel from, the go•.ieFRmental actit.iit'( (2) The retention ofrevenue by, or the payment to. a non-governmental entity ofa levv. charge, or exaction of any kind imposed by state law, shall not be a factor in determining whether the levy. charge, or exaction is a tax or exempt charge. (3) The characterization of a levy, charge, or exaction of any kind as being voluntary, or paid in exchange for a benefit, privilege, allowance, authorization, or asset, shall not be a factor in determining whether the levy, charge, or exaction is a tax or an exempt charge. /4} The use of revenue derived from the levy, charge or exaction shall be a factor in determining whether the levy, charge, or exaction is a tax or exempt charge. (h) As used in this section: (1) "Actual cost" of providing a service or product means: (i) the minimum amount necessary to reimburse the government for the cost of providing the service or product to the payor, and {ii) where the amount charged is not used by the government for any purpose other than reimbursing that cost. In computing "actual cost" the maximum amount that may be imposed is the actual cost less all other sources of revenue including, but not limited to taxes, other exempt charges, grants, and state or federal funds received to provide such service or product. (2) "Extend" includes, but is not limited to, doing any of the following with respect to a tax or exempt charge: lengthening its duration. delaying or eliminating its expiration, expanding its application to a new territory or class ofpayor, or expanding the base to which its rate is applied. (3) "Impose" means adopt, enact, reenact, create, establish, collect, increase or extend. (4) "State law" includes, but is not limited to. any state statute, state regulation, state executive order. state resolution, state ruling, state opinion Jetter, or other legal authority or interpretation adopted, enacted. enforced, issued, or implemented by the legislative or executive branches of state government. "State law" does not include actions taken by the Regents of the University of California, Trustees of the California State University, or the Board of Governors of the California Community Colleges. Section 5. Section 1 of Article XIII C of the California Constitution is amended, to read: Sec. 1. Definitions. As used in this article: {a) "Actual cost" of providing a service or product means: (i) the minimum amount necessary to reimburse the government for the cost of providing the service or product to the payor. and {ii) where the amount charged is not used by the government for any purpose other than reimbursing that cost. In computing "actual cost" the maximum amount that may be imposed is the actual cost less all other sources of revenue including, but not limited to taxes. other exempt charges, grants, and state or federal funds received to provide such service or product. (b) "Extend" includes, but is not limited to. doing any of the following with respect to a tax. exempt charge, or Article XIII D assessment. fee, or charge: lengthening its duration, delaying or eliminating its expiration. expanding its application to a new territory or class of payor, or expanding the base to which its rate is applied. 4 Page 683 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda .lfl..W 11General tax" means any tax imposed for general governmental purposes. (d} "Impose" means adopt, enact, reenact, create, establish, collect, increase, or extend. {clJb} "Local government" means any county, city, city and county, including a charter city or county, any special district, or any other local or regional governmental entity, or an elector pursuant to Article fl or the initiative power provided by a charter or statute. (f) "Local law" includes. but is not limited to, any ordinance, resolution, regulation. ruling, opinion letter, or other legal authority or interpretation adopted, enacted, enforced, issued, or implemented by a local government. {gl_{t} "Special district" means an agency of the State, formed pursuant to general law or a special act, for the local performance of governmental or proprietary functions with limited geographic boundaries including, but not limited to, school districts and redevelopment agencies. f11L{d} "Special tax" means any tax imposed for specific purposes, including a tax imposed for specific purposes, which is placed into a general fund. 111 i@} As used in this article, and in Section 9 of Article II, "tax" means every aRV-levy, charge, or exaction of any kind, imposed by a local go,;ernmeRt law that is not an exempt charge., exeept tl=le fellowiRg: (i) As used in this section, "exempt charge" means only the following: (1) A cl=large imposeel fer a speeifie beAefit eoAferreel or pri,;ilege graAteel eliFeetl')' to tl=le pa1,ior tl=lat is Rot pre1,•ieleel to these Rot ehargea, aA£l which £lees Rot exeeeel tl=le reaseAable costs to tl=le loeal gm,·ernFAeAt of conferriAg the beAefit or graAting tl:1e pri¥ilege. ill R} A reasonable charge imposes for a specific local government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasoAable actual costs to the local government of providing the service or product. fl1 WA charge im13ose£l for the reasonable regulatory costs to a local government for issuing licenses and permits, performing investigations, inspections, and audits, enforcing agricultural marketing orders, and the administrative enforcement and adjudication thereof. W {4t A reasonable charge imposeel for entrance to or use of local government property, or the purchase, rental, or lease of local government property. Ml. fSt A fine, or penalty, or other FAOA@tar,· eharge including any applicable interest for nonpayment thereat imposed by the judicial branch of government or a local government administrative enforcement agency pursuant to adiudicatorv due process, as a res1,1lt of to punish a violation of law. ill -f6t A charge imposed as a condition of property development. No levv, charge, or exaction regulating or related to vehicle miles traveled may be imposed as a condition of property development or occupanc y. f.i1 f7t An AssessFAeRts a Rel property relate el fees assessment. fee. or charge imJ;1oseel iA aeeoraanee witl=l the pro¥isio A5 of subject to Article XI 11 D, or an assessment imposed upon a business in a tourism marketing district, a parking and business improvement area, or a property and business improvement district. 5 Page 684 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda (7) A charge imposed for a specific health care service provided directly to the payor and that is not provided to those not charged. and which does not exceed the reasonable costs to the local government of providing the health care service. As used in this paragraph, a "health care service" means a service licensed or exempt from licensure by the state pursuant to Chapters 1. 1.3, or 2 of Division 2 of the Health and Safety Code. The local government bears the b1:1rden of proving by a preponderance of the e .. ·ielence that a lew, charge, or other exaction is not a ta1<, that the amo1:1nt is no more than necessaPJ' to cover the reasonable costs of the go•,ernfflental acti•.«ity anel that tJ:ie manner in which those costs are allocateel to a pa•ror bear a fair or reasonable relationship to the pa•ror's blslrdens on, or bene:fits receiveel from, the go1a1ernmental acfa•ity. Section 6. Section 2 of Article XIII C of the California Constitution is amended to read : Sec. 2. Local Government Tax Limitation. Notwithstanding any other provision of this Constitution: (a) Every levy. charge. or exaction of any kind imposed by local law is either a tax or an exempt charge. All taxes imposed by any local government shall be deemed to be either general taxes or special taxes. Special purpose districts or agencies, including school districts, shall have no power to levy general taxes. (b) No local Jaw go,.·ernment whether proposed by the governing body or by an elector, may impose, extend, or increase any general tax unless and until that tax is submitted to the electorate and approved by a majority vote. A general tax shall not be deemed to have been increased if it is imposed at a rate not higher than the maximum rate so approved. The election required by this subdivision shall be consolidated with a regularly scheduled general election for members of the governing body of the local government, except in cases of emergency declared by a unanimous vote of the governing body. (c) An•r general tax imposed, el<tended, or increaseel, •.-.iitho1:1t •.·oter approval, lay any local go,.·ernment on or after Janlslary 1, 1995, ana prior ta the effecti,.·e date of this article, shall contin1:1e to be imposed only if appro,.·ea b1• a majority vote of the voters voting in an election OR the issye of the in:iposition, whicl::i election sl::iall be l::ield witl::iin t•Ne 1•ears ef the effectii.ie date of this article and in com13liance with slslbdi\·isien (b}. {El) No local law government. whether proposed by the governing body or by an elector. may impose, eMteRd, er increase any special tax unless and until that tax is submitted to the electorate and approved by a two-thirds vote. A special tax shall not be deemed to have been increased if it is imposed at a rate not higher than the maximum rate so approved. {d) The title and summary and ballot label or question required for a measure pursuant to the Elections Code shall. for each measure providing for the imposition of a tax, include: (1) The type and amount or rate of the tax; (2) the duration of the tax; and (3) The use of the revenue derived from the tax. If the proposed tax is a general tax. the phrase "for general government use" shall be required, and no advisory measure may appear on the same ballot that would indicate that the revenue from the general tax will. could. or should be used for a specific purpose. (e) Only the governing body of a local government. other than an elector pursuant to Article II or the initiative power provided by a charter or statute. shall have the authority to impose any exempt charge. The governing body shall impose an exempt charge by an ordinance specifying the type of exempt charge 6 Page 685 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda as provided in Section l(i) and the amount or rate of the exempt charge to be imposed. and passed by the governing body. This subdivision shall not apply to charges specified in paragraph (7) of subdivision (i) of Section 1. ff) No amendment to a Charter which provides for the imposition, extension, or increase of a tax or exempt charge shall be submitted to or approved by the electors. nor shall any such amendment to a Charter hereafter submitted to or approved by the electors become effective for any purpose. (q) Any tax or exempt charge adopted after January 1, 2022, but prior to the effective date of this act, that was not adopted in compliance with the requirements of this section is void 12 months after the effective date of this act unless the tax or exempt charge is reenacted in compliance with the requirements of this section. {h)(1) The focal government bears the burden of proving by clear and convincing evidence that a levy, charge or exaction is an exempt charge and not a tax. The local government bears the burden of proving by clear and convincing evidence that the amount of the exempt charge is reasonable and that the amount charged does not exceed the actual cost of providing the service or product to the payor. (2} The retention of revenue by, or the payment to, a non-governmental entity of a levy. charge, or exaction of any kind imposed by a local law, shall not be a factor in determining whether the levy, charge, or exaction is a tax or exempt charge. (3) The characterization of a levy. charge. or exaction of any kind imposed by a local law as being paid in exchange for a benefit. privilege, allowance, authorization, or asset, shall not be factors in determining whether the levy, charge, or exaction is a tax or an exempt charge. (4) The use of revenue derived from the levy, charge or exaction shall be a factor in determining whether the levy, charge, or exaction is a tax or exempt charge. Section 7. Section 3 of Article XIII D of the California Constitution is amended, to read: Sec. 3. Property Taxes, Assessments, Fees and Charges Limited (a) No tax, assessment, fee, 6f charge, or surcharge, including a surcharge based on the value ofpropertv, shall be assessed 13y a Ry ageRC'f upon any parcel of property or upon any person as an incident of property ownership except: (1) The ad valorem property tax impeseEI p1::1rsYaRt te described in Section 1(a) of Article XIII and Section 1/a) of Article XIII A, and described and enacted pursuant to the voter approval requirement in Section 1/b) Q[Article XII I A. (2) Any special non-ad valorem tax receiving a two-thirds vote of qualified electors pursuant to Section 4 of Article XIII A, or after receiving a two-thirds vote of those authorized to vote in a community facilities district by the Legislature pursuant to statute as it existed on December 31, 2021. (3) Assessments as provided by this article. (4) Fees or charges for property related services as provided by this article. 7 Page 686 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda (b) For purposes of this article, fees for the provision of electrical or gas service shall not be deemed charges or fees imposed as an incident of property ownership. Section 8. Sections 1 and 14 of Article XIII are amended to read: Sec. 1 Unless otherwise provided by this Constitution or the laws of the United States: (a) All property is taxable and shall be assessed at the same percentage of fair market value. When a value standard other than fair market value is prescribed by this Constitution or by statute authorized by this Constitution, the same percentage shall be applied to determine the assessed value. The value to which the percentage is applied, whether it be the fair market value or not, shall be known for property tax purposes as the full value. (b) All property so assessed shall be taxed in proportion to its full value. (c) All proceeds from the taxation of property shall be apportioned according to law to the districts within the counties. Sec. 14. All property taxed by state or local government shall be assessed in the county, city, and district in which it is situated. Notwithstanding any other provision of/aw, such state or local property taxes shall be apportioned according to law to the districts within the counties. Section 9. General Provisions A. This Act shall be liberally construed in order to effectuate its purposes. B. (1) In the event that this initiative measure and another initiative measure or measures relating to state or local requirements for the imposition, adoption, creation, or establishment of taxes, charges, and other revenue measures shall appear on the same statewide election ballot, the other i ni tiative measure or measures shall be deemed to be in conflict with this measure. In the event that this initiative measure receives a greater number of affirmative votes, the provisions of this measure shall prevail in their entirety, and the provisions ofthe other initiative measure or measures shall be null and void. (2) In furtherance of this provision, the voters hereby declare that this measure conflicts with the provisions of the "Housing Affordabili t y and Tax Cut Act of 2022" and "The Tax Cut and Housing Affordability Act," both of which would impose a new state property tax (called a "surcharge") on certain real property, and where the revenue derived from the tax is provided to the State, rather than retained in the county in which the property is situated and for the use of the county and cities and districts within the county, in direct violation of the provisions of this initiative. (3) If this initiative measure is approved by the voters, but superseded in whole or in part by any other conflicting initiative measure approved by the voters at the same election, and such conflicting initiative is later held invalid, this measure shall be self-executing and given full force and effect. C. The provisions of this Act are severable. If any portion, section, subdivision, paragraph, clause, sentence, phrase, word, or application of this Act is for any reason held to be invalid by a decis ion of any court of competent jurisdiction, that decision shall not affect the validity of the remaining portions of this Act. The People of the State of California hereby declare that they would have adopted this Act and each and every portion, section, subdivision, paragraph, clause, sentence, phrase, word, and application not 8 Page 687 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda declared invalid or unconstitutional without regard to whether any portion of this Act or application thereof would be subsequently declared invalid. D. If this Act is approved by the voters of the State of California and thereafter subjected to a legal challenge alleging a violation of state or federal law, and both the Governor and Attorney General refuse to defend this Act, then the following actions shall be taken: (1) Notwithstanding anything to the contrary contained in Chapter 6 of Part 2 of Division 3 ofTitle 2 of the Government Code or any other law, the Attorney General shall appoint independent counsel to faithfully and vigorously defend this Act on behalf of the State of California. (2) Before appointing or thereafter substituting independent counsel, the Attorney General shall exercise due diligence in determining the qualifications of independent counsel and shall obtain written affirmation from independent counsel that independent counsel will faithfully and vigorously defend this Act. The written affirmation shall be made publicly available upon request. (3) A continu ous appropriation is hereby made from the General Fund to the Controller, without regard to fiscal years, in an amount necessary to cover the costs of retaining independent counsel to faithfully and vigorously defend this Act on behalf of the State of California. (4 ) Nothing in this section shall prohibit the proponents of this Act, or a bona fide taxpayers association, from intervening to defend this Act. 9 Page 688 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda CaliforniaCityFinance.Com Fiscal and Program Effects of Initiative 21-0042A1 on Local Governments If Initiative 21-0042A1 is placed on the ballot and passed by voters, it will result in:  Over $20 billion of local government fee and charge revenues over 10 years placed at heightened legal peril. Related public service reductions across virtually every aspect of city, county, special district, and school services especially for drinking water, sewer sanitation, and public health and safety.  About $2 billion of revenues each year from fees and charges adopted after January 1, 2021 subject to legal peril.1  Over $2 billion dollars of annual revenues from dozens of tax measures approved by voters between January 1, 2022 and the effective date of the act2 subject to additional voter approval if not in compliance with the initiative.  Indeterminable legal and administrative burdens and costs on local government from new and more empowered legal challenges, and bureaucratic cost tracking requirements.  The delay and deterrence of municipal annexations.  Substantially higher legal and administrative cost of public infrastructure financing which will delay and deter new residential and commercial development.  Service and infrastructure declines including in fire and emergency response, law enforcement, public health, drinking water, sewer sanitation, parks, libraries, public schools, affordable housing, homelessness prevention and mental health services. 1. Local Government Taxes and Services Threatened With regard to taxes, Initiative 21-0042A1:  Prohibits advisory, non-binding measures as to use of tax proceeds on the same ballot. o Voters may be less informed and more likely to vote against measures.  Eliminates the ability of special tax measures proposed by citizen initiative to be enacted by majority voter approval (Upland).3 o Because the case law regarding citizen initiative special taxes approved by majority vote (Upland) is so recent, it is unknown how common these sorts of measures might be in the future. This initiative would prohibit such measures after the effective date of the initiative. Any such measures adopted after January 1, 2022 through the effective date of the Act should it pass would be void a year after the effective date of the initiative.  Requires that tax measures include a specific duration of time that the tax will be imposed. This seems to require that all tax increases or extensions contain a sunset (end date). o This would require additional tax measures to extend previously approved taxes.  A city charter may not be amended to impose, extend, or increase a tax might interfere with the ability of cities that do not already have such authority in their charters to adopt Property Transfer Taxes. o There are no more than a few of these every few years, but it is a valuable tax for those that adopt it. 1 Assumes fee increases since January 1, 2022 would be subject to possible legal challenge if not adopted in compliance with the Initiative. 2 The effective date of the initiative would be sometime in December 2024, the date the California Secretary of State certifies the election results of the November 5, 2024 election. 3 Unlike the initiative 17-0050, this initiative does not eliminate that ability of cities and counties to adopt general taxes by majority voter approval. 2217 Isle Royale Lane • Davis, CA • 95616-6616 Phone: 530.758.3952 • Fax: 530.758.3952 Rev. January 14, 2023 Page 689 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 2 – rev January 14, 2023 CaliforniaCityFinance.com  Requires that a tax measure adopted after January 1, 2022 and before the effective date of the initiative that was not adopted in accordance with the measure be readopted in compliance with the measure or will be void twelve months after the effective date of the initiative. o If past election patterns and elections in 2022 are an indication, over 200 tax measures approving more than $2 billion annual revenues to support local public services would not be in compliance and would be subject to reenactment. Most will be taxes without a specific end date and special taxes (including parcel taxes). Because there is no regularly scheduled election within the 12 months following the effective date of the initiative, the measures would each require declaration of emergency and unanimous vote of the governing board to be placed on a special election ballot within a year for approval or the tax will be void after that date. I would expect most to succeed, but some will not, in particular citizen initiative majority vote special taxes which would have to meet a higher voter approval threshold to continue.  Requires voter approval to expand an existing tax to new territory (annexations). This would require additional tax measures and would deter annexations and land development in cities. o If a tax is "extended" to an annexed area without a vote after January 1, 2022, it will be void 12 months later until brought into compliance. Because there is no regularly scheduled election within the 12 months following the effective date of the initiative, such extensions would each require unanimous vote of the agency board to be placed on a special election ballot or would be void a year later. 1.a. Number of Measures and Value of Local Taxes at Risk4 Over a hundred local measures were approved in 2022 that likely do not comply with the provisions of Initiative 21-0042A1. Nearly $2 billion of annual revenues from these voter approved measures will cease a year after the effective date of the measure, reducing the local public services funded by these measures. We can expect a similar volume of measures in 2024 and a similar volume of non-compliance. So the combined total of annual local funding directly affected by Initiative 21-0042A1 due to its retroactivity provision is about $4 billion. Citizen Initiative Special Taxes in 2022. Special taxes placed on the ballot by citizen initiative and approved after January 1, 2022 by a majority but less than two-thirds of the voters are out of compliance with Initiative 21-0042A1. On June 7, 2022, there were three local special tax measures placed on the ballot by citizen initiative. Two failed to get majority voter approval. A one percent transactions and use tax (sales tax) for the John C. Fremont Healthcare District in Mariposa County received 69.6 percent approval, over the two thirds needed for any special tax under California Constitution Article XIIIC. So this measure was passed in compliance with Initiative 21- 0042A1. On November 8, 2022, there were 14 local special taxes placed on the ballot by citizen initiative. Seven of these 4 Source: Compilation and summary of data from County elections offices. June 2022 Initiative Special Taxes - majority voter approval Agency Name County Tax/Fee Rate Estimated Annual Revenue Use Sunset YES% John C. Fremont Healthcare District Mariposa Measure N Transactions & Use Tax 1 cent $ 150,000 hospital 40yrs 69.6%PASS County of Kings Kings Measure F Transactions & Use Tax 1/2 cent $ 11,700,000 fire none 37.6%FAIL Manhattan Beach USD Los Angeles Measure A School Parcel Tax $1095/yr $ 12,000,000 schools 12yrs 31.2%FAIL Page 690 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 3 – rev January 14, 2023 CaliforniaCityFinance.com measures failed with less than majority voter approval. The other seven measures received majority, but less than two-thirds, voter approval. These measures passed under current law but are out of compliance with Initiative 21- 0042A1. Taken together these seven taxes will provide estimated annual revenues of from $900,000 to $1.4 billion in support of parks and recreation, zoo, library, affordable housing, transportation, homelessness prevention, and schools in these communities. Non-Specific Tax Durations in 2022 Voters approved 106 measures in June 2022 (10) and November 2022 (96) that do not provide a specific duration of time that the tax will be imposed (end date). Typically, the ballot titles for these measures state that the tax would be imposed “until ended by voters.” Four of these measures also did not include any estimate of the annual revenues that the tax would generate, another violation of initiative 21-0042A1. Taken together, these approved local measures generate $561 million per year that will expire a year after the effective date of the initiative if Initiative 21-0042A1 passes. November 2022 Initiative Special Taxes - majority voter approval Agency Name County Tax/Fee Rate Estimated Annual Revenue Use Sunset YES% Crockett Community Services District Contra Costa Measure L Parcel Tax $50/parcel $ 60,000 parks/recr none 62.8%PASS Oakland Alameda Measure Y Parcel Tax $68/parcel $ 12,000,000 zoo 20yrs 62.5%PASS County of Mendocino Measure O Transactions & Use Tax 1/8 cent then 1/4 cent in 2027 $ 4,000,000 library none 60.8%PASS Los Angeles Los Angeles Measure ULA Property Transfer Tax 4% if >$5m, 5.5% if >$10m $600 m to $1.1 b affordable housing none 57.3%PASS County of Sacramento Measure A Transactions & Use Tax same 1/2 cent $ 212,512,500 transportati on 40yrs 55.3%PASS San Francisco Proposition M Business Operations Tax $2500-$5000/ vacant resid unit $ 20,000,000 housing 30yrs 54.5%PASS Santa Monica Los Angeles Measure GS Property Transfer Tax $56/$1000 if >$8m $ 50,000,000 schools, homelessne ss, afford. housing none 53.3%PASS Total $900,000 to $1.4 billion Agency Name County Tax/Fee Rate Estimated Annual Revenue Use Sunset YES% County of Calaveras Measure A Transactions & Use Tax 1 cent $ 5,000,000 fire none 49.4%FAIL South San Francisco (for Schools)San Mateo Measure DD School Parcel Tax $2.50/sf $ 55,900,000 schools none 47.2%FAIL County of Fresno (for CSU ) Measure E Transactions & Use Tax 1/5 ct, 1/40 ct (Reedley) $ 36,000,000 Calif State Univ 20yrs 46.9%FAIL Santa Cruz Santa Cruz Measure N Parcel Tax $6k/v acant SFU xxx vacant property xxx 44.2%FAIL County of Monterey Measure Q Parcel Tax $49/parcel $ 5,500,000 childcare 10yrs 41.1%FAIL San Francisco City College San Francisco Measure O School Parcel Tax $150/sfu $ 37,000,000 schools 10yrs 36.7%FAIL Morro Bay San Luis Obispo Measure B Parcel Tax $120+/parcel $ 680,000 harbor none 36.0%FAIL Inverness Public Utility District Marin Measure O Parcel Tax $0.20/sf, $150/vacant $ 276,000 fire none 27.0%FAIL Page 691 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 4 – rev January 14, 2023 CaliforniaCityFinance.com Measures in 2022 with Non-Specific Durations Agency Name County Tax/Fee Rate Annual Revenue Use Sunset YES% Oakland Alameda Measure T Business Tax General various $ 20,900,000 none 71.4%PASS Culver City Los Angeles Measure BL Business Tax General various $ 10,000,000 none 60.5%PASS El Segundo Los Angeles Measure BT Business Tax General various $ 3,000,000 none 51.2%PASS Pico Rivera Los Angeles Measure AB Business Tax General various $ 5,800,000 none 75.5%PASS Santa Ana Orange Measure W Business Tax General various neutral none 64.8%PASS Tracy San Joaquin Measure B Business Tax General various $ 3,200,000 none 72.6%PASS Burlingame San Mateo Measure X Business Tax General various $ 2,500,000 none 75.1%PASS Los Gatos Santa Clara Measure J Business Tax General various $ 1,100,000 none 53.4%PASS Santa Clara Santa Clara Measure H Business Tax General $45/employee, $15/rental unit $ 6,000,000 none 59.5%PASS Brisbane San Mateo Measure O Business Tax lodging busn $2.50/rm/day $ 250,000 none 69.2%PASS East Palo Alto San Mateo Measure L Business Tax resid. rentals 2.5% grossRcpts $ 1,480,000 none 69.9%PASS County of Santa Cruz Unincorporated Measure C Busn Tax - disp cups 12.5cents/cup $ 700,000 none 68.2%PASS South Lake Tahoe El Dorado Measure G Busn Tax Cannabis 6% retail, manufacturing $ 950,000 none 62.9%PASS McFarland Kern Measure O Busn Tax Cannabis 8% of gross receipts retail, $ 1,800,000 none 63.5%PASS Avenal Kings Measure C Busn Tax Cannabis $25+/sf or 15% gr rcpts $ 600,000 none 61.8%PASS Baldwin Park Los Angeles Measure CB Busn Tax Cannabis 4% grossRcpts $ 300,000 none 51.3%PASS Claremont Los Angeles Measure CT Busn Tax Cannabis 4%-7% gr rcpts, $1- $ 500,000 none 61.1%PASS County of Los Angeles Unincorporated Measure C Busn Tax Cannabis 4% gross receipts retail, $ 15,170,000 none 60.1%PASS Cudahy Los Angeles Measure BA Busn Tax Cannabis 15% grossRcpts $ 3,600,000 none 54.0%PASS El Segundo Los Angeles Measure Y Busn Tax Cannabis 10% GrossRcpt, $ 1,500,000 none 72.8%PASS Hermosa Beach Los Angeles Measure T Busn Tax Cannabis 10% GrossRcpt, $ 1,500,000 none 67.6%PASS Lynwood Los Angeles Measure TR Busn Tax Cannabis 5%to10% $ 3,000,000 none 66.4%PASS Santa Monica Los Angeles Measure HM Busn Tax Cannabis 10% gross Rcpts $ 5,000,000 none 66.4%PASS South El Monte Los Angeles Measure CM Busn Tax Cannabis 6% special excise tax on $ 126,000 none 53.7%PASS Monterey Monterey Measure J Busn Tax Cannabis 6% grossRcpt $ 1,300,000 none 65.2%PASS Pacific Grove Monterey Measure N Busn Tax Cannabis 6% grossRcpt $ 300,000 none 70.8%PASS Huntington Beach Orange Measure O Busn Tax Cannabis 6% retail, 1% other $ 600,000 none 54.7%PASS Page 692 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 5 – rev January 14, 2023 CaliforniaCityFinance.com Notes ?= Ballot measure title did not include an estimate of annual revenues, also not in compliance with Initiative 21-0042A1. n/a*= Arcadia Measure SW passed but sports betting remains illegal after the failure of Propositions 26 and 27 on the November statewide ballot. Measures in 2022 with Non-Specific Durations Agency Name County Tax/Fee Rate Annual Revenue Use Sunset YES% Laguna Woods Orange Measure T Busn Tax Cannabis 4%-10% o f gross receipts $ 750,000 none 61.1%PASS Corona Riverside Measure G Busn Tax Cannabis 9% of gross receipts for $ 5,000,000 none 61.6%PASS Montclair San Bernardino Measure R Busn Tax Cannabis 7% grossRcpts $ 3,500,000 none 70.3%PASS County of San Diego Unincorporated Measure A Busn Tax Cannabis 6% retail, 3% distribution, $ 5,600,000 none 57.4%PASS Encinitas San Diego Measure L Busn Tax Cannabis 4% to 7% of gross receipts $ 1,400,000 none 65.1%PASS Healdsburg Sonoma Measure M Busn Tax Cannabis 8% grossRcpt $ 500,000 none 72.7%PASS Exeter Tulare Measure B Busn Tax Cannabis 10% retail and other, $10/sf ? none 66.5%PASS Tulare Tulare Measure Y Busn Tax Cannabis 10% retail and other, $10/sf ? none 65.2%PASS Woodland Yolo Measure K Busn Tax Cannabis 10% grossRcpts ? none 66.2%PASS Redlands San Bernardino Measure J Busn Tax Distrib centers from $0.047/sf to $0.105/sf $ 530,000 none 53.5%PASS Arcadia Los Angeles Measure SW Busn Tax Sports Betting 5% grossRcpts n/a* none 63.9%PASS Albany Alameda Measure K ParcelTax $0.074+/sf $ 1,950,000 fire/EMS none76.0%PASS Cameron Park Airport District El Dorado Measure J ParcelTax by $600 to $900/parcel $ 117,900 airport/ streets none 78.2%PASS Highlands Village Lighting Benefit Zone El Dorado Measure L ParcelTax $140+/parcel $ 10,920 streets none 86.3%PASS Knolls Property Owners CSD El Dorado Measure P ParcelTax by $300+ to $600+/parcel $ 8,400 streets none 75.5%PASS Sundance Trail Zone of Benefit El Dorado Measure C ParcelTax $600+/yr $ 24,000 roads none 73.2%PASS South Pasadena Los Angeles Measure LL ParcelTax xxx ? library none 86.2%PASS River Delta Fire District Sacramento Measure H ParcelTax $90/yr $ 130,000 fire none 72.1%PASS Emeryville Alameda Measure O PropTransfTax $15/$1000 if $1m-$2m, $ 5,000,000 none 71.6%PASS San Mateo San Mateo Measure CC PropTransfTax by 1% to 1.5% if >$10m $ 4,800,000 none 71.8%PASS Alameda Alameda Measure F TOT by 4% to 14% $ 910,000 none 59.2%PASS Clovis Fresno Measure B TOT by 2% to 12% $ 500,000 none 69.7%PASS Kerman Fresno Measure G TOT 10% $ 40,000 none 62.3%PASS Trinidad Humboldt Measure P TOT by 4% to 12% $ 65,000 none 77.6%PASS Imperial Imperial Measure G TOT by 4% to 12% $ 600,000 none 56.2%PASS Arcadia Los Angeles Measure HT TOT by 2% to 12% $ 730,000 none 54.1%PASS Santa Monica Los Angeles Measure CS TOT by 1%, 3% home shares $ 4,100,000 none 73.7%PASS Page 693 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 6 – rev January 14, 2023 CaliforniaCityFinance.com Measures in 2022 with Non-Specific Durations Agency Name County Tax/Fee Rate Annual Revenue Use Sunset YES% Anaheim Orange Measure J TOT online travel companies $ 3,000,000 none 59.2%PASS La Palma Orange Measure P TOT by 4% to 12% $ 200,000 none 71.1%PASS Colfax Placer Measure B TOT by 2% to10% $ 29,000 none 73.5%PASS Rocklin Placer Measure F TOT by 2% to 10% $ 300,000 none 59.8%PASS Roseville Placer Measure C TOT by 4% to 10% $ 3,000,000 none 73.0%PASS Big Bear Lake San Bernardino Measure P TOT by 2% to 10% $ 1,300,000 none54.4%PASS Grand Terrace San Bernardino Measure M TOT new 10% $ 250,000 none 51.9%PASS Yucca Valley San Bernardino Measure K TOT by 5% to 12% $ 1,300,000 none 71.9%PASS Imperial Beach San Diego Measure R TOT by 4% to 14% $ 400,000 none 67.4%PASS El Paso de Robles San Luis Obisp oMeasure F TOT by 1% to 11% $ 750,000 none 61.2%PASS Belmont San Mateo Measure K TOT by 2% to 14% $ 600,000 none 79.3%PASS Millbrae San Mateo Measure N TOT by 2% to 14% $ 1,500,000 none 75.8%PASS County of Humboldt Unincorporated Measure J TOT by 2% to 12% $ 3,080,000 none 63.3%PASS County of Placer - North Tahoe TOT Area Measure A TOT by 2% to 10% $ 4,000,000 none 90.0%PASS County of Santa Cruz Unincorporated Measure B TOT by 1% to 12% $ 2,300,000 none 69.2%PASS County of El Dorado - East Slope Tahoe Measure S TOT 2/3 by 4% to 14% $ 2,500,000 none 81.8%PASS Chico Butte Measure H TrUT 1 cent $ 24,000,000 none 52.4%PASS Mendota Fresno Measure H TrUT 1.25 cent $ 493,498 none 57.2%PASS Blue Lake Humboldt Measure R TrUT 1 cent $ 30,000 none 55.4%PASS Rio Dell Humboldt Measure O TrUT 3/4cent $ 400,000 none 53.3%PASS County of Kern unincorporated areas Measure K TrUT 1 cent $ 54,000,000 none 50.8%PASS McFarland Kern Measure M TrUT 1 cent $ 579,662 none 62.2%PASS Tehachapi Kern Measure S TrUT 1 cent $ 4,000,000 none 57.2%PASS Avenal Kings Measure A TrUT 1 cent $ 500,000 none 72.5%PASS Susanville Lassen Measure P TrUT 1 cent $ 1,750,000 none 54.7%PASS Baldwin Park Los Angeles Measure BP TrUT 3/4 cent $ 6,000,000 none 58.1%PASS Malibu Los Angeles Measure MC TrUT 1/2 cent $ 3,000,000 none 52.6%PASS Monterey Park Los Angeles Measure MP TrUT 3/4 cent $ 6,000,000 none 58.5%PASS Torrance Los Angeles Measure SST TrUT 1/2 cent $ 18,000,000 none 55.0%PASS Larkspur Marin Measure G TrUT 1/4 cent $ 700,000 none 59.4%PASS Sand City Monterey Measure L TrUT by 1/2cent to 1.5cents $ 1,400,000 none 68.7%PASS Hemet Riverside Measure H TrUT same 1 cent $ 15,000,000 none 58.0%PASS Elk Grove Sacramento Measure E TrUT 1 cent $ 21,000,000 none 54.1%PASS Galt Sacramento Measure Q TrUT 1 cent $ 3,600,000 none 52.4%PASS Colton San Bernardino Measure S TrUT 1 cent $ 9,500,000 none 66.8%PASS Ontario San Bernardino Measure Q TrUT 1 cent $ 95,000,000 none 53.2%PASS Solana Beach San Diego Measure S TrUT 1 cent $ 3,000,000 none 66.7%PASS Brisbane San Mateo Measure U TrUT 1/2 cent $ 2,000,000 none 63.9%PASS Goleta Santa Barbara Measure B TrUT 1 cent $ 10,600,000 none 64.7%PASS Solvang Santa Barbara Measure U TrUT 1 cent $ 1,600,000 none 63.1%PASS Page 694 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 7 – rev January 14, 2023 CaliforniaCityFinance.com Co-temporal Advisory Measures in 2022 At the November 2022 election, there was just one local general tax measure that was accompanied by an advisory measure as to the use of funds. The City of Santa Monica’s Measure DT property transfer tax failed with just 34 percent approval as voters instead chose the citizen initiative Measure GS. There was also just one such tax use advisory measure on the June 2022 election. Susanville’s voters passed Measure P, a 1 percent transactions and use (sales) tax that generates $1.75 million per year5 for general city services. The measure was accompanied by advisory Measure Q, accompanied the city’s It asked, “If Measure P passes, should the revenues be used to balance the budget to maintain and enhance existing public safety services (police and fire), and provide funding to support street infrastructure improvements and provide funding to support economic development efforts designed to increase businesses, jobs and visitors to Susanville?” Both measures passed. Under Initiative 21-0042A1, the tax will expire a year after the effective date of the initiative (i.e., in December 2025). 1.b. Additional Costs and Public Service Effects of the Tax Provisions Assuming a similar volume of local measures through 2024 as we saw in 2022, there will be over 200 local measures that will need to be redrafted to comply with the Initiative and placed back on the ballot for the taxes to continue after December 2025. The costs of re-drafting, re-placing and re-voting on these measures, previously legally approved by voters, will be in the tens of millions in total statewide. 2. “Exempt Charges” (fees and charges that are not taxes) and Services Threatened With regard to fees and charges adopted after January 1, 2022, Initiative 21-0042A1:  Subjects new fees and charges for a product or service to a new "actual and reasonable test."  Subjects fees and charges for entrance to local government property; and rental and sale of local government property to a new, undefined, “reasonable” test.  Allows legal challenge to any tax adopted before the effective date of the initiative and after January 1, 5 The Susanville measure also did not include a specific end date and so is included in the list and totals of those measures. Measures in 2022 with Non-Specific Durations Agency Name County Tax/Fee Rate Annual Revenue Use Sunset YES% Watsonville Santa Cruz Measure R TrUT 1/2 cent $ 5,000,000 none 64.4%PASS Vallejo Solano Measure P TrUT 7/8 cent $ 18,000,000 none 54.7%PASS Modesto Stanislaus Measure H TrUT 1 cent $ 39,000,000 none 62.8%PASS County of Colusa Measure A TrUT 2/3 1/2 cent $ 2,400,000 EMS none 69.4%PASS Atwater Merced Measure B TrUT 2/3 same 1 cent $ 4,000,000 police/fire none 73.7%PASS Truckee Nevada Measure U TrUT 2/3 by 1/4 cent to 1/2 cent $ 3,000,000 open space / trails none 76.4%PASS Palo Alto Santa Clara Measure L UtilityTransfer 18% gas $ 7,000,000 none 77.7%PASS Santa Clara Santa Clara Measure G UtilityTransfer 5 % $ 30,000,000 none 84.2%PASS Hercules Contra Costa Measure N UUT 8% $ 3,600,000 none 69.3%PASS Carson Los Angeles Measure UU UUT 2% electr, gas $ 8,000,000 none 78.4%PASS Sebastopol Sonoma Measure N UUT 3.75% (same) $ 700,000 none 83.5%PASS Page 695 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda – 8 – rev January 14, 2023 CaliforniaCityFinance.com 2022. Such a lawsuit could enjoin (stop) the enactment of the tax pending the outcome of the legal challenge.  Subjects a challenged fee to new, higher burdens of proof if legally challenged. 2.a. Value on New Local Government Fees and Charges at Risk6 Virtually every city, county, and special district must regularly (e.g., annually) adopt increases to fee rates and charges and revise rate schedules to accommodate new users and activities. Most of these would be subject to new standards and limitations under threat of legal challenge. Based on the current volume of fees and charges imposed by local agencies and increases in those fees simply to accommodate inflation, the amount of local government fee and charge revenue placed at risk is about $2 billion per year including those adopted since January 1, 2022. Of $2 billion, about $900 million (45 percent) is for special districts, $800 million (40 percent) is cities, and $300 million (15 percent) is counties.7 Major examples of affected fees and charges are: 1. Certain water, sanitary sewer, wastewater, garbage, electric, gas service fees. 2. Nuisance abatement charges - such as for weed, rubbish and general nuisance abatement to fund community safety, code enforcement, and neighborhood cleanup programs. 3. Emergency response fees - such as in connection with DUI. 4. Advanced Life Support (ALS) transport charges. 5. Business improvement district charges. 6. Fees for processing of land use and development applications such as plan check fees, use permits, design review, environmental assessment, plan amendment, subdivision map changes. 7. Document processing and duplication fees. 8. Facility use charges, parking fees, tolls. 9. Fines, penalties. 10. Fees for parks and recreation services. 2.b. Additional Costs and Public Service Effects of the Fee/Charge Provisions In addition to service delays and disruptions due to fee and charge revenues placed at greater legal risk, there would be substantial additional costs for legal defense. The risk to fees and charges will make infrastructure financing more difficult and will deter new residential and commercial development. *********** mc 6 Source: California State Controller Annual Reports of Financial Transactions concerning cities, counties and special districts, summarized with an assumed growth due to fee rate increases (not population) of 2 percent annually. 7 School fees are also affected but the amount is negligible by comparison. Page 696 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda RESOLUTION NO. ________ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA OPPOSING BALLOT INITIATIVE NO. 21- 0042A1, “LIMITS ABILITY OF VOTERS AND STATE AND LOCAL GOVERNMENTS TO RAISE REVENUES FOR GOVERNMENT SERVICES. INITIATIVE CONSTITUTIONAL AMENDMENT.” WHEREAS, an association representing California’s wealthiest corporations and developers is spending millions to push a deceptive proposition aimed for the November 2024 statewide ballot; and WHEREAS, the measure puts billions of dollars currently dedicated to local services at risk and could force cuts to fire and emergency response, law enforcement, public health, parks, libraries, affordable housing, services to support homeless residents, mental health services, and more; and WHEREAS, the measure includes provisions that would make it more difficult for local voters to pass measures needed to fund local services and infrastructure, and would limit voter input by prohibiting local advisory measures where voters provide direction on how they want their local tax dollars spent; and WHEREAS, the measure may make it much more difficult for state and local regulators to issue fines and levies on corporations that violate laws intended to protect our environment, public health and safety, and our neighborhoods. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista, that it opposes Initiative 21-0042A1, “Limits Ability of Voters and State and Local Governments to Raise Revenues for Government Services. Initiative Constitutional Amendment.” BE IT FURTHER RESOLVED by the City Council of the City of Chula Vista, that it will join the No on Initiative 21-0042A1 coalition, a growing coalition of public safety, education, labor, local government, and infrastructure groups throughout the state. Presented by Approved as to form By: Maria V. Kachadoorian Jill D.S. Maland City Manager Lounsbery Ferguson Altona & Peak Acting City Attorney Page 697 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Item 8.3: Statewide Initiative 21-0042A1 Adrianna Hernandez, Special Projects & Legislative Manager Page 698 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2 Background 2018 •Ballot measure titled, “Tax Fairness, Transparency and Accountability Act” was circulated to qualify for the November 2018 ballot •Due to immense opposition, the measure’s proponents withdrew the initiative 2021 Similar ballot measure was circulated for signature gathering but failed to meet the required amount by deadline. 2023 •Ballot measure titled, “Taxpayer Protection and Government Accountability Act” or Initiative No. 21- 0042A1, sponsored primarily by the California Business Roundtable qualified for the November 5, 2024 General Election ballot •June 27, 2024 deadline to withdraw Background Page 699 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 3 Background Initiative Sponsor Page 700 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 4 Background Initiative Opposition Page 701 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 5 Background Measure’s Major Provisions Effective Date •Any new or increased tax or fee adopted by the Legislature, a city council, or the local voters after January 1, 2022. State & Local Government Taxes •Amends State Constitution to expand and define all state and local levies, charges, and fees as a tax or exempt charge. •Increases requirements for voter approval of new or increased state and local taxes. •New or increased taxes must include sunset date. •Local advisory measures would be prohibited. •Requires voter approval to expand existing taxes to new territory or to expand the tax base. State & Local Government Fees •Fees and charges may not exceed the “actual cost” of providing the product or service for which the fee is charged. •Fees and charges paid for the use of local and state government property and the amount paid to purchase or rent government property must be “reasonable”. •No fee or charge or exaction regulating vehicle miles traveled can be imposed as a condition of property development. •May require voter approval of fines, penalties, and levies for corporations and property owners that violate state and local laws. Page 702 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Local Government Impacts Fees and Taxes Examples of affected fees and charges: Charges and fees such as for code enforcement Commercial franchise fees Emergency response fees Advanced Life Support (ALS) transport charges Document processing and duplication fees Facility use charges, fees for parks and recreation services, classes, or activities. Revenue at risk is approximately $2 billion per year including those adopted since Jan. 1, 2022. Over ten years, $20 billion of local government fee and charge revenues will be at heightened legal peril. 6Page 703 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Local Government Impacts Fines and Penalties The initiative converts administratively imposed fines and penalties into taxes unless a new, undefined, and ambiguous “adjudicatory due process” is followed. This provision jeopardizes the City’s current authority to impose fines and penalties for violations of state and local law. 7Page 704 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Ongoing Fiscal Impacts •Limit ability to recover costs •Reduction in services levels in areas that are currently revenues offset (e.g., gazebo rentals, recreational programming, development permitting and inspections, ambulance transport, etc.) •Reduction in community services and programs, development services staffing resulting in additional permitting and inspection delays, and a return to contracting out medical transport services •Reduction in ability to generate lease revenues •Future tax measures put forward by the City Council would be subject to increased approval thresholds and reduced transparency for voters 8Page 705 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda 2023-2024 Legislative Platform Guiding Principles •Maintaining Local Control •Promoting Fiscal Responsibility •Promoting Economic Development •Supporting Funding Opportunities 9 Legislative Program Page 706 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda Recommended Action: Approve resolution opposing Initiative 21- 0042A1, “Limits Ability of Voters and State and Local Governments to Raise Revenues for Government Services. Initiative Constitutional Amendment.” Page 707 of 707 City of Chula Vista City Council/Housing Authority March 28, 2023 Post Agenda