Loading...
HomeMy WebLinkAboutAgenda Package - Palm Desert City Council - Regular Meeting_Apr11_2024 PALM DESERT CITY COUNCIL MEETING AGENDA Thursday, April 11, 2024 4:00 p.m. Council Chamber, City Hall 73-510 Fred Waring Drive Palm Desert, California This is a joint meeting of the Palm Desert City Council, Successor Agency to the Palm Desert Redevelopment Agency, and the Palm Desert Housing Authority. Pursuant to Assembly Bill 2449, this meeting may be conducted as a hybrid meeting allowing public access via teleconference or in person, and up to two Councilmembers may attend remotely. WATCH THE MEETING LIVE: Watch the City Council meeting live at the City’s website: www.palmdesert.gov under the “Council Agenda” link at the top of the homepage, or on the City’s YouTube Channel. OPTIONS FOR PARTICIPATING IN THIS MEETING: If unable to attend the meeting in person, you may choose from the following options: OPTION 1: VIA EMAIL Send your comments by email to: CouncilMeetingComments@palmdesert.gov. Emails received prior to 10:00 a.m. on the day of the City Council meeting will be made part of the record and distributed to the City Council. Emails will not be read aloud at the meeting. OPTION 2: LIVE VIA ZOOM Access via palmdesert.gov/zoom or zoom.us, click “Join Meeting” and enter Webinar ID 833 6744 9572. 1. OPTION 3: LIVE VIA TELEPHONE (213) 338-8477 and enter Meeting ID 833 6744 9572 followed by #.1. Indicate that you are a participant by pressing # to continue.2. During the meeting, press *9 to add yourself to the queue and wait for the Mayor or City Clerk to announce your name/phone number. Press *6 to unmute your line and limit your comments to three minutes. 3. Pages 1.CALL TO ORDER - 4:00 P.M. 2.ROLL CALL 3.PLEDGE OF ALLEGIANCE Councilmember Trubee 4.INSPIRATION Mayor Quintanilla 5.AWARDS, PRESENTATIONS, AND APPOINTMENTS 6.CITY MANAGER COMMENTS 7.MAYOR/COUNCILMEMBER REPORTS AND REQUESTS FOR ACTION 8.NONAGENDA PUBLIC COMMENTS This time has been set aside for the public to address the City Council on issues that are not on the agenda for up to three minutes. Speakers may utilize one of the three options listed on the first page of the agenda. Because the Brown Act does not allow the City Council to act on items not listed on the agenda, members may briefly respond or refer the matter to staff for a report and recommendation at a future meeting. 9.CONSENT CALENDAR All matters listed on the Consent Calendar are considered routine and may be approved by one motion. The public may comment on any items on the Consent Agenda within the three-minute time limit. Individual items may be removed by the City Council for a separate discussion. RECOMMENDATION: To approve the consent calendar as presented. 9.a APPROVAL OF CITY COUNCIL, SUCCESSOR AGENCY, AND HOUSING AUTHORITY MINUTES 9 RECOMMENDATION: Approve the Minutes of March 28, 2024. 9.b APPROVAL OF WARRANT REGISTERS 21 RECOMMENDATION: Approve the warrant registers issued for the period 3/20/2024 to 3/29/2024. 9.c ADOPTION OF A RESOLUTION ADOPTING A POLICY FOR CEREMONIAL PROCLAMATIONS AND RECOGNITIONS 49 RECOMMENDATION: Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ADOPTING A POLICY FOR CEREMONIAL PROCLAMATIONS AND RECOGNITIONS AND RESCINDING RESOLUTION NO. 2022-25.” City Council Meeting Page 2 of 856 9.d ACCEPTANCE OF A RESIGNATION FROM THE MARKETING COMMITTEE AND PARKS AND RECREATION COMMITTEE 55 RECOMMENDATION: With regret, accept the resignation of Jan Hulahan from the Marketing Committee. 1. With regret, accept the resignation of Gerald Dawson from the Parks & Recreation Committee. 2. 9.e APPOINTMENTS TO THE BUILDING BOARD OF APPEALS 57 RECOMMENDATION: Appoint John Greenwood, Lindsey Holt, and Nicholas Latkovic to the Building Board of Appeals for terms ending June 30, 2024. 9.f RATIFY LETTERS OF SUPPORT FOR THE CALIFORNIA STATE UNIVERSITY, SAN BERNARDINO, AND CITY OF INDIAN WELLS COMMUNITY PROJECT FUNDING REQUESTS 59 RECOMMENDATION: Ratify issuance of a letter of support for the California State University, San Bernardino (CSUSB), Community Project Funding request for the Artificial Intelligence and Virtual Reality Research and Retraining Center and Nursing Street Medicine Program. 1. Ratify issuance of a letter of support for the City of Indian Wells’ Community Project Funding request to rebuilding the Emergency Operation Center. 2. 9.g REQUEST FOR ADOPTION OF MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF PALM DESERT AND THE PALM DESERT EMPLOYEE ORGANIZATION EFFECTIVE MARCH 25, 2024, THROUGH JUNE 30, 2026 67 RECOMMENDATION: Approve the Memorandum of Understanding (MOU) between the City of Palm Desert and the Palm Desert Employee Organization (PDEO) effective March 25, 2024, through June 30, 2026. 1. Authorize the City Manager to take actions to implement the MOU between the City of Palm Desert and PDEO. 2. City Council Meeting Page 3 of 856 9.h APPROVE A PURCHASE AND SALE AGREEMENT BETWEEN THE CITY OF PALM DESERT AND GLEN M. KAMMERER AND SHERILL R. KAMMERER FOR AN APPROXIMATELY 1.01-ACRE SITE ON MOUNTAIN VIEW, ASSESSOR’S PARCEL NO. 637-300-023 71 RECOMMENDATION: Approve Purchase and Sale Agreement in substantial form for the acquisition of APN 637-300-023. 1. Authorize the Director of Finance to appropriate $1,640,359 from undesignated General Fund Reserve monies to Account No. 1104159-4219100 for the Mountain View Flood Infrastructure Improvements Project. 2. Authorize the City Attorney to make any necessary nonmonetary changes to agreements. 3. Authorize the City Manager to execute all documents necessary to effectuate this action. 4. 9.i APPROVE CHANGE ORDERS/AMENDMENT TO CONTRACTS NO. C44620A-E FOR ON-CALL FACILITIES REPAIRS & IMPROVEMENTS IN THE AMOUNT OF $1,500,000 (PROJECT NO. MFA00009) 95 RECOMMENDATION: Approve the increase of the annual aggregate amount to Contracts C44620A-E from $3,000,000 to $4,500,0000 for On-call Facilities Repairs & Improvements. 1. Authorize the City Manager to review and approve up to two, one- year extensions per vendor contract for an aggregated amount not to exceed $4,500,000. 2. Authorize the City Manager or designee to review and approve change orders for unanticipated conditions per Section 3.30.170 Section A of Ordinance No. 1335. 3. Authorize the City Manager to execute the change orders and amendments. 4. 9.j APPROVE AMENDMENT NO. 7 TO CONTRACT NO. C36620 WITH YMCA FOR MANAGEMENT OF THE PALM DESERT AQUATIC CENTER 107 RECOMMENDATION: Approve Amendment No. 7 to update the scope of work for Contract No. C36620 with the Family Young Men’s Christian Association of the Desert (“YMCA”), of Palm Desert, California. 1. Authorize the City Attorney to make any necessary nonmonetary changes to the amendment. 2. Authorize the City Manager to execute Contract No. C36627, Amendment No. 7 to Contract No. C36620. 3. 10.ACTION CALENDAR The public may comment on individual Action Items within the three-minute time limit. Speakers may utilize one of the three options listed on the first page of the agenda. City Council Meeting Page 4 of 856 10.a INTRODUCE AN ORDINANCE RELATIVE TO THE PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS AND MAKING FINDINGS UNDER CEQA 223 RECOMMENDATION: Introduce an Ordinance entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, REPLACING CHAPTER 3.30 IN ITS ENTIRETY AND RESCINDING ORDINANCES NO. 224, 423, 586, 927, 928, 986, 1162, 1166, 1204, 1229, 1276, 1317, 1335 AND 1392 RELATIVE TO THE PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS AND MAKING FINDINGS UNDER CEQA.” City Council Meeting Page 5 of 856 10.b SECOND AMENDED AND RESTATED DDLA, RELATED RESOLUTIONS, LOANS IN THE AMOUNT OF $1,965,539 AND $4,789,461 FROM THE AUTHORITY, AND ACTIONS RELATED TO CONVEYANCE OF THE PARCELS IDENTIFIED AS APN 694-120-028 AND A PORTION OF 694-120-029 FOR AFFORDABLE HOUSING 251 RECOMMENDATION: City Council: Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE CITY, AS SELLER, THE PALM DESERT HOUSING AUTHORITY, AS LENDER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/ BORROWER/ DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, AND TAKING RELATED ACTIONS.” 1. Housing Authority: Adopt a Resolution entitled, “A RESOLUTION OF THE PALM DESERT HOUSING AUTHORITY APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE AUTHORITY, AS LENDER, THE CITY OF PALM DESERT, AS SELLER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/ BORROWER/ DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, APPROPRIATING FUNDS IN CONNECTION THEREWITH, AND TAKING RELATED ACTIONS.” 2. Authorize the Authority to make two loans to the Developer for the purchase of the Property and construction of the Project ($1,965,539 for Phase I and $4,789,461 for Phase II), to be repaid from a percentage of residual receipts (i.e., net income) from the Project over the term of the loans, with any accrued interest and unpaid principal coming due 55 years from the completion of the Project, with such loans being secured by a subordinate deed of trust on the Project. 3. Authorize the Director of Finance to appropriate $6,755,000 from Unobligated Housing Asset Fund balance to the appropriate budget line item. 4. Authorize the Director of Finance to designate the proceeds of the sale of the City-owned property for the purpose of future affordable housing. 5. Authorize Mayor/Chairman, staff, and legal counsel to negotiate, execute and record agreements and necessary documents to effectuate the resolutions, including the conveyance of the Property, the funding commitments, and related actions for the Project as set forth in the Second Amended and Restated DDLA. 6. City Council Meeting Page 6 of 856 10.c ADOPT THE PALM DESERT BROADBAND FEASIBILITY AND MASTER PLAN STUDY AND APPROVE RELATED AMENDMENT 559 RECOMMENDATION: Adopt the Palm Desert Broadband Feasibility and Master Plan Study. 1. Approve Amendment 10 to Contract No. C41690 with HR Green in the amount of $19,884 for management of Request for Proposals (RFP) and grant processes related to broadband. 2. Direct staff to pursue grant funding for implementation of the adopted Broadband Master Plan. 3. Direct staff to release a Request for Proposals (RFP) to identify any partner agencies to execute the adopted Broadband Master Plan Study and middle-mile network. 4. 10.d ADOPTION OF A RESOLUTION ESTABLISHING PROCEDURES FOR THE APPOINTMENT OF THE MAYOR AND MAYOR PRO TEM 681 RECOMMENDATION: Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ESTABLISHING PROCEDURES FOR THE APPOINTMENT OF THE MAYOR AND MAYOR PRO TEM AND RESCINDING RESOLUTION NO. 2021-61.” 11.PUBLIC HEARINGS The public may comment on individual Public Hearing Items within the three- minute time limit. The applicant or appellant will be provided up to five minutes to make their presentation. Speakers may utilize one of the three options listed on the first page of this agenda. 11.a INTRODUCTION OF AN ORDINANCE TO ADOPT A ZONING ORDINANCE AMENDMENT TO IMPLEMENT RESIDENTIAL AND MIXED-USE OBJECTIVE DESIGN STANDARDS AND MAKING A FINDING OF EXEMPTION UNDER CEQA 687 RECOMMENDATION: Introduction of an Ordinance entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AMENDING THE PALM DESERT MUNICIPAL CODE TO ADD CHAPTER 25.42 – MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS AND AMENDING OTHER CHAPTERS OF THE ZONING ORDINANCE, AND MAKING A FINDING OF EXEMPTION UNDER CEQA” 12.INFORMATION ITEMS 13.ADJOURNMENT City Council Meeting Page 7 of 856 14.PUBLIC NOTICES Agenda Related Materials: Pursuant to Government Code §54957.5(b)(2) the designated office for inspection of records in connection with this meeting is the Office of the City Clerk, Palm Desert Civic Center, 73-510 Fred Waring Drive, Palm Desert. Staff reports for all agenda items considered in open session, and documents provided to a majority of the legislative bodies are available for public inspection at City Hall and on the City’s website at www.palmdesert.gov by clicking “Council Agenda” at the top of the page. Americans with Disabilities Act: It is the intention of the City of Palm Desert to comply with the Americans with Disabilities Act (ADA) in all respects. If, as an attendee or a participant at this meeting, or in meetings on a regular basis, you will need special assistance beyond what is normally provided, the city will attempt to accommodate you in every reasonable manner. Please contact the Office of the City Clerk, (760) 346-0611, at least 48 hours prior to the meeting to inform us of your needs and to determine if accommodation is feasible. AFFIDAVIT OF POSTING I, Níamh M. Ortega, Assistant City Clerk of the City of Palm Desert, do hereby certify, under penalty of perjury under the laws of the State of California, that the foregoing agenda for the Palm Desert City Council, Successor Agency for the Palm Desert Redevelopment Agency, and Housing Authority, was posted on the City Hall bulletin board and City website www.palmdesert.gov no less than 72 hours prior to the meeting. /S/ Níamh M. Ortega Assistant City Clerk City Council Meeting Page 8 of 856 1 Study Session of the Palm Desert City Council (CC), Successor Agency to the Palm Desert Redevelopment Agency (SARDA), and Housing Authority (HA) Minutes March 28, 2024, 3:00 p.m. Present: Mayor Pro Tem Jan Harnik, Councilmember Kathleen Kelly, Councilmember Gina Nestande, Councilmember Evan Trubee, Mayor Karina Quintanilla Pursuant to Assembly Bill 2449, this meeting was conducted by teleconference and there was in-person public access to the meeting location. 1. CALL TO ORDER - STUDY SESSION A Study Session of the Palm Desert City Council was called to order by Mayor Quintanilla on Thursday, March 28, 2024, at 3:05 p.m. in the Council Chamber, City Hall, located at 73-510 Fred Waring Drive, Palm Desert, California. 2. STUDY SESSION TOPICS 2.a REQUEST FOR FEEDBACK ON THE FORMATION OF A LIBRARY ADVISORY COMMITTEE AND A FOUNDATION Director of Library Services Shaffer narrated a PowerPoint presentation and responded to City Council inquiries. 2.b STUDY SESSION: UPDATE ON ANIMAL SERVICES CONTRACT WITH RIVERSIDE COUNTY ANIMAL SERVICES Development Services Director Cannone and Code Compliance Supervisor Rodriguez narrated a PowerPoint presentation and responded to City Council inquiries. 3. ADJOURNMENT The City Council adjourned the Study Session at 3:50 p.m. Respectfully submitted, _________________________ Níamh M. Ortega Assistant City Clerk/Assistant Secretary _________________________ Anthony J. Mejia, MMC City Clerk/Secretary Page 9 of 855 Page 10 of 855 Palm Desert City Council, Successor Agency to the Palm Desert Redevelopment Agency, and Housing Authority Regular Meeting Minutes March 28, 2024, 3:30 p.m. Present: Mayor Pro Tem Jan Harnik, Councilmember Kathleen Kelly, Councilmember Gina Nestande, Councilmember Evan Trubee, and Mayor Karina Quintanilla 1. CALL TO ORDER - CLOSED SESSION - 3:30 P.M. A Regular Meeting of the Palm Desert City Council was called to order by Mayor Quintanilla on Thursday, March 28, 2024, at 3:50 p.m. in the Council Chamber, City Hall, located at 73-510 Fred Waring Drive, Palm Desert, California. 2. PUBLIC COMMENT FOR CLOSED SESSION ITEMS ONLY None. 3. RECESS TO CLOSED SESSION Mayor Quintanilla adjourned to Closed Session at 3:51 p.m. 4. CLOSED SESSION AGENDA 4.a Closed Session Meeting Minutes: March 14, 2024 4.b Conference with Real Property Negotiations pursuant to Government Code Section 54956.8 4.b.1 Property Description: 73510 Fred Waring Drive and 74725 Hovley Lane E Agency: City of Palm Desert City Negotiator: Todd Hileman/Chris Escobedo/Eric Ceja Negotiating Parties: Crown Castle Under Negotiation: Price and Terms 4.b.2 Property Description: 73710 Fred Waring Drive; 73520 Fred Waring Drive; and 44400 Town Center Way Agency: City of Palm Desert City Negotiator: Todd Hileman/Chris Escobedo/Eric Ceja Negotiating Parties: N/A Under Negotiation: Price and Terms 4.c Conference with Labor Negotiators pursuant to Government Code Section 54957.6 Agency designated representatives: Todd Hileman/Chris Escobedo/Andrea Staehle Employee organization: Palm Desert Employees Organization Page 11 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 2 5. ROLL CALL - REGULAR MEETING - 4:00 P.M. Following the closed session, the Mayor Quintanilla resumed the regular City Council meeting at 4:32 p.m. 6. PLEDGE OF ALLEGIANCE Councilmember Kelly led the Pledge of Allegiance. 7. INSPIRATION Mayor Pro Tem Harnik provided words of inspiration. 8. REPORT OF CLOSED SESSION City Attorney Shah stated that no reportable actions were taken by the City Council. 9. AWARDS, PRESENTATIONS, AND APPOINTMENTS Felipe Ortiz, representing Assemblyman Greg Wallis, presented a proclamation to the City of Palm Desert recognizing its achievement as the first city in the State of California to become a Certified Autism Center. 10. CITY MANAGER COMMENTS None. 11 . MAYOR/COUNCILMEMBER REPORTS AND REQUESTS FOR ACTION Councilmembers reported on their attendance at various meetings and events. Councilmember Kelly congratulated the Joslyn Center for its efforts to become a Certified Autism Center, and thanked the Slaughter family for their generous donation of 10 acres of open land in the foothills of Palm Desert. 12. NON-AGENDA PUBLIC COMMENTS Brad Anderson, Rancho Mirage resident, suggested that public comment be taken at the study session, closed session should be at the end of regular session. Michael Nowacki, Palm Desert resident, urged the City Council to direct the City Manager to issue a "cease and desist" letter for non -compliance with a bingo license. 13. CONSENT CALENDAR Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik To approve the consent calendar excluding Items 13.e and 13.f. Motion Carried (5 to 0) Page 12 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 3 13.a APPROVAL OF CITY COUNCIL, SUCCESSOR AGENCY, AND HOUSING AUTHORITY MINUTES Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Approve the Minutes of March 14, 2024. Motion Carried (5 to 0) 13.b APPROVAL OF WARRANT REGISTERS Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Approve the warrant registers issued for the period 03/07/2024 to 03 /20/2024. Motion Carried (5 to 0) 13.c ADOPTION OF ORDINANCE NO. 1409 A NOTICE OF EXEMPTION UNDER CEQA AND APPROVE CHANGE OF ZONE 24-0001 TO CHANGE ZONING DESIGNATION OF THE PROPERTIES LOCATED AT 73600 ALESSANDRO DRIVE FROM DOWNTOWN EDGE TRANSITION OVERLAY (DE-O) TO DOWNTOWN EDGE (DE) Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Adopt Ordinance No. 1409 entitled “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ADOPTING A NOTICE OF EXEMPTION PURSUANT TO THE STATE OF CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) AND APPROVING A CHANGE OF ZONE FROM DE-O TO DE FOR THE PROPERTIES LOCATED AT 73600 ALESSANDRO DRIVE (ASSESSOR’S PARCEL NUMBERS 627-153-018, AND 627-153-019) CASE NO. CZ24-0001” Motion Carried (5 to 0) Page 13 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 4 13.d APPROVE CHANGE ORDER NO. 3 INCREASING CONTRACT NO. C41880 WITH MARIPOSA LANDSCAPES, INC., OF IRWINDALE, CALIFORNIA, IN AN ANNUAL AMOUNT NOT TO EXCEED $150,000 AND ADD MAINTENANCE SERVICES TO NON-LANDSCAPED AREAS (PROJECT NO. MLS00008) Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik 1. Approve Change Order No. 3 to increase Contract No. C41880 with Mariposa Landscapes, Inc. of Irwindale, California, in an annual amount of $150,000 and add maintenance services to non-landscaped areas for a total annual contract amount of $661,408.56. 2. Increase irrigation, plant, and related extra work and services to an annual amount of $125,000. 3. Authorize the Finance Director to appropriate prorated funds in the amount of $75,000 from Unobligated General Fund to Account No. 1104310-4332000, R/M Streets for Fiscal Year 2023/24. 4. Authorize the City Manager to approve change orders and amendments associated with this contract based on staff’s recommendations. 5. Authorize the City Manager or designee to execute said change order. Motion Carried (5 to 0) 13.g APPROVE CULTURAL ARTS COMMITTEE FISCAL YEAR 2024/25 WORK PLAN Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Approve the Cultural Arts Committee’s Fiscal Year 2024/25 Work Plan. Motion Carried (5 to 0) Page 14 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 5 13.h APPROVE A FINAL SETTLEMENT AGREEMENT WITH THE MILLENNIUM PALM DESERT HOMEOWNERS’ ASSOCIATION (GENESIS HOA) TO INSTALL PERIMETER LANDSCAPING AS REQUIRED IN THE ORIGINAL SUBDIVISION LANDSCAPE PLAN Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik 1. Approve a Final Settlement Agreement No. C47330 with the Millennium Palm Desert HOA for a one-time reimbursement of the installation of 33 perimeter trees in an amount not to exceed $20,265. 2. Authorize the City Attorney to make any necessary non -monetary changes to the agreement. 3. Authorize the City Manager to execute the agreement and any documents necessary to effectuate the actions taken herewith. Motion Carried (5 to 0) 13.i REJECT THE PROPOSAL TO PURCHASE A DIESEL STREET SWEEPER AND APPROVE THE PROPOSAL TO PURCHASE A CNG STREET SWEEPER FROM PB LOADER CORPORATION TO IMPROVE CITYWIDE ROADWAY AND PARKING LOT MAINTENANCE Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik 1. Reject previous request to purchase an Elgin Broom Bear Diesel Street Sweeper from Haaker Equipment Company of La Verne, California. 2. Authorize the purchase of a CNG Powered Street Chassis with XBroom (Street Sweeper) from PB Loader Corporation of Fresno, California, in the amount of $624,527.35. 3. Authorize the Director of Finance to set aside a contingency of $25,000 for any unforeseen fees and ancillary equipment. 4. Authorize the Finance Director to appropriate additional funds in the amount of $170,333.08 from unobligated Equipment Replacement Fund Balance to Account No. 5304310-4403000. 5. Authorize City Manager to approve the use of the contingency and any documents necessary to effectuate actions taken herewith. Motion Carried (5 to 0) Page 15 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 6 13.j ADOPT RESOLUTION NO. 2024-010 AUTHORIZING DESTRUCTION OF OBSOLETE RECORDS FROM THE FINANCE DEPARTMENT Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Adopt Resolution No. 2024-010 entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, SETTING FORTH ITS FINDINGS AND AUTHORIZING THE DESTRUCTION OF PAPER RECORDS FROM THE FINANCE DEPARTMENT, AS INDICATED ON THE RECORDS RETENTION SCHEDULE (ADOPTED DECEMBER 15, 2022). RECORDS FROM 1988-2018 (EXHIBIT A)" Motion Carried (5 to 0) 13.k APPROPRIATE FUNDS FOR NEW LIBRARY FACILITY PROJECT AND AWARD ARCHITECT CONTRACT NO. C47340 TO RICHÄRD KENNEDY ARCHITECTS FOR CONCEPTUAL DESIGN SERVICES (PROJECT NO. CFA00027) Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik 1. Award Contract No. C47340 to Richärd Kennedy Architects for Conceptual Design of New Library Facility in an amount not to exceed $514,865 ($499,865 Basic Services + $15,000 reimbursables). 2. Authorize the Director of Finance to set aside a contingency amount of $128,000 for unforeseen circumstances. 3. Authorize the Director of Finance to set aside $157,135 for pre- construction services by other consultants still to be determined. 4. Authorize the Director of Finance to appropriate funds in the amount of $800,000 from Uncommitted General Fund Reserves to Account Number 1104199-4501000 Inter-Fund Transfers Out. 5. Authorize the Director of Finance to transfer funds to the Library Transfer- In Account No. 4520000-391000 and appropriate expenditure of funds to Capital Projects Account No. 4524136-4400100 for this purpose. 6. Authorize the City Manager to review and approve written contract change orders requests per Section 3.30.170 of the Palm Desert Municipal Code. 7. Authorize the City Attorney to make any necessary non -monetary changes to the agreement. 8. Authorize the City Manager to execute the agreement and any documents necessary to effectuate the actions taken herewith. Motion Carried (5 to 0) Page 16 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 7 13.l AWARD CONTRACT NO. C47350 TO CAL-STRIPE, INC., FOR ON-CALL CITYWIDE STREET AND BIKE LANE STRIPING IMPROVEMENTS IN AN ANNUAL AMOUNT NOT TO EXCEED $450,000 (MST00002) Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik 1. Award a 27-month Contract No. C47350 to Cal-Stripe, Inc. for On-call Citywide Street and Bike Lane Striping Improvements in an annual amount not to exceed $450,000, with the option of two, one -year extensions. 2. Authorize the City Manager to review and approve written contract amendment and change order requests for unanticipated conditions per Section 3.30.170 of the Palm Desert Municipal Code. 3. Authorize the City Attorney to make any necessary non -monetary changes to the agreement. 4. Authorize the City Manager to execute the agreement and any documents necessary to effectuate the actions taken herewith. Motion Carried (5 to 0) CONSENT ITEMS HELD OVER 13.e AUTHORIZE AN AMENDMENT TO CONTRACT NO. A43790 WITH FG CREATIVE INCREASING COMPENSATION FOR PALM DESERT AQUATIC CENTER MARKETING SERVICES Public Affairs Manager Soule responded to City Council inquiries. Motion by: Mayor Pro Tem Harnik Seconded by: Councilmember Kelly 1. Authorize an amendment to Contract No. A43790 with FG Creative for Palm Desert Aquatic Center marketing services to increase compensation in the amount of $7,700. 2. Authorize the City Attorney to make any necessary nonmonetary changes to the agreement. 3. Authorize the City Manager to execute said agreement on behalf of the City. Motion Carried (5 to 0) Page 17 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 8 13.f AUTHORIZE AN AMENDMENT TO CONTRACT NO. C43370 TO INCREASE THE CITY'S CONTRACT WITH FG CREATIVE FOR EL PASEO PARKING & BUSINESS IMPROVEMENT DISTRICT MARKETING SERVICES Motion by: Mayor Pro Tem Harnik Seconded by: Councilmember Kelly 1. Authorize an amendment to Contract C43370 with FG Creative in the amount of $15,000. 2. Authorize the City Attorney to make any necessary nonmonetary changes to the agreement. 3. Authorize the City Manager to execute said agreement on behalf of the City. Motion Carried (5 to 0) 14. ACTION CALENDAR 14.a APPROVE AN EMERGENCY GRANT PROGRAM IN AN AGGREGATE AMOUNT NOT TO EXCEED $1,500,000 FOR COMMERCIAL PROPERTY OWNERS AND HOMEOWNERS ASSOCIATIONS LOCATED ALONG INTERSTATE 10 AND AFFECTED BY TROPICAL STORM HILARY Public Works Deputy Director Chavez narrated a PowerPoint presentation and responded to City Council inquiries. Motion by: Councilmember Nestande Seconded by: Mayor Pro Tem Harnik 1. Approve emergency grant program in an aggregate amount not to exceed $1,500,000 for commercial property owners and homeowners associations located along Interstate 10 and impacted by Tropical Storm Hilary. 2. Authorize the Finance Director to appropriate funds in the amount of $1,500,000 from General Fund Emergency Reserves to Account No. 1104159-4219100. 3. Authorize the City Attorney to prepare all necessary documents and make any non-monetary changes to the agreement. 4. Authorize City Manager to execute agreements and any documents necessary to effectuate actions taken herewith. Motion Carried (5 to 0) Page 18 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 9 14.b APPROVE REPLACEMENT OF A BRONZE PLAQUE AT THE DESERT HOLOCAUST MEMORIAL Economic Development Deputy Director Lawrence presented a staff report and responded to City Council inquiries. Motion by: Councilmember Kelly Seconded by: Councilmember Nestande Approve replacement of a bronze plaque at the Desert Holocaust Memorial. Motion Carried (5 to 0) 14.c APPROVE PLACEMENT OF PEACE POLE AT THE COMMUNITY ROSE GARDEN IN CIVIC CENTER PARK Economic Development Deputy Director Lawrence presented a staff report and responded to City Council inquiries. Motion by: Councilmember Trubee Seconded by: Councilmember Nestande Approve Placement of Peace Pole at the Community Rose Garden in Civic Center Park. Motion Carried (5 to 0) 14.d RESOLUTION NO. 2024-011 ESTABLISHING PROCEDURES FOR THE SELECTION OF THE MAYOR AND MAYOR PRO TEM City Clerk Mejia narrated a PowerPoint presentation and responded to City Council inquiries. Motion by: Councilmember Kelly Seconded by: Mayor Pro Tem Harnik Direct staff to proceed with preparing a seniority-based rotation, and to evaluate whether there are any unknown issues related to th e policy for consideration at a future meeting. Motion Carried (4 to 0), with Mayor Quintanilla abstaining. 15. PUBLIC HEARINGS None. 16. INFORMATION ITEMS None. Page 19 of 855 Palm Desert City Council Meeting Minutes March 28, 2024 10 17. ADJOURNMENT The City Council adjourned at 5:56 p.m. Respectfully submitted, _________________________ Níamh M. Ortega Assistant City Clerk/Assistant Secretary _________________________ Anthony J. Mejia, MMC City Clerk/Secretary Page 20 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/20/2024 - 3/31/2024 City of Palm Desert Account Number 03/20/202400001504 Amazon Capital Services Inc.W1 Planning Com. Water Bottle43063001104111 1443L9QPJ7Y9 17.86 03/20/202402002359 QUINTANILLA, KARINAW1 Env. Policy 3.22.24 K. Quintan11501001100000 ADV MEI 3.22.24 111.00 03/20/202402002359 QUINTANILLA, KARINAW1 Env. Pol. 3.22.24 K. Quintanil11501001100000 ADV LDG 3.22.24 288.00 03/20/202402002359 QUINTANILLA, KARINAW1 Env. Pol. 3.22.24 K. Quintanil11501001100000 ADV MILE 3.22.24 180.90 Examined and Approved Total For Bank ID - W1 597.76City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 1Page City and Housing DocuSign Envelope ID: 0FE31934-EB45-4805-9A10-38D0E37A120E Page 21 of 855 Page 22 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202400001505 AMS CONNECTW1 R/M ALARM - CITY HALL43310001104340 4250079 154.00 03/22/202400001506 BEST BEST & KRIEGER LLPW1 MONTHLY RETAINER THRU 2/2443015001104120 990220 25,714.00 03/22/202400001506 BEST BEST & KRIEGER LLPW1 Article 34 LGL 2/2443015001104121 990130 1,636.80 03/22/202400001506 BEST BEST & KRIEGER LLPW1 HA LGL 2/2443015008714195 990130 1,864.40 03/22/202400001507 CORONA CLAY COMPANYW1 FREEDOM PARK FIELD STORM REPAI42191001104159 15358 4,368.75 03/22/202400001508 FG CREATIVE INCW1 PADDLE.NET* INISEVLTD43090002424549 10213 28.66 03/22/202400001508 FG CREATIVE INCW1 Retainer: monthly43090002424549 10213 950.00 03/22/202400001508 FG CREATIVE INCW1 Retainer: Strategic planning s43090002424549 10213 2,500.00 03/22/202400001508 FG CREATIVE INCW1 Online Advertising: Develop43090002424549 10213 1,500.00 03/22/202400001508 FG CREATIVE INCW1 Graphic Design:43090002424549 10213 500.00 03/22/202400001508 FG CREATIVE INCW1 Website Design and Updates43090002424549 10213 300.00 03/22/202400001508 FG CREATIVE INCW1 Retaininer: Mo Acct FB2443090002424549 10207 600.00 03/22/202400001508 FG CREATIVE INCW1 Public Relations FB2443090002424549 10207 500.00 03/22/202400001508 FG CREATIVE INCW1 Graphic Design FB2443090002424549 10207 200.00 03/22/202400001508 FG CREATIVE INCW1 Website Design & support FB2443090002424549 10207 300.00 03/22/202400001508 FG CREATIVE INCW1 Merchant Business 2/202443090001104430 10212 1,500.00 03/22/202400001509 IDEA PEDDLER LLCW1 Strategy & Acct Mgm Mar2443090001104417 2424 4,416.66 03/22/202400001509 IDEA PEDDLER LLCW1 Public Relations - Mar2443090001104417 2426 2,916.66 03/22/202400001509 IDEA PEDDLER LLCW1 Media Management - Mar2443090001104417 2427 4,416.66 03/22/202400001509 IDEA PEDDLER LLCW1 Social Media - Mar2443090001104417 2425 2,416.66 03/22/202400001510 INTERWEST CONSULTING GROUP INC.W1 PD UNSP UPDATE-JAN 2443005001104470 204992 9,787.44 03/22/202400001511 MICHAEL BAKER INTERNATIONAL INCW1 ENGINEERING SERVICES FOR THE50001032134633 1205591 18,409.85 03/22/202400001512 MUIR , SHAWNW1 2024 CPRS CONF MILEAGE -SM43115001104614 2024 CPRS-SM 17.29 03/22/202400001512 MUIR , SHAWNW1 2024 CPRS CONFERENCE REIMB -SM43120001104614 2024 CPRS-SM 415.00 03/22/202400001513 OTIS ELEVATOR COW1 MR24 ELEVATOR SVC SHERIFF CTR43695005104195 100401465738 210.05 03/22/202400001514 PALM DESERT CHAMBER OF COMMERCEW1 Business Breakfast 3/12/2443125001104430 75069 30.00 03/22/202400001514 PALM DESERT CHAMBER OF COMMERCEW1 Chamber Mixer LQ43125001104430 74987 10.00 03/31/2024Report Date 1Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 23 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202400001515 PALM DESERT PACIFIC OWNER LLCW1 MALL CAM CHARGES JAN 2443310004254430 CAM012024 6,713.74 03/22/202400001515 PALM DESERT PACIFIC OWNER LLCW1 MALL CAM CHARGES FEB 2443310004254430 CAM022024 6,713.74 03/22/202400001515 PALM DESERT PACIFIC OWNER LLCW1 MALL CAM CHARGES DEC 2343310004254430 CAM122023 6,713.74 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 City LGL SVC - 1/2443015001104121 246803 649.28 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 MALL LGL SVC -1/2443093001104159 246803 51.94 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 HA LGL SVC-1/2443015008714195 246802 2,119.00 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 Arc Village LGL SVC - 1/2443015008734195 246802 286.95 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 UHC LGL SVC - 1/2443015008734195 246802 1,302.30 03/22/202400001516 RICHARDS WATSON & GERSHON INCW1 HAF LGL SVC - 1/2443015008734195 246802 6,379.08 03/22/202400001517 SIGNARAMAW1 FULL REFUND EASE24-000132211001100000 EASE24-0001 468.00 03/22/202400001518 STAPLES BUSINESS ADVANTAGEW1 Staples March42110001104417 3561717387 50.33 03/22/202400001518 STAPLES BUSINESS ADVANTAGEW1 6 Clear Folders S.Kolbeck42110001104150 3561224392 8.89 03/22/202400001518 STAPLES BUSINESS ADVANTAGEW1 Supplies for supply room42110001104159 3561224392 36.70 03/22/202400001518 STAPLES BUSINESS ADVANTAGEW1 Art & essay Suppl42110001104430 3559384865 22.42 03/22/202400001518 STAPLES BUSINESS ADVANTAGEW1 Art&Essay Supplies42110001104430 3559384866 40.77 03/22/202400001519 VINTAGE ASSOCIATESW1 August '23 Weather Event: Park42191001104159 231411 1,110.00 03/22/202400001519 VINTAGE ASSOCIATESW1 August '23 Weather Event: Park42191001104159 232258 9,040.35 03/22/202400001519 VINTAGE ASSOCIATESW1 August '23 Weather Event: Park42191001104159 232261 7,782.92 03/22/202400001519 VINTAGE ASSOCIATESW1 FB24 LMA 16 LANDSE MAINT-PARKS43320011104611 232141 26,098.00 03/22/202400001519 VINTAGE ASSOCIATESW1 LMA 16 COURT MAINT - PARKS43325011104611 232141 1,135.00 03/22/202400001519 VINTAGE ASSOCIATESW1 LMA 16 LANDSCAPE MAINT - COMM43910001104611 232141 837.00 03/22/202400001519 VINTAGE ASSOCIATESW1 LMA 16 LANDSCAPE MAINT - HAYST43320002764374 232141 3,650.00 03/22/202400001519 VINTAGE ASSOCIATESW1 LMA 16 - UNIVERSITY PARKS43320011104611 232141 2,200.00 03/22/202400001520 VITAC CORPORATIONW1 Live Captioning Services for C43620011104190 INVVIT121713 472.50 03/22/202400001521 Zoho CorporationW1 Manage Svc Desk Plus remai bal43620011104190 2397588 450.00 03/22/202402002361 ACCURATE FIRST AID SERVICESW1 FIRST AID SUPPLIES - CORPYARD42190001104330 C-2210 218.94 03/22/202402002361 ACCURATE FIRST AID SERVICESW1 FIRST AID SUPPLIES - CORPYARD42190001104330 C-2322 131.36 03/31/2024Report Date 2Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 24 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202402002361 ACCURATE FIRST AID SERVICESW1 FIRST AID SUPPLIES - CORPYARD42190001104330 C-2359 148.11 03/22/202402002362 AIR & HOSE SOURCE INCW1 STREET MAINT SUPPLIES42190001104310 542568 69.60 03/22/202402002363 BECK OIL INCW1 SUPPLY OF GAS AND DIESEL FUEL42170001104331 101963 4,946.38 03/22/202402002364 BLINDS ETC.W1 BLINDS INSTALL - PW OFFICES43310001104340 24353 490.15 03/22/202402002365 BSN SPORTS LLCW1 SOCCER GOAL/NETS - PARKS42190001104611 924634261 4,696.58 03/22/202402002366 C A P I OW1 Webinar - Special Events43120001104430 20521 45.00 03/22/202402002367 CALIFORNIA BUILDING OFFICIALSW1 Webinar J. Finley & D. Olson43120001104420 17359 160.00 03/22/202402002367 CALIFORNIA BUILDING OFFICIALSW1 CALBO ABM Esmeralda-J. Finley43125001104420 17358 645.00 03/22/202402002367 CALIFORNIA BUILDING OFFICIALSW1 CALBO ABM Esmeralda-D. Olson43125001104420 17358 430.00 03/22/202402002368 CASH, PETTYW1 Soroptimist event 3/08/2443125001104150 CHAVEZ 3/11/24 60.00 03/22/202402002368 CASH, PETTYW1 livescan43056001104154 CARRANZA 2/29/24 62.00 03/22/202402002368 CASH, PETTYW1 mileage 1/30/2443115001104190 SANTOS 2/21/24 129.04 03/22/202402002368 CASH, PETTYW1 Art & Essay - Stationery42110001104430 DEBBIE 2/29/24 46.32 03/22/202402002368 CASH, PETTYW1 Pictures for 2024 student Art42190004364650 DEBBIE 3/17/24 20.58 03/22/202402002368 CASH, PETTYW1 Local Meetings43125004364650 LAWRENCE 2/28/24 48.08 03/22/202402002369 COACHELLA VALLEYW1 iHUB Furniture & Equipment par44001004254430 3946 10,000.00 03/22/202402002370 COACHELLA VALLEY WATER DIST.W1 21 CONSTRUCTION JAN2443510001104310 820221768036JN24 228.76 03/22/202402002370 COACHELLA VALLEY WATER DIST.W1 21 CONSTRUCTION FEB2443510001104310 820221768036FB24 177.24 03/22/202402002370 COACHELLA VALLEY WATER DIST.W1 68 CONSTRUCTION FEB2443510001104310 306749767878FB24 340.94 03/22/202402002371 CONSOLIDATED ELECTRICALW1 R/M BLDG SUPPLIES - CITY HAL43310001104340 5725-1107677 174.56 03/22/202402002371 CONSOLIDATED ELECTRICALW1 R/M BLDG SUPPLIES - CITY HALL43310001104340 5725-1113135 101.50 03/22/202402002371 CONSOLIDATED ELECTRICALW1 R/M LIGHTING - CITY HALL43310001104340 5725-1115650 125.74 03/22/202402002371 CONSOLIDATED ELECTRICALW1 R/M BUILDING SUPPLIES - CREDIT43310001104610 5725-1105076 -514.68 03/22/202402002371 CONSOLIDATED ELECTRICALW1 BLDG SUPPLIES - SHERIFF CENTER43695005104195 5725-1111994 375.79 03/22/202402002372 CSMFOW1 23/24 CSMFO Plaque Award43610001104150 INV-1114 50.00 03/22/202402002373 DANIEL HURTADOW1 Mileage 2/20-2/23/24 D Hurtado43115001104159 EMERCON02.20.24 353.22 03/22/202402002374 DATA TICKET INCW1 CITATTION PROCESSING FEB-2443090001104422 162800 344.81 03/31/2024Report Date 3Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 25 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202402002375 Desert Sewer Supply IncW1 STREET MAIN SUPPLIES42190001104310 31795 556.02 03/22/202402002376 DESERT TREE SPRAYINGW1 FEB24 RODENT CONTROL - CC PARK43320011104610 2625 290.00 03/22/202402002376 DESERT TREE SPRAYINGW1 FEB24 RODENT CONTROL - PARKS43320011104611 2625 275.00 03/22/202402002376 DESERT TREE SPRAYINGW1 FEB24 RODENT CONTROL - GARDENS43910001104611 2625 80.00 03/22/202402002376 DESERT TREE SPRAYINGW1 FEB24 RODENT CONTROL - ENTRADA43921011104614 2625 130.00 03/22/202402002376 DESERT TREE SPRAYINGW1 FEB24 RODENT CONTROL - K/B43321002854374 2625 80.00 03/22/202402002377 DOKKEN ENGINEERINGW1 PROVIDE ENGINEERING AND44001002134359 45464 1,960.00 03/22/202402002378 ESCRIBE SOFTWARE LTD.W1 Agenda Management Software43620011104190 5840 17,640.00 03/22/202402002378 ESCRIBE SOFTWARE LTD.W1 Agenda Management Software43620011104190 5849 10,010.00 03/22/202402002379 EXCEL LANDSCAPE INCW1 STORM CLEANUP - FREEDOM42191001104159 108211 5,950.25 03/22/202402002380 FIDELITY NATIONAL TITLE COMPANYW1 Title Land Dnt 628-030-011&00943090001104430 30092537 2,180.00 03/22/202402002381 GANNETT CALIFORNIA LOCALIQW1 Legal Adv. Feb2443210001104111 0006276061 3,808.44 03/22/202402002382 GLS USW1 BBK Law Shipment43660001104150 5244909 3.80 03/22/202402002383 GREAT WESTERN INSTALLATIONSW1 R/M UNIVERSITY PARK43325011104611 2311109 1,995.00 03/22/202402002384 HYDRATE HQW1 WATER COOLER RENTAL43090001104340 CASD2277 590.00 03/22/202402002385 INTERNATIONAL ECONOMICW1 2024/25 Renewal IEDC43630001104430 292168IEDC2024 341.25 03/22/202402002386 IPERMITW1 REFUND 80% HVRC23-069932211001100000 HVRC23-0699 127.20 03/22/202402002387 JTB SUPPLY COMPANY INC.W1 PURCHASE OF TRAFFIC EQUIPMENT43325001104250 112917 2,183.44 03/22/202402002387 JTB SUPPLY COMPANY INC.W1 PURCHASE OF TRAFFIC EQUIPMENT43325001104250 112917 19.20 03/22/202402002388 KINCAID INDUSTRIES INCW1 R/M PLUMBING - FIRE STATION 3343310002304220 5357 300.00 03/22/202402002388 KINCAID INDUSTRIES INCW1 R/M PLUMBING - AQUATIC CTR43311012424549 5354 300.00 03/22/202402002388 KINCAID INDUSTRIES INCW1 R/M PLUMBING - SHERIFF CTR43695005104195 5369 300.00 03/22/202402002389 LAUTZENHISER'S STATIONERY INCW1 Minute Paper42110001104111 13095 651.65 03/22/202402002390 LOCK SHOP INC.W1 Shadw Mntn Lock servi43090001104430 117729 110.00 03/22/202402002390 LOCK SHOP INC.W1 DOOR LOCK SRVS - CORPYARD43310001104330 E628237 406.67 03/22/202402002390 LOCK SHOP INC.W1 DOOR LOCK SRV - PARKS43310001104611 A135774 165.89 03/22/202402002391 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 996714-013024 764.65 03/31/2024Report Date 4Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 26 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202402002392 M & M SWEEPING INC.W1 JAN24 RES/COM ST SWEEPING43320001104310 66586 15,897.08 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - CY43310001104330 66586 340.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - CC PARK43321001104610 66586 764.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - PARKS43325011104611 66586 616.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - ENTRADA43921011104614 66586 247.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - AQUATIC43311012424549 66586 140.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - PRESIDE43091032774373 66586 593.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - PRESIDE43091032824373 66586 458.00 03/22/202402002392 M & M SWEEPING INC.W1 PARKING LOT SWEEPING - PARKVIE43696015104195 66586 188.00 03/22/202402002393 MEJIA, ANTHONYW1 Nestande Condolence Flowers42110001104110 MEJIA 3.8.24 177.79 03/22/202402002394 MILLER, BRIDGET MAEW1 Art Essay Award Ceremony Photo43092004364650 00761 300.00 03/22/202402002395 MMASCW1 Firehouse Lunch43125001104430 9161 15.00 03/22/202402002396 MOWERS PLUS INCW1 EQUIPMENT PURCHASE - CORPYARD44040001104331 290304 2,363.61 03/22/202402002397 OMNIS INCW1 PARKING LOT PAVEMENT MGMT43320001104313 24008 4,565.00 03/22/202402002398 PBK ARCHITECTS INCW1 FS 102 - NS FIRE STATION44001002354270 PP#10 17,436.11 03/22/202402002399 POWELL, ERICAW1 Office Supplies42110001104430 STAPLES ART ESSA 46.32 03/22/202402002399 POWELL, ERICAW1 Art Essay Award Cerem cookie43125004364650 ALBERTSONS ERICA 82.24 03/22/202402002400 POWERSTRIDE BATTERY COMPANY INCW1 TRAFFIC SIGNAL BATTERIES43325001104250 P699969 165.31 03/22/202402002401 Riverside County OfficeW1 Spons EconForcst Silvr 4/18/2443120001104430 2024-24 1,000.00 03/22/202402002402 SAM'S FENCE COMPANYW1 SUPPLY SNOW FENCE43320001104310 20950 4,396.22 03/22/202402002403 SENGA ENERGY LLCW1 REFUND 80% SOLR23-104032211001100000 SOLR23-1040 211.20 03/22/202402002404 STEVE OLSONW1 BOOT REIM S. OLSON 02232443915001104420 BOOTREIM 22324SO 250.00 03/22/202402002405 SUNBELT RENTALS INCW1 DUMP TRUCK RENTAL43430001104310 147778797-0001 2,955.60 03/22/202402002405 SUNBELT RENTALS INCW1 RENTAL EQ FOR LIC A TESTING43430001104310 147671243-0001 1,019.76 03/22/202402002405 SUNBELT RENTALS INCW1 CREDIT FOR RENTAL EQ43430001104310 147671243-0002 -564.35 03/22/202402002406 SUNPOWER CORPORATION SYSTEMW1 REFUND 80% SOLR23-095932211001100000 SOLR23-0959 211.20 03/22/202402002407 SUNRUN INSTALLATION SERVICES INCW1 REFUND 80% SOLR23-103932211001100000 SOLR23-1039 211.20 03/31/2024Report Date 5Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 27 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202402002408 SUPERIOR READY MIX CONCRETEW1 STREET MAINT SUPPLIES42190001104310 404133 428.79 03/22/202402002409 THE RETAIL COACH LLCW1 Retail Mkt Analysis - Instl 443090001104430 5194 4,583.00 03/22/202402002409 THE RETAIL COACH LLCW1 Retail Mkt Analysis - Instll 343090001104430 5155 4,583.00 03/22/202402002410 TOPS N BARRICADES INC.W1 STREET AND TRAFFIC SUPPLIES42190001104310 1103348 151.22 03/22/202402002410 TOPS N BARRICADES INC.W1 RAIN JACKETS42190001104614 1105102 422.66 03/22/202402002411 UNITED STORM WATER INC.W1 CATCH BASIN / DRAIN43320004204314 SW41271 171,135.50 03/22/202402002412 VALLEY TRACTOR AND FORKLIFTW1 EQUIP REPAIRS - LIGHT TOWERS43340001104331 4989 577.95 03/22/202402002413 VARIETY-THE CHILDREN'SW1 Jan Harnik-Women of Wonder43886001104800 WOMEN OF WONDER 125.00 03/22/202402002413 VARIETY-THE CHILDREN'SW1 Evan Trubee-Women of Wonder43886001104800 WOMEN OF WONDER 125.00 03/22/202402002414 WAXIEW1 JANITORIAL SUPPLIES42190001104340 82199648 56.75 03/22/202402002415 WEST COAST ARBORISTS INCW1 August '23 Weather Event: Tree42191001104159 211492 20,132.00 03/22/202402002416 XPRESS GRAPHICSW1 MAILERS FOR WALK N ROLL PRJCT50001032134633 #24-60185 851.75 03/22/202402002417 ZUMAR INDUSTRIES INC.W1 SHIPPING COST - SIGNS42190001104310 8783FRT1 202.34 03/22/202402002417 ZUMAR INDUSTRIES INC.W1 STREET MAINT SUPPLIES42190001104310 8871 868.65 Examined and Approved Total For Bank ID - W1 503,647.91City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 6Page City and Housing DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 28 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/22/2024 - 3/31/2024 City of Palm Desert Account Number 03/22/202400002528 RICHARDS WATSON & GERSHON INCW3 SA Bonds LGL SVC -1/2443015007034121 246802 22.07 03/22/202400002529 US BANKW3 2017A US BANK FEES 7/24-1/2514301007030000 7234037 1,458.33 03/22/202400002529 US BANKW3 2017B US BANK FEES 7/24-1/2514301007030000 7234037 1,458.33 03/22/202400002529 US BANKW3 2017A US BANK FEES 2/24-6/2443090007034195 7234037 1,041.67 03/22/202400002529 US BANKW3 2017B US BANK FEES 2/24-6/2443090007034195 7234037 1,041.67 Examined and Approved Total For Bank ID - W3 5,022.07City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 7Page Successor Agency DocuSign Envelope ID: 4C9DB7F0-AF2D-487F-8CAD-8EDB72BE37A3 Page 29 of 855 Page 30 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/25/2024 - 3/31/2024 City of Palm Desert Account Number 03/25/202402002418 RIELY OSMONDW1 TOT Reimbursement31883001100000 TOT REIMB-OSMOND 4,254.61 03/25/202402002418 RIELY OSMONDW1 TOT Accrued Interest Reimb31998001100000 TOT REIMB-OSMOND 13.86 03/25/202402002418 RIELY OSMONDW1 TOT Late Penalty Reimb31998001100000 TOT REIMB-OSMOND 138.55 03/25/202402002418 RIELY OSMONDW1 ACH Processing Fee43630001104159 TOT REIMB-OSMOND 130.64 Examined and Approved Total For Bank ID - W1 4,537.66City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 1Page City and Housing DocuSign Envelope ID: AB0BAABD-F4D1-49AE-95FF-BF0ACEB32C74 Page 31 of 855 Page 32 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202400001523 AETNA RESOURCES FOR LIVINGW1 APR 2024 Employee Assistance43090001104154 E0313852 173.75 03/29/202400001524 AIR EXCHANGE INCW1 R/M PLYMOVENT EXHAUST SYSTEM43310002304220 91611061 600.45 03/29/202400001524 AIR EXCHANGE INCW1 R/M PLYMOVENT EXHAUST SYSTEM43310002304220 91611055 1,167.52 03/29/202400001525 ALZHEIMERS COACHELLA VALLEYW1 Harnik ACV Endless Poss. Reg.43886001104800 3.13.24 250.00 03/29/202400001526 AVENU MUNISERVICES LLCW1 TOT Compliance Review 202443090001104159 INV06-018108 67,527.62 03/29/202400001527 CDW LLCW1 FY2324 Monitor Replacement44040005304190 QG86173 254.50 03/29/202400001527 CDW LLCW1 Adapter Traffic42120001104190 PZ77794 106.88 03/29/202400001527 CDW LLCW1 2/1/24-2/29/24 AWS Consumption43620011104190 ZR00461582 699.51 03/29/202400001527 CDW LLCW1 FY2324 speaker/webcam Replace44040005304190 QF03048 18.76 03/29/202400001527 CDW LLCW1 FY2324 2 Laptops Replacement44040005304190 QC59044 2,223.87 03/29/202400001527 CDW LLCW1 FY2324 screen/stand Replace44040005304190 QC83316 2,116.99 03/29/202400001527 CDW LLCW1 FY2324 Phone Case Replacement44040005304190 QC59503 37.64 03/29/202400001527 CDW LLCW1 Dec23 AWS Consumption43620011104190 ZR00440425 672.17 03/29/202400001527 CDW LLCW1 Nov23 AWS Consumption43620011104190 ZR00429714 660.22 03/29/202400001527 CDW LLCW1 FY2324 speaker/webcam Replace44040005304190 QF03048 253.29 03/29/202400001528 CORONA CLAY COMPANYW1 FREEDOM PARK FIELD STORM R/M42191001104159 15460 4,368.75 03/29/202400001529 DESERT PUBLICATIONS INCW1 Fashion Week El Paseo 202443062011104800 993721 300,000.00 03/29/202400001530 FEDERAL EXPRESS CORP.W1 ICSC Lockbox43660001104110 8-431-83814 14.95 03/29/202400001530 FEDERAL EXPRESS CORP.W1 HDL Biz Lic Renewals43660001104422 8-431-83814 36.01 03/29/202400001530 FEDERAL EXPRESS CORP.W1 OVERNIGHT SHIP FOR DEPOSIT43660001104422 8-439-00196 44.25 03/29/202400001531 FIRSTCHOICE COFFEE SERVICEW1 COFFEE AND KITCHEN SUPPLIES42190001104340 736201 120.00 03/29/202400001532 HIGH TECH IRRIGATION INC.W1 IRRIGATION SUPPLIES - CC PARK43320011104610 784739 256.74 03/29/202400001532 HIGH TECH IRRIGATION INC.W1 PESTICIDES - ELDORADO43370011104614 784000 24.03 03/29/202400001533 HORIZON PROFESSIONAL LANDSCAPEW1 EXTRA WORK - PP I / II43321002774373 6694 1,280.00 03/29/202400001534 HR GREEN PACIFIC INCW1 TRAFFIC ENGINEERING / DESIGN50009062134250 172666 11,512.00 03/29/202400001535 IDEA PEDDLER LLCW1 Media Buys - February43221001104417 2439 83,262.98 03/29/202400001536 KEYSER MARSTON ASSOCIATES INCW1 Financial Analysis of UHC proj43090008734195 0038169 442.50 03/31/2024Report Date 1Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 33 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202400001537 KIMLEY-HORN AND ASSOCIATES INC.W1 Rail Station Feb '2443090001104430 27364532 61,032.46 03/29/202400001537 KIMLEY-HORN AND ASSOCIATES INC.W1 TRAFFIC OPERATION - AMEND 250009072134250 27443329 26,254.60 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 EXTRA WORK - LMA 9 MEDIANS43370011104614 106782 378.00 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 LMA 1 ALLOWABLE EXTRA WORK43370011104614 105707 3,115.43 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 LMA 1 ALLOWABLE EXTRA WORK43370011104614 106070 2,622.56 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 LMA 1 ALLOWABLE EXTRA WORK43370011104614 106863 1,468.03 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 LMA 1 ALLOWABLE EXTRA WORK43370011104614 106866 3,273.79 03/29/202400001538 MARIPOSA LANDSCAPES INCW1 EXTRA WORK - ENTRADA DEL PASEO43921011104614 106025 788.85 03/29/202400001539 MARKS ARCHITECTS INCW1 ENG / DESIGN - PARKVIEW44001005104361 3023002.05 25,000.00 03/29/202400001540 OPENGOV INCW1 OMS Plus (50 users)7/24-11/2414301001100000 INV12945 19,859.02 03/29/202400001540 OPENGOV INCW1 OMS Plus (50 users)12/23-6/2443620011104190 INV12945 27,802.64 03/29/202400001541 OTIS ELEVATOR COW1 LATE FEES43090001104330 L10000058233 128.36 03/29/202400001541 OTIS ELEVATOR COW1 ELEVATOR SVC SHERIFF SUBST43695005104195 100401497202 210.05 03/29/202400001542 PALM DESERT CHAMBER OF COMMERCEW1 KQ, JH, KK PDACC Breakfast43125001104110 75068 90.00 03/29/202400001543 PURE WATER PARTNERS LLCW1 LATE FEES - CORP YARD43090001104330 1675987 104.00 03/29/202400001543 PURE WATER PARTNERS LLCW1 LATE FEES - CITY HALL43090001104340 1675987 104.00 03/29/202400001543 PURE WATER PARTNERS LLCW1 LATE FEES - FIRE STATIONS43310002304220 1675987 104.00 03/29/202400001543 PURE WATER PARTNERS LLCW1 3 WATER DISPENSERS - CORPYARD43090001104330 1675987 223.05 03/29/202400001543 PURE WATER PARTNERS LLCW1 3 WATER DISPENSERS - CITY HALL43090001104340 1675987 223.05 03/29/202400001543 PURE WATER PARTNERS LLCW1 1 WATER DISPENSER - PORTOLA CC43090001104344 1675987 74.35 03/29/202400001543 PURE WATER PARTNERS LLCW1 3 WATER DISPENSERS - FIRE STAT43310002304220 1675987 223.05 03/29/202400001544 SAME DAY EXPRESSW1 Maintenance of City's permanen43372004364650 030124 4,600.00 03/29/202400001545 SANT MADEW1 Website Hosting & Maintenance43620011104190 1002 700.00 03/29/202400001546 SHI INTERNATIONAL CORPORATIONW1 Cloud based dis Main JL24-FB2514301001100000 B18044637 4,833.80 03/29/202400001546 SHI INTERNATIONAL CORPORATIONW1 Cloud based disaster recovery43620011104190 B18044637 37,700.94 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 OFFICE SUPPLIES - CITY HALL42110001104300 3561224429 75.30 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 OFFICE SUPPLIES - CITY HALL42110001104300 3561717336 98.24 03/31/2024Report Date 2Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 34 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 OFFICE SUPPLIES - CITY HALL42110001104300 3561717335 12.19 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 OFFICE SUPPLIES - CITY HALL42110001104300 3561717334 105.65 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 Whiteboard & Notebook Sullivan42110001104150 3561717325 60.48 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 Supplies for Supply Room42110001104159 3561717326 50.94 03/29/202400001547 STAPLES BUSINESS ADVANTAGEW1 Supplies for Supply Room42110001104159 3561717324 46.19 03/29/202400001548 THE ALTUM GROUPW1 ENG/DESIGN SRVS - ADA CAHUILLA43880002204800 9300 6,931.08 03/29/202400001548 THE ALTUM GROUPW1 DW "PARCEL A" PARKING LOT48092004414195 9301 668.00 03/29/202400001549 VERIZON WIRELESS SERVICES LLCW1 Sheriff Tower Dump-24142469043042001104210 9022349681 160.00 03/29/202400001549 VERIZON WIRELESS SERVICES LLCW1 EOC FEB08-MAR0722899501100000 9958516147 64.50 03/29/202400001550 VINTAGE ASSOCIATESW1 LMA 16 EXTRA WORK - HAYSTACK43321002764374 232259 324.52 03/29/202400001550 VINTAGE ASSOCIATESW1 LMA 16 EXTRA WORK - HOVLEY43320011104611 232257 1,455.78 03/29/202400001550 VINTAGE ASSOCIATESW1 FB24 LMA 16 - UNIVERSITY PARKS43320011104611 232142 2,200.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FB24 LMA 16 LANDS MAINT - PARK43320011104611 232142 23,098.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FB24 LMA 16 COURT MAINT -PARKS43325011104611 232142 1,135.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FB24 LMA 16 LANDS MAINT - COMM43910001104611 232142 837.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FB24 LMA 16 LANDS MAINT -HAYST43320002764374 232142 3,650.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - CC PARK43320011104610 232001 16,200.00 03/29/202400001550 VINTAGE ASSOCIATESW1 LMA 17 EXTRA WORK - CC PARK43320011104610 232260 8,438.94 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - SPORTS FIELDS43371001104610 232001 4,500.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - MAGNESIA FALLS43320011104611 232001 4,000.00 03/29/202400001550 VINTAGE ASSOCIATESW1 CREDIT MEMO INV#23147243320011104611 53513 -562.79 03/29/202400001550 VINTAGE ASSOCIATESW1 LMA 16 EXTRA WORK - PARKS43320011104611 232248 2,078.80 03/29/202400001550 VINTAGE ASSOCIATESW1 LMA 16 EXTRA WORK - COMM GAR43910001104611 232259 1,734.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - AQUATIC CENTER43311012424549 232001 1,400.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - PARKVIEW BLDG43696015104195 232001 2,000.00 03/29/202400001550 VINTAGE ASSOCIATESW1 FEB24 LMA 17 - STATE BLDG43696025104195 232001 300.00 03/29/202400001551 WEX HEALTH INCW1 FEB 2024 COBRA Monthly43090001104154 0001902467-IN 85.00 03/31/2024Report Date 3Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 35 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202400001552 WILLCORPW1 FREEDOM PARK STORM DAMAGES42191001104159 2193 37,459.44 03/29/202400001553 WILLDAN FINANCIAL SERVICESW1 Tax Consul Serv through 2/2322860006100000 010-57742 4,302.00 03/29/202400001553 WILLDAN FINANCIAL SERVICESW1 Prof SVC U-Park 2024 Issuance43090001104159 010-57737 2,048.00 03/29/202402002420 4IMPRINT INC.W1 ARBOR DAY SUPPLIES43905001104614 26921015 856.35 03/29/202402002421 ALIANZA RECYCLING AND RECOVERYW1 Recycling43090002364195 223197 152.53 03/29/202402002422 AMERICAN FORENSIC NURSESW1 FY 23/24 Blood draws/DUI drug43904001104210 78554 878.00 03/29/202402002422 AMERICAN FORENSIC NURSESW1 FY 23/24 Blood draws/DUI drug43904001104210 78558 560.00 03/29/202402002422 AMERICAN FORENSIC NURSESW1 FY 23/24 Blood draws/DUI drug43904001104210 78579 140.00 03/29/202402002422 AMERICAN FORENSIC NURSESW1 FY 23/24 Blood draws/DUI drug43904001104210 78593 70.00 03/29/202402002423 AQUATICS BY ARMANDOW1 Forklift Operator Training43090002424549 0746 750.00 03/29/202402002424 BECK OIL INCW1 SUPPLY OF GAS AND DIESEL FUEL42170001104331 103733 5,219.62 03/29/202402002425 BURRTECW1 Amended Franchise Agreement fo43090002364195 13124 25,109.01 03/29/202402002426 CALIFORNIA BUILDINGW1 TRAINING A. CASTRO43120001104422 17069 290.00 03/29/202402002427 CASC ENGINEERING ANDW1 MS4 / NPDES SUPPORT43090001104300 0050810 1,734.00 03/29/202402002428 CHARTER COMMUNICATIONSW1 MAR24 City Hall Internet43650001104190 0036098030124 115.27 03/29/202402002428 CHARTER COMMUNICATIONSW1 MAR24 Corp Yard Internet43650001104190 1093262030724 88.00 03/29/202402002428 CHARTER COMMUNICATIONSW1 MR24 73571 MAGNESIA FALLS-PDAC43650002424549 0525504031724 264.56 03/29/202402002429 CITY OF INDIAN WELLSW1 Carpet Cleaning-FS #5543042012304220 19-86 67.50 03/29/202402002430 COACHELLA VALLEY WATER DIST.W1 Nichols Dr43510001104611 822075444102MR24 190.34 03/29/202402002430 COACHELLA VALLEY WATER DIST.W1 74350 College Dr43510001104611 762703889274MR24 23.88 03/29/202402002430 COACHELLA VALLEY WATER DIST.W1 1150 WASHINGTON & I-1043510001104614 587615849914MR24 282.28 03/29/202402002430 COACHELLA VALLEY WATER DIST.W1 Portola Ave - Landscape43510001104614 805025629618MR24 71.03 03/29/202402002430 COACHELLA VALLEY WATER DIST.W1 iHUB CVWD (2/12 - 3/12)43950004254430 720041309104MR24 62.56 03/29/202402002431 COACHELLA VALLEY WATER DISTW1 Construction Inspec. Deposit43311008714195 001 6,435.00 03/29/202402002432 COUNTY OF RIVERSIDE SHERIFFW1 FY 23/24 Burglary Suppression42170001104210 SH0000045223 561.68 03/29/202402002432 COUNTY OF RIVERSIDE SHERIFFW1 FY 23/24 PD Police Motor Fuel42170001104210 SH0000045224 906.22 03/29/202402002433 D & B VISIONSW1 Consultant services for the Ci43090002364195 24-02 5,000.00 03/31/2024Report Date 4Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 36 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002434 DEPARTMENT OF INDUSTRIALW1 SEARS CONYNCE INSPCTN 202443310004254430 E2041857SB 225.00 03/29/202402002434 DEPARTMENT OF INDUSTRIALW1 SEARS CNVYNCE2 INSPCT 202443310004254430 E2041855SB 225.00 03/29/202402002434 DEPARTMENT OF INDUSTRIALW1 SEARS CNVYNCE3 INSP 202443310004254430 E2041854SB 225.00 03/29/202402002434 DEPARTMENT OF INDUSTRIALW1 SEARS CNYNC4 INSP 202443310004254430 E2041852SB 225.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - CITY HALL43310001104340 246872 494.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - CORPYARD43310001104330 246927 306.34 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - CORPYARD43310001104330 246926 420.75 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - HISTORICAL SOCIETY43310001104340 246871 148.50 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - FS #3343310002304220 246875 750.91 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC SRVS - PARKVIEW43696015104195 245892 207.27 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC PM - CITY HALL / HS / PDC43310001104340 246874 213.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC PM - CIVIC CENTER PARK43310001104610 246874 264.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC PM - FREEDOM PARK43310001104611 246874 133.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC PM - FIRE STATION 3343310002304220 246874 1,882.00 03/29/202402002435 DESERT AIR CONDITIONING INC.W1 HVAC REPAIRS- AQUATIC CENTER43311012424549 246649 173.25 03/29/202402002436 DESERT ELECTRIC SUPPLYW1 STREET MAINT SUPPLIES42190001104310 S3169876.001 74.68 03/29/202402002436 DESERT ELECTRIC SUPPLYW1 STREET MAINT SUPPLIES42190001104310 S3171243.001 26.60 03/29/202402002437 DESERT ROSE SOCIETYW1 ROSE GARDEN PRUNING - CC PARK43320011104610 5070 975.00 03/29/202402002438 DISABILITY ACCESS CONSULTANTSW1 ADA CONSULTANT SERVICES43090001104159 24-048 5,850.00 03/29/202402002439 DISNEY DESTINATIONS LLCW1 Professional Development Conf43120008704195 1383654600176189 1,575.00 03/29/202402002440 DOVE PRINTINGW1 Printing and Distribution of43026001104417 4294 6,511.00 03/29/202402002441 DRAGON'S EXTERMINATORW1 EXTRA SRVS - PARKS43310001104611 89236188 240.00 03/29/202402002442 ENGLAND THIMS AND MILLER INCW1 CARTEGRAPH TRAINING43090001104190 211624 2,957.00 03/29/202402002442 ENGLAND THIMS AND MILLER INCW1 CARTEGRAPH TRAINING43090001104190 211990 2,062.50 03/29/202402002442 ENGLAND THIMS AND MILLER INCW1 CARTEGRAPH TRAINING43090001104190 212905 11,066.25 03/29/202402002443 FAIR HOUSING COUNCIL OFW1 CDBG 23-24 FEB2443880002204800 INV#8 1,635.42 03/29/202402002444 FIND FOOD BANKW1 FIND Food Bank to provide SB 143090002364195 382706 4,166.66 03/31/2024Report Date 5Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 37 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002444 FIND FOOD BANKW1 FINDT1MAR2443090002364195 382707 2,887.50 03/29/202402002445 FOSTER GARDNER INC.W1 FERTILIZER - CC PARK43320011104610 276872 502.97 03/29/202402002446 FULTON DISTRIBUTINGW1 JANITORIAL SUPPLIES - CORPYARD42190001104330 628316 413.61 03/29/202402002446 FULTON DISTRIBUTINGW1 JANITORIAL SUPPLIES - LMA 1642190001104611 628671 470.15 03/29/202402002446 FULTON DISTRIBUTINGW1 JANITORIAL SUPPLIES - PDAC42190002424549 628884 444.69 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027235002 34.45 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027216638 34.45 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027212870 20.43 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027081117 71.16 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027081109 126.19 03/29/202402002447 GALLS LLCW1 COPS Uniforms43060011104211 027024622 155.50 03/29/202402002448 GLOBAL CTI GROUP INC.W1 Mitel Phone System Service43620011104190 169996 7,598.00 03/29/202402002449 HAMMER PLUMBING AND PUMPINGW1 CAHUILLA RESTROOM PUMP SRV43310001104611 33726-1 395.00 03/29/202402002450 HERMANN DESIGN GROUP INCW1 DESIGN SERVICES - DW GREENS48092004414195 24031103 18,678.09 03/29/202402002451 HF&H CONSULTANTS LLCW1 JN24 Solid waste, recycling43090002364195 9720950 11,244.25 03/29/202402002452 HORIZON LIGHTING INC.W1 ELECT/LIGHTING - FS #7143310002304220 346104 1,026.35 03/29/202402002453 HOUSTON & HARRIS PCS INCW1 AUG23 Weather Event42191001104159 24-25845 2,063.25 03/29/202402002454 JACOBSSON ENGINEERINGW1 RTNT P116369/HA4514020600008710000 RTNT 330-2 -10,065.23 03/29/202402002454 JACOBSSON ENGINEERINGW1 One Quail Parking Lot43311008714195 330-2 141,204.70 03/29/202402002454 JACOBSSON ENGINEERINGW1 CO #1: Furnishing and installa43311008714195 330-2 60,100.00 03/29/202402002455 Jesus GardunoW1 02-24BOOTREIM-JG43915001104300 02-24BOOTREIM-JG 250.00 03/29/202402002456 JOE GONSALVES & SON CORPW1 Retainer for April '2443090001104112 161492 3,000.00 03/29/202402002457 JOVANNI JIMENEZW1 BOOT REIM J. JIMENEZ 03172443915001104420 BOOTREIM 31724JJ 250.00 03/29/202402002458 JR THOMAS GOLF CARS INCW1 GOLF CART REPAIR43340001104331 11113 1,451.26 03/29/202402002459 KINCAID INDUSTRIES INCW1 R/M PLUMBING - AQUATIC CTR43311012424549 5377 450.00 03/29/202402002459 KINCAID INDUSTRIES INCW1 R/M PLUMBING - AQUATIC CTR43311012424549 5379 300.00 03/29/202402002460 KNORR SYSTEMS INCW1 R/M EXTRAS - AQUATIC CENTER43311012424549 227913 387.12 03/31/2024Report Date 6Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 38 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002460 KNORR SYSTEMS INCW1 R/M EXTRAS - AQUATIC CENTER PU43311012424549 227919 2,820.90 03/29/202402002460 KNORR SYSTEMS INCW1 FB24 MONTHLY PM - AQUATIC CTR43311012424549 228453 2,970.00 03/29/202402002461 LILY YEHW1 Film Series 3-27-2443125004364650 00327 250.00 03/29/202402002462 LOCK SHOP INC.W1 DOOR LOCK SRV - CC PARK43310001104610 A135801 125.51 03/29/202402002462 LOCK SHOP INC.W1 DOOR LOCK SRV - PARKS43310001104611 A135801 159.95 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 997977-022124 664.33 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 974415-020224 723.00 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET SAFETY SUPPLIES42190001104310 974828-021324 446.54 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 SMALL TOOLS - STREETS DEPT42190001104310 977193-021424 601.37 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 977196-021424 311.07 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 984995-021624 185.87 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 985756-020624 162.61 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 SMALL TOOLS - STREETS DEPT42190001104310 988127-020724 52.50 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 CORP YARD SUPPLIES42190001104310 988918-020724 350.02 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 STREET MAINT SUPPLIES42190001104310 991436-020824 358.60 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 CORP YARD SUPPLIES42190001104330 974422-020224 43.90 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 CORP YARD SUPPLIES42190001104330 983504-022624 366.52 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 R/M BUILDING SUPPLIES43310001104330 997974-022124 268.78 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 TEMP WORK STATIONS - CITY HALL42190001104340 968667-022024 368.38 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 MOVING CONTAINER - CITY HALL42190001104340 987214-022724 73.59 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 R/M BLDG SUPPLIES - CC PARK43310001104610 982698-022624 32.34 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 R/M BLDG SUPPLIES - CC PARK43320011104610 975045-022324 146.23 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 R/M BLDG SUPPLIES - CAHUILLA43310001104611 987686-022724 33.47 03/29/202402002463 LOWE'S HOME CENTERS INC.W1 IRRIGATION TOOLS42190001104614 973347-030424 372.56 03/29/202402002464 MAXWELL SECURITY SERVICESW1 AFTER-HOURS ALARM RESPONSE43090001104340 2403181 400.00 03/29/202402002465 MCI A VERIZON COMPANYW1 FEB24 Portola Telephone Srv43650001104344 409114776 137.87 03/29/202402002466 MISACW1 MISAC membership: C.Acoeda43630001104190 200006492 65.00 03/31/2024Report Date 7Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 39 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002467 MODERN MISTING SYSTEMSW1 MISTERS SERVICES - CC PARK43321001104610 13815 1,665.77 03/29/202402002467 MODERN MISTING SYSTEMSW1 MISTERS SERVICES - CC PARK43321001104610 13795 10,697.50 03/29/202402002468 MOWERS PLUS INCW1 BATTERY FOR GENERATOR43340001104331 291139 543.83 03/29/202402002468 MOWERS PLUS INCW1 SMALL EQUIPMENT REPAIRS43340001104331 291659 235.75 03/29/202402002468 MOWERS PLUS INCW1 EQUIPMENT SUPPLIES - CC PARK42190001104610 290600 67.02 03/29/202402002469 NEW WEST LANDSCAPEW1 Landscape Maint Sp 129/7343370008734195 Q4 202302-11 300.00 03/29/202402002470 OMEGA INDUSTRIAL SUPPLIES INCW1 STREET MAINT SUPPLIES42190001104310 155118 701.69 03/29/202402002471 OZZIE'S INTERNATIONALW1 R/M VEHICLE #065 - OWNED43340001104331 35516 68.92 03/29/202402002471 OZZIE'S INTERNATIONALW1 R/M VEHICLE #086 - LEASED43340001104331 35376 61.53 03/29/202402002472 PALM DESERT ACE HARDWAREW1 STREET MAINT SUPPLIES42190001104310 244730 24.77 03/29/202402002472 PALM DESERT ACE HARDWAREW1 R/M BUILDING SUPPLIES43310001104330 244770 69.98 03/29/202402002472 PALM DESERT ACE HARDWAREW1 SMALL TOOLS - CITY HALL42190001104340 244634 88.30 03/29/202402002472 PALM DESERT ACE HARDWAREW1 SMALL TOOLS - CITY HALL42190001104340 244679 56.00 03/29/202402002472 PALM DESERT ACE HARDWAREW1 BUILDING SUPPLIES-CITY HALL42190001104340 244815 90.45 03/29/202402002472 PALM DESERT ACE HARDWAREW1 R/M BLDG MATERIALS - CITY HALL43310001104340 244835 71.92 03/29/202402002472 PALM DESERT ACE HARDWAREW1 R/M BLDG MAATERIALS - CC PARK43310001104610 244882 14.42 03/29/202402002472 PALM DESERT ACE HARDWAREW1 SMALL TOOLS - FREEDOM42190001104611 244879 68.93 03/29/202402002472 PALM DESERT ACE HARDWAREW1 SUPPLIES - FREEDOM42190001104611 244884 16.15 03/29/202402002472 PALM DESERT ACE HARDWAREW1 LANDSCAPE SUPPLIES - FREEDOM42190001104611 244944 16.18 03/29/202402002473 PATTON DOOR & GATEW1 R/M OVERHEAD DOORS - CY43310001104330 95099 350.00 03/29/202402002473 PATTON DOOR & GATEW1 R/M OVERHEAD DOORS - FS #7143310002304220 95211 125.00 03/29/202402002474 PENTA, RYLANDW1 Coffee - Coffee with the Mayor43090001104110 RPENT REIMB25820 60.00 03/29/202402002475 PLAZA TOWINGW1 Sheriff Towing43042001104210 24-0110-28994 240.00 03/29/202402002476 POWELL, ERICAW1 Local Meetings43125004364650 ERICA CAC 3 13 187.02 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - CORPYARD43090001104330 304597 104.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - HS43090001104340 304600 49.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - CITY HALL43090001104340 304601 137.50 03/31/2024Report Date 8Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 40 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL -PORTOLA CC43090001104344 304599 74.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - ARTIST C43885001104800 304609 99.00 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - FS #3343310002304220 304606 88.00 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - FS #6743310002304220 304607 71.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - FS #7143310002304220 304608 71.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - SHERIFF C43695005104195 304604 88.00 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL - PARKVIEW43696015104195 304602 82.50 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL- STATE BLDG43696025104195 304603 88.00 03/29/202402002477 POWERFUL PEST MANAGEMENTW1 MAR24 PEST CONTROL -HENDERSON43698005104195 304605 132.00 03/29/202402002478 POWERS AWARDSW1 COPS Badges43060011104211 157645 14.01 03/29/202402002479 POWERSTRIDE BATTERY COMPANY INCW1 GOLF CART BATTERY43340001104331 P700131 479.49 03/29/202402002480 PPG ARCHITECTURAL FINISHESW1 STREET MAINT SUPPLIES42190001104310 972220001421 70.19 03/29/202402002481 QUINN COMPANYW1 EQUIPMENT RP-CAT SKID STEER43340001104331 WOA30002293 611.10 03/29/202402002481 QUINN COMPANYW1 TEMP PORTABLE GEN - FS 3343310002304220 E2926302 5,027.60 03/29/202402002482 RETAIL MARKETING SERVICESW1 CART SERVICE-FEB 2443090001104422 191167 660.00 03/29/202402002483 RIOS, FREDDYW1 02-24BOOTREIM-FR43915001104300 02-24BOOTREIM-FR 250.00 03/29/202402002484 RIVERSIDE COUNTY SHERIFF-PSECW1 FY 23/24 PD Police Radio Opera43042001104210 PE0000001613 136.83 03/29/202402002484 RIVERSIDE COUNTY SHERIFF-PSECW1 FY 23/24 Citizens on Patrol ra43060011104211 PE0000001612 656.81 03/29/202402002485 S&S FLEET SERVICESW1 ANNUAL DOT INSP TRAIL/VEHICLE43340001104331 544 990.00 03/29/202402002486 SCAGW1 SCAG REG CONF-R. CANNONE43120001104470 GA24-032024-0152 200.00 03/29/202402002487 SHASTA FIRE PROTECTIONW1 ANNUAL FIRE SPRINKLER INSP-CY43090001104330 8574 1,100.00 03/29/202402002488 SIGNATURE TINTW1 SIGNS - CIVIC CENTER PARK43310001104610 1716 612.33 03/29/202402002489 SKYLINE SAFETY AND SUPPLYW1 CORP YARD SUPPLIES42190001104330 8223 262.30 03/29/202402002490 SO CAL GASW1 45480 Portola Avenue43512001104344 16752512422-MR24 84.31 03/29/202402002490 SO CAL GASW1 44400 Town Ctr Wy - FS#3343512002304220 06242756002-MR24 208.57 03/29/202402002490 SO CAL GASW1 73995 Country Club Dr - FS#7143512002304220 13562662000-MR24 96.36 03/29/202402002490 SO CAL GASW1 73200 Mesa View Dr. - FS#6743512002304220 05412483009-MR24 142.30 03/31/2024Report Date 9Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 41 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002490 SO CAL GASW1 72559 Hwy 111-Henderson43698005104195 08946430827-MR24 14.89 03/29/202402002491 SOURCE GRAPHICSW1 Plotter Paper42120001104190 132783 276.36 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (3) Desert Mirage (38601 Cook)43510002734680 700017585033NV23 20.00 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (4) Primrose (75530 Hovley)43510002734682 700017585033NV23 15.26 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (21) Monterey Meadows (73100 H43510002754680 700017585033NV23 14.98 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (20) The Glen (40730 M)43510002754681 700017585033NV23 15.42 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (18) Hovley Estates (40962 C /43510002754682 700017585033NV23 35.04 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (19) Sonata I (40794)43510002754683 700017585033NV23 15.83 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (5) Sonata II (73500 Hovley)43510002754684 700017585033NV23 16.09 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (7) Hovley Collection (73145 H43510002754685 700017585033NV23 30.84 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (8) La Paloma I (40970 A/7362543510002754686 700017585033NV23 35.04 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (10) La Paloma II (40970 Rosar43510002754687 700017585033NV23 15.42 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (14) La Paloma III (40741 Sola43510002754693 700017585033NV23 15.42 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (11) Sandpiper (40751 / 40972)43510002754694 700017585033NV23 28.63 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (12) Sandpiper West (40753 / 443510002754695 700017585033NV23 30.84 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (13) Hovley West (40762 Hov)43510002754696 700017585033NV23 14.68 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (1) Canyon Cove (Calliandra)43510002764374 700017585033NV23 36.71 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (22) Presidents Plaza E/W43514002774373 700017585033NV23 340.62 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (2) Vineyards (43430 Stony)43510002784374 700017585033NV23 15.42 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (6) The Grove (44225 Deep Cyn)43510002814374 700017585033NV23 32.46 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (15) Presidents Plaza III (73143514002824373 700017585033NV23 294.26 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (23) Presidents Plaza III (73143514002824373 700017585033NV23 74.19 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (17) Portola Place (44221)43510002834374 700017585033NV23 15.83 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (9) Kaufman/Broad (73502 FS)43510002854374 700017585033NV23 16.61 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (16) Palm Desert CC (77925 Sta43510002994374 700017585033NV23 21.03 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 PD Srv Area 19 LS-1-E43514001104250 700400365524FB24 2,889.25 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (14) SHEPHERD N/O CHINOOK43514001104250 700413950271FB24 14.51 03/31/2024Report Date 10Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 42 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (16) A STREET S/O 42ND43514001104250 700413950271FB24 27.92 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (21) DAISY/SHEPARD43514001104250 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (28) ALPINE / SHEPHERD43514001104250 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (29) (Shepard Lane / Scholar L43514001104250 700413950271FB24 27.92 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (32) (Jeri Lane)43514001104250 700413950271FB24 14.51 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (33) SHEPHERD /PORTOLA43514001104250 700413950271FB24 14.51 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (34) PETUNIA ll (Windflower/Sh43514001104250 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (35) COLLEGE VIEW lll (Acad/Sh43514001104250 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 Traffic lamps LS-243514001104250 700524045271FB24 339.02 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 Street lites LS-343514001104250 600001510277FE24 397.07 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 TRAFFIC SIGNALS TC-143514001104250 600001002544FB24 8,973.50 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 74705 42nd PED43514001104330 700117253442MR24 1,675.66 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 73510 FW City Hall43514001104340 700116008610MR24 8,524.07 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 73710 FW Pumpstation43514001104610 700169234934MR24 5,009.18 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 CC Park - San Pablo43514001104610 700167703344MR24 8,044.43 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 73296 Alessandro WW43514001104614 700646851517MR24 98.58 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 73751 Magnesia Falls Dr POOL43514002424549 700019219986MR24 10,008.26 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (6) PARKVIEW ESTATES43514002724374 700413950271FB24 441.12 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (7) DESERT MIRAGE/COOK43514002734680 700413950271FB24 70.55 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (8) SANDCASTLES43514002734681 700413950271FB24 160.52 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (12) HOVLEY/HEMMINGWAY43514002734682 700413950271FB24 19.10 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (25) DIAMONDBACK43514002754643 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (1) MONTEREY / MEAD. ASSMT43514002754680 700413950271FB24 69.99 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (3) SONATA-HOVLEY43514002754683 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (4) HOVLEY-POSADA-FONDA43514002754684 700413950271FB24 29.02 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (10) HOVLEY COLLECTION43514002754685 700413950271FB24 29.02 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (13) AVE ARCADIA/HOVLEY43514002754686 700413950271FB24 13.96 03/31/2024Report Date 11Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 43 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (17) AVE. ROSARIO/HOVLEY43514002754687 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (22) HOVLEY LN/SANDPIPER43514002754694 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (23) HOVLEY LN/SANDPIPER W43514002754695 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (24) 40764 HOVLEY CT43514002754696 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (18) PALM CT/HOVLEY LN43514002754697 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (2) HAYSTACK LIGHTING DIST.43514002764374 700413950271FB24 32.13 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (5) VINEYARDS43514002784374 700413950271FB24 115.54 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (9) GROVE43514002814374 700413950271FB24 341.14 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (19) FRANK SINATRA W/O PORTOLA43514002854374 700413950271FB24 29.02 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (20) COLLEGE VIEW/SHEPPARD43514002874374 700413950271FB24 27.92 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (30) SUNDANCE W (Kokopelli / S43514002874681 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (26) PETUNIA I (Petunia / Shep43514002874682 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (27) PETUNIA I (W Petunia/Shep43514002874682 700413950271FB24 13.96 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (31) SUNDANCE E (Chinook / She43514002874683 700413950271FB24 14.51 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (11) PALM DESERT C.C.43514002994374 700413950271FB24 3,130.04 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (15) MICHIGAN / CA43514002994374 700413950271FB24 101.97 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (1) 73710 / 73720 FW STE43514005104195 700485107855MR24 3,871.85 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 73710 FW STE20443514005104195 700835256536MR24 57.35 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (2) 73710 FW Dr DR2 / HM143696015104195 700485107855MR24 492.79 03/29/202402002492 SOUTHERN CALIFORNIA EDISONW1 (3) 73720 FW Dr HM43696025104195 700485107855MR24 471.97 03/29/202402002493 SOUTHWEST AQUATICSW1 JAN24 R/M LAGOON - CC PARK43320011104610 01-21414 5,144.00 03/29/202402002494 SPERIDIAN TECHNOLOGIES LLCW1 Solution Checkpoint 1 Signoff43900001104190 32223 108,180.00 03/29/202402002495 STENO SOLUTIONS TRANSCRIPTIONW1 Sheriff Transcrp-T23353004643042001104210 43711 217.26 03/29/202402002496 STERLING ADMINISTRATIONW1 FEB24 Admin Fee43090001104154 763207 150.50 03/29/202402002497 SUSTAINOVATION LLCW1 One Day Workshop Training 343121011104154 20240314 8,000.00 03/29/202402002498 T-MOBILE USA INCW1 Sheriff Timing Advance43042001104210 9561931466 25.00 03/29/202402002499 THE SIGN WORKSW1 SANDSTONE ROCK SIGN - HOMME43325011104611 6949 1,910.93 03/31/2024Report Date 12Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 44 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002500 TOPS N BARRICADES INC.W1 STREET SAFETY SUPPLIES42190001104310 1105146 96.03 03/29/202402002501 TORRES, FRANCISCOW1 03-24BOOTREIM-FT43915001104300 03-24BOOTREIM-FT 250.00 03/29/202402002502 TPX COMMUNICATIONSW1 Internet/Phone Svc 2/23-3/2243650001104190 177621502-0 5,600.02 03/29/202402002503 UNIFIRST CORPORATIONW1 INDUSTRIAL UNIFORM RENTAL42140001104310 2200097218 88.85 03/29/202402002503 UNIFIRST CORPORATIONW1 INDUSTRIAL UNIFORM RENTAL42140001104310 2200099683 88.85 03/29/202402002503 UNIFIRST CORPORATIONW1 INDUSTRIAL UNIFORM RENTAL42140001104310 2200102533 87.89 03/29/202402002504 VALLEY TRACTOR AND FORKLIFTW1 FORKLIFT REPAIR43340001104331 5023 476.36 03/29/202402002505 VERIZON SELECT SERVICES INCW1 FEB24 Toll Free43650001104159 131822689FEB24 2.23 03/29/202402002506 WATERLINE TECHNOLOGIES INCW1 CHEMICALS - AQUATIC CENTER42111002424549 5671680 856.61 03/29/202402002506 WATERLINE TECHNOLOGIES INCW1 CHEMICALS - AQUATIC CENTER42111002424549 5673368 1,302.05 03/29/202402002506 WATERLINE TECHNOLOGIES INCW1 CHEMICALS - AQUATIC CENTER42111002424549 5674105 1,713.23 03/29/202402002507 WEBSTAURANT STORE INCW1 Supplies - recycling container42190002364195 95248230 2,958.89 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - PARKS43320011104611 211748 11,319.25 03/29/202402002508 WEST COAST ARBORISTS INCW1 PALM PRUNING - MEDIANS43370011104614 211445 46.00 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - MEDIANS43370011104614 211748 40,630.15 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - DESERT MIRA43095002734680 210613 1,072.35 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - THE GLEN43095002754681 210613 1,787.25 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - HOVLEY ESTA43095002754682 211748 357.45 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SONATA I43095002754683 210613 1,310.65 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SONATA II43095002754684 210613 2,263.85 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - LA PALOMA I43095002754686 210613 476.60 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - LA PALOMA I43095002754693 210613 953.20 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SANDPIPER C43095002754694 210613 1,429.80 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SANDPIPER C43095002754695 210613 953.20 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - PALM COURT43095002754697 210613 357.45 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - THE GROVE43095002814374 210613 2,144.70 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - PORTOLA PL43095002834374 210613 953.20 03/31/2024Report Date 13Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 45 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - KAUFMAN/BRO43095002854374 209785-A 2,859.60 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - COLLEGE VIE43095002874374 210613 953.20 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SUNDANCE W43095002874681 210613 834.05 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - PETUNIA I43095002874682 210613 1,072.35 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - SUNDANCE E43095002874683 210613 1,310.65 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - COLLEGE VIE43095002874684 210613 834.05 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - PDCC43095002994374 210613 3,693.65 03/29/202402002508 WEST COAST ARBORISTS INCW1 HARDWOOD PRUNING - DW43320004414195 210613 14,774.60 03/29/202402002509 WEST COAST SAND & GRAVEL INCW1 STREET MAINT SUPPLIES42190001104310 696609 386.93 03/29/202402002510 XEROX FINANCIAL SERVICESW1 2/29-3/28 Copier Lease43420001104190 5491404 2,851.42 03/29/202402002511 XPRESS GRAPHICSW1 Tamarisk Undergrounding Survey43610001104417 24-60718 62.65 03/29/202402002511 XPRESS GRAPHICSW1 FirstFriday_4x4_Card_Final43610001104417 24-60577 190.36 Examined and Approved Total For Bank ID - W1 1,491,593.78City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 14Page City and Housing DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 46 of 855 Check DateCheck Number Vendor NameBank ID Check Register Amount PaidInvoiceTransaction Desc 3/29/2024 - 3/31/2024 City of Palm Desert Account Number 03/29/202400002530 WILLDAN FINANCIAL SERVICESW3 Series 2017 H-A Rating Upgrade43090007034195 010-57610 250.00 Examined and Approved Total For Bank ID - W3 250.00City Manager Examined and Approved Mayor or Mayor Pro-Tem Audited and Found Correct Director of Finance 03/31/2024Report Date 15Page Successor Agency DocuSign Envelope ID: 854B4F4F-2186-432B-9C01-0973824EBE18 Page 47 of 855 Page 48 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Anthony J. Mejia, City Clerk REQUEST: ADOPTION OF A RESOLUTION ADOPTING A POLICY FOR CEREMONIAL PROCLAMATIONS AND RECOGNITIONS RECOMMENDATION: Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ADOPTING A POLICY FOR CEREMONIAL PROCLAMATIONS AND RECOGNITIONS AND RESCINDING RESOLUTION NO. 2022-25.” BACKGROUND/ANALYSIS: On April 14, 2022, the City Council adopted Resolutio n No. 2022-25 establishing a policy for ceremonial proclamations and recognitions. The adopted policy provides guidance to staff on the processing of requests, sets eligible and ineligible subjects and topics, and requires that the Mayor and Mayor Pro Tem concur on the issuance of proclamations and recognitions. The City Council is requested to adopt the proposed resolution to formalize recent practices related to the recognition of outgoing members of the City’s Boards, Commissions, Committees, and Task Forces (“Appointed Bodies”). This update would provide recognition of outgoing members as follows:  Incomplete/partial term: A Certificate of Recognition signed by the Mayor and presented at the Appointed Body’s meeting by the assigned City Council Liaison. The Planning Commission and Architectural Review Commission do not have a City Council Liaison, therefore the Mayor will be requested to present the certificate at the meeting.  Completion of one term or service totaling 4+ years: Presentation of a small “Thank You” clock or a similar item presented at the Appointed Body’s meeting by the assigned City Council Liaison. The Planning Commission and Architectural Review Commission do not have a City Council Liaison, therefore the Mayor will be requested to present the certificate at the meeting  Completion of two terms or service totaling 8+ years: Presentation of a large “Thank you” clock or similar item presented at the Appointed Body’s meeting by the assigned City Council Liaison. The Planning Commission and Architectural Review Commission do not have a City Council Liaison, therefore the Mayor will be requested to present the certificate at the meeting.  Completion of three or more terms or service totaling 12+ years: Presentation of a large “Thank You” clock or similar item presented by the Mayor at a City Council meeting.  Declining a Presentation: If the outgoing member declines a presentation, the certificate or clock may be mailed or picked up. Page 49 of 855 City of Palm Desert Resolution – Policy for Ceremonial Proclamations and Recognitions Page 2 of 2 The City Council Ad Hoc Committee on Boards and Commission, consisting of Councilmember Kelly and Mayor Pro Tem Harnik, expressed support for the proposed resolution. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is a minimal financial impact associated with the purchase of “Thank You” clocks and similar items, ranging from $100 to $200 each. Sufficient funding is available in the City Clerk’s Office Supplies budget. ATTACHMENT: 1. Draft Resolution - Redline Page 50 of 855 RESOLUTION NO. 2024- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ADOPTING A POLICY FOR CEREMONIAL PROCLAMATIONS AND RECOGNITIONS WHEREAS, the City Council occasionally wishes to recognize events, accomplishments, or public service of individuals or organizations that significantly benefit the community of Palm Desert, and WHEREAS, for the purposes of consistency and fairness, the City Council has determined that it is appropriate to establish protocols for ceremonial proclamations and recognitions. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Palm Desert as follows: SECTION 1. Purpose and Intent. The purpose of this Resolution is to establish a policy regarding the processing of requests by individuals, groups, and organizations for City proclamations and certificates. SECTION 2. Authority-General. It is the intent of the City Council that City staff first review all requests for proclamations and certificates from individuals, groups, and organizations and forward them to the Mayor and Mayor Pro Tem with a finding as to whether the request complies with the terms of this resolution. The Mayor and Mayor Pro Tem are charged with the administration of requests and may approve or deny such requests at their discretion consistent with this resolution. No commission or committee, individual council member, or other City official shall issue a proclamation or certificate on behalf of the City of Palm Desert without prior approval of the Mayor and Mayor Pro Tem. SECTION 3. Eligibility Criteria. The Mayor and Mayor Pro Tem may consider requests for proclamations and certificates on the following subjects: A. Significant Matters of Interest: Raise public awareness about matters of significance that impact the residents and businesses in the City. B. Observances/Celebrations: To highlight a special period of observance, celebration, or recognition for community, regional, state, or national occasions. C. Local Businesses, Services, or Organizations: Requests to honor businesses, services, or philanthropic organizations that are located or operate in the City, that provide a significant level of services to residents and businesses in the City. D. Individuals: Recognition of individuals for extraordinary achievement or outstanding community service. E. Local Sports Teams: Recognition of sports teams based in the City, upon the accomplishment of noteworthy achievements, programs, or milestones. Page 51 of 855 RESOLUTION NO. 2024- F. In Memoriam: Requests to honor the life of long-time or prominent Palm Desert residents upon their death. G. City Officials/Staff: Requests to honor city officials and employees for their achievements or milestones of service. H. Partner Public Officials: Requests to honor public officials from other public entities who served on boards, committees, or commissions on which the Palm Desert City Council also serves, upon the completion of their term of office or chairpersonship. SECTION 4. Impermissible Subjects. City staff shall not process requests for proclamations or certificates on the following subjects: A. Candidates: Requests to support candidates for elected public office. B. Religion/Politics: Requests of a religious or political nature. C. Contrary Policies: Campaigns or events contrary to City policies. SECTION 5. Submission of Requests on Other Subjects. If it is not clear whether a request for a proclamation or certificate falls inside or outside of a permissible category as provided in this Resolution, staff should submit the matter to the Mayor and Mayor Pro Tem for their consideration and determination. SECTION 6. Signatures. All proclamations are intended to be signed by the full City Council. In the event that an individual Council Member declines to sign a particular proclamation, the Mayor may determine whether to proceed with only the Mayor’s signature or the balance of the City Council. SECTION 7. Presentation at City Council Meetings. Presentation of proclamations and recognitions should occur outside the City Council meeting, such as a specified event, via mail, or personal delivery. When necessary, individual proclamations and recognitions may be presented at City Council meetings and staff should endeavor to schedule proclamations and recognitions so that the total time for those items is no more than ten (10) minutes per meeting. Section 8. Recognition of Outgoing Members. Recognition of outgoing Board, Commission, Committee, or Task Force (“Appointed Bodies”) members or residents appointed to an outside agency (such as the Coachella Valley Mosquito Control District, Palm Springs International Airport Commission, and Joslyn Cove Senior Center Board) shall occur as follows: A. Incomplete/Partial Term: A Certificate of Recognition signed by the Mayor and presented at the Appointed Body’s meeting by the assigned City Council Liaison. In the case of the Planning Commission, the Mayor will be requested to present the certificate at the meeting. B. Completion of One Term or Service Totaling 4+ Years: Presentation of a small “Thank You” clock or a similar item presented at the Appointed Body’s meeting by the assigned City Council Liaison. In the case of the Page 52 of 855 RESOLUTION NO. 2024- Planning Commission, the Mayor will be requested to present the clock at the meeting. C. Completion of Two Terms or Service Totaling 8+ Years: Presentation of a large “Thank You” clock or similar item presented at the Appointed Body’s meeting by the assigned City Council Liaison. In the case of the Planning Commission, the Mayor will be requested to present the clock at the meeting. D. Completion of Three or More Terms or Service Totaling 12+ Years: Presentation of a large “Thank You” clock or similar item presented by the Mayor at a City Council meeting. E. Declining a Presentation: If the outgoing member declines a public presentation, the certificate or clock may be mailed or picked up. Section 9. Certification. The City Clerk shall certify the adoption of this Resolution. ADOPTED ON ________________, 2024. KARINA QUINTANILLA MAYOR ATTEST: ANTHONY J. MEJIA CITY CLERK Page 53 of 855 RESOLUTION NO. 2024- I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Resolution No. 2024-__ is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Desert on _______________________, by the following vote: AYES: NOES: ABSENT: ABSTAIN: RECUSED: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ___________________. ANTHONY J. MEJIA CITY CLERK Page 54 of 855 Page 1 of 1 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Erika Castellano, Assistant to the City Council REQUEST: ACCEPTANCE OF A RESIGNATION FROM THE MARKETING COMMITTEE AND PARKS AND RECREATION COMMITTEE RECOMMENDATION: 1. With regret, accept the resignation of Jan Hulahan from the Marketing Committee. 2. With regret, accept the resignation of Gerald Dawson from the Parks & Recreation Committee. BACKGROUND/ANALYSIS: On December 10, 2020, Jan Hulahan was appointed to the Marketing Committee as a representative of a large hotel (JW Marriott) for a term ending June 30, 2024. On March 20, Ms. Hulahan informed the City she would be transferring to a different location, resulting in a vacated seat as of April 2, 2024. On June 24, 2021, Gerald Dawson was reappointed to the Parks & Recreation Committee for a term ending June 30, 2025. On March 22, 2024, Mr. Dawson informed the City he would be resigning effective April 2, 2024, resulting in a vacant seat. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is no fiscal impact associated with this action. Page 55 of 855 Page 56 of 855 Page 1 of 1 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Anthony J. Mejia, City Clerk REQUEST: APPOINTMENTS TO THE BUILDING BOARD OF APPEALS RECOMMENDATION: Appoint John Greenwood, Lindsey Holt, and Nicholas Latkovic to the Building Board of Appeals for terms ending June 30, 2024. BACKGROUND/ANALYSIS: Pursuant to Palm Desert Municipal Code Chapter 2.18, the Building Board of Appeals (Board) is charged with hearing appeals regarding the interpretation of the California Building Code, and condemnation and abatement of dangerous structures. The Board may ratify alternate materials and methods of construction that are not specifically recognized in the Californ ia Building Code. The Board is comprised of five members and their decisions are final unless appealed to the City Council. In the past 10 years, no appeals have been filed and therefore the Board has not met in the same period. It is anticipated that an appeal may be filed soon requiring a hearing before the Board. Currently, two out of five members (Joseph Gaugush and Allan Levin) are appointed to the Board , which is less than a quorum. Due to the urgency of considering the anticipated appeal, staff reac hed out to the City Council Ad Hoc Committee on Boards and Commissions, consisting of Councilmember Kelly and Mayor Pro Tem Harnik, who expressed support for a proposal to waive interviews and appoint two members of the Planning Commission and one member of the Architectural Review Commission to serve shortened terms through June 30, 2024. If there are any delays in considering the appeal, the City Council may be requested to extend the appointments for an additional six months. City staff reached out to several members of the Planning Commission and Architectural Review Commission to solicit volunteers to serve on the Board. John Greenwood and Lindsey Holt, of the Planning Commission, and Nicholas Latkovic, of the Architectural Review Commission, agreed to serve if appointed. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is no fiscal impact associated with this action. Page 57 of 855 Page 58 of 855 Page 1 of 1 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Anthony J. Mejia, City Clerk REQUEST: RATIFY LETTERS OF SUPPORT FOR THE CALIFORNIA STATE UNIVERSITY, SAN BERNARDINO, AND CITY OF INDIAN WELLS COMMUNITY PROJECT FUNDING REQUESTS RECOMMENDATION: 1. Ratify issuance of a letter of support for the California State University, San Bernardino (CSUSB), Community Project Funding request for the Artificial Intelligence and Virtual Reality Research and Retraining Center and Nursing Street Medicine Program. 2. Ratify issuance of a letter of support for the City of Indian Wells’ Community Project Funding request to rebuilding the Emergency Operation Center. BACKGROUND/ANALYSIS: At the request CSUSB and the City of Indian Wells, the City Council Ad Hoc Committee on Legislative Affairs authorized issuance of the subject letters and the City Council is requested to ratify issuance of the letters of support for the following projects: CSUSB: To establish an Artificial Intelligence (AI) and Virtual Reality (VR) Research and Retraining Center and expansion of the Nursing Street Medicine Program. City of Indian Wells: Demolition, design, and reconstruction of the Indian Wells Emergency Operations Center, estimated at approximately $3 million. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is no fiscal impact associated with this action. ATTACHMENTS: 1. CSUSB - Letter of Support 2. City of Indian Wells – Letter of Support Page 59 of 855 Page 60 of 855 Page 61 of 855 Page 62 of 855 Page 63 of 855 Page 64 of 855 Page 65 of 855 Page 66 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Andrea Staehle, Human Resources Manager REQUEST: REQUEST FOR ADOPTION OF MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF PALM DESERT AND THE PALM DESERT EMPLOYEE ORGANIZATION EFFECTIVE MARCH 25, 2024, THROUGH JUNE 30, 2026 RECOMMENDATION: 1. Approve the Memorandum of Understanding (MOU) between the City of Palm Desert and the Palm Desert Employee Organization (PDEO) effective March 25, 2024, through June 30, 2026. 2. Authorize the City Manager to take actions to implement the MOU between the City of Palm Desert and PDEO. BACKGROUND/ANALYSIS: The City recognizes the Palm Desert Employees Organization as the bargaining unit for general non-exempt and exempt non-supervisory employees. Due to the City acquiring library services, which includes employees working less than 20 hours per week, PDEO and the City met to negotiate and agree upon an MOU regarding compensation and working conditions for these future employees. The City and PDEO’s negotiations team met on March 25, 2024, due to the collaboration from both sides, the MOU was agreed upon that same day. A summary of the tentative agreements include:  Term: March 25, 2024, through June 30, 2026.  COLA: 3.25% (July 1, 2024); 3.0% (July 1, 2025)  Bilingual Pay: $25 per pay period (test to confirm)  Employees required to work July 4 will receive an additional floating holiday to be used the same year.  Sick Leave: California State Sick Leave laws (40 hours, maximum of 80 hours) Staff is requesting approval of the MOU, as well as authority for the City Manager to implement the MOU. Legal Review: This report has been reviewed by the City Attorney’s office. Page 67 of 855 City of Palm Desert Adoption of PDEO and City MOU for PT Employees Page 2 of 2 FINANCIAL IMPACT: Adjustments were made at midyear to accommodate the anticipated addition of part -time staff at the library. The current year’s costs will be absorbed by the General Fund, and future years are anticipated to be offset by an increase in property tax revenues related to library services. The fiscal impact of the agreement for part-time employees at the library is estimated at $68,000 for FY 2023-24, $430,000 for 2024-25, and $445,000 for FY 2025-26, if fully staffed. ATTACHMENTS: 1. City of Palm Desert and PDEO Memorandum of Understanding effective March 25, 2024, through June 30, 2026 Page 68 of 855 MOU March 25, 2024 – June 30, 2026 City of Palm Desert and Palm Desert Employees Organization Memorandum of Understanding (MOU) Part-Time Employee Negotiations (Less Than 20 Hours Per Week) This agreement is between the City of Palm Desert (City) and the Palm Desert Employees Organization (PDEO). This agreement is in effect March 25, 2024 – June 30, 2026. Compensation – Salary Schedule The Grade, Step and Wage Rates Schedule for employees covered by this Agreement is set forth in the Allocated Positions and Salary Resolution adopted by the City Council. Salaries will be increased by the following amounts on the first full pay period following the effective date: A. July 1, 2024: The salary schedule will increase by 3.25%. B. July 1, 2025: The salary schedule will increase by 3.0%. Compensation – July 4 Holiday Employees scheduled to work on the July 4 holiday shall be credited with a floating holiday equivalent to assigned hours, which must be used during the same calendar year. Compensation – Bilingual Pay Employees who have the ability to provide bilingual services in Spanish or a City Manager- approved second language may be designated as a bilingual employee required to use their skills as a part of their City employment. This designation must be made by the appropriate department head and approved by the City Manager or designee in writing. Designated employees shall receive a stipend of $25 per pay period. Eligible employees must successfully complete an initial assessment test to receive such designation. An employee who fails the assessment test may re- take the test every six (6) months. Employees on any form of leave time in excess of (1) month shall be ineligible to receive bilingual pay until the employee returns to duty. Employees receiving bilingual pay may be used by any department to provide bilingual services. Sick Leave Accrual and Maximums Part-time employees who are under 20 hours shall receive the required California Paid Sick Leave, currently 40 hours. These employees shall be subject to a maximum sick leave of 80 hours. Such employees who reach the maximum shall cease to receive sick leave until such time as their balance falls below 80 hours, at which time they will begin acquiring hours until they reach the maximum. DocuSign Envelope ID: B2E75CF8-9EAA-478D-9011-14F3696A7F26 Page 69 of 855 MOU March 25, 2024 – June 30, 2026 PDEO Board CITY ____ __________________ ____ _________________ Date John Urkov Date L. Todd Hileman PDEO Board Member City Manager ____ __________________ ____ _________________ Date Alex Vasquez Date Andrea Staehle PDEO Board Member Human Resources Manager ____ __________________ ____ _________________ Date Kevin Swartz Date Shannon Vonnegut PDEO Board Member Assistant Director of Library Services ____ __________________ ____ _________________ Date Jose Rojas Date Shawn Muir PDEO Board Member Community Services Manager ____ __________________ Date Amber Molina Human Resources Analyst ____ __________________ Date Isra Shah City Attorney DocuSign Envelope ID: B2E75CF8-9EAA-478D-9011-14F3696A7F26 3/26/2024 3/26/2024 3/26/2024 3/27/2024 3/26/2024 3/27/2024 3/27/2024 3/27/2024 3/27/2024 4/2/2024 Page 70 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Chris Escobedo, Assistant City Manager Daniel Hurtado, Public Safety Analyst REQUEST: APPROVE A PURCHASE AND SALE AGREEMENT BETWEEN THE CITY OF PALM DESERT AND GLEN M. KAMMERER AND SHERILL R. KAMMERER FOR AN APPROXIMATELY 1.01-ACRE SITE ON MOUNTAIN VIEW, ASSESSOR’S PARCEL NO. 637-300-023 RECOMMENDATION: 1. Approve Purchase and Sale Agreement in substantial form for the acquisition of APN 637- 300-023. 2. Authorize the Director of Finance to appropriate $1,640,359 from undesignated General Fund Reserve monies to Account No. 1104159-4219100 for the Mountain View Flood Infrastructure Improvements Project. 3. Authorize the City Attorney to make any necessary nonmonetary changes to agreements. 4. Authorize the City Manager to execute all documents necessary to effectuate this action. BACKGROUND/ANALYSIS: Between August 2022 and January 2023, California received approximately a year’s worth of rainfall. Due to the heavy rain, significant ponding occurs at the approximately 77700 block of Mountain View creating unsafe driving conditions. Unfortunately, even during regular storms, this area ponds up because of the street configuration having a sump condition. The homeowners are inconvenienced since the nature of this street frequently creates a low spot that can hold about 4’ of water. During the Hillary Storm, they not only experienced that depth of water but also significant wave action as cars were routed off Washington Street trying to pass through this area. These waves almost had water enter their homes. During another storm, on trash day, there was ponding that caused their trash cans to float, discharging their contents through the street and creating a health hazard. There is a vacant lot priced at $453,000.00 at this sump location that may be purchased and graded as a retention basin to help contain these excessive flows. The intent would be to contain the normal rainfall, thereby making this a safer street to travel on, and the surrounding homeowners will no longer be inconvenienced. It would also be designed in such a way as to reduce or minimize the flooding of this street to the top of the curb, or at least less than 1’, during extraordinary events. Public Works can then support other critical areas of the City during storm events and this basin will help the water percolate into the ground quicker, to avoid vector accumulation. Approval of the Purchase and Sale Agreement would allow the City to acquire the parcel to serve a public benefit to the neighborhood and those utilizing that road. Staff will incorporate this Page 71 of 855 City of Palm Desert (Purchase and Sale Agreement Between COPD and Kammerer) Page 2 of 2 parcel acquisition into a Capital Improvement Project for fiscal year 2024/2025, which will include the design and construction of the project. Legal Review: The City Attorney has reviewed and approved the report and Purchase and Sale Agreement. Strategic Plan: The proposed purchase and sale agreement and development of the subject property align with the City’s Envision Palm Desert Strategic Plan in the following sections: Transportation – Priority 1: Create walkable neighborhoods and areas within Palm Desert that Would include residential; retail; services and employment centers; and parks, recreation, and open space to reduce the use of low occupancy vehicles. Public Safety & Emergency Services – Priority 3: Help the community be more prepared for disasters and public safety emergencies. FINANCIAL IMPACT: The total consideration to be paid by the buyer to acquire the property $453,000. The preliminary cost estimate for the project total is $1,172,359. The total costs are estimated below and upon appropriation, this project will be paid from the General Services Disaster Emergencies Account No. 1104159 – 4219100. Preliminary Project Cost Estimate Infrastructure $947,816 Land Acquisition $453,000 Land Acquisition Fees $15,000.00 Entitlements $29,150 20% Contingency $195,393 Total Project Costs $1,640,359 ATTACHMENTS: 1. Purchase and Sale Agreement 2. Preliminary Cost Estimate Page 72 of 855 PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS This PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS (the “Agreement”) is dated as of March 28, 2024 (the “Execution Date”) and is entered into by and between Glen M. Kammerer and Sherill R. Kammerer, (“SELLER”) and CITY OF PALM DESERT, a California charter city (“BUYER”). RECITALS A. The SELLER is the owner of the fee simple interest in that certain property referenced as Assessor ’s Parcel No. 637-300-023 in the City of Palm Desert consisting of five (1) parcels of land totaling approximately 1.01 acres in total size (the “Property”), as described on Exhibit “A,” attached hereto and made a part hereof by this reference. B. SELLER and BUYER agree that the purchase price is Four Hundred Fifty Three Thousand and 00/100 Dollars ($453,000.00) available immediately at close of escrow, and BUYER agrees to the purchase of the property “AS-IS”, except as specifically provided in this Agreement. NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants and obligations contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the SELLER and BUYER hereto agree as follows: Section 1. Recitals. The recitals set forth above are true and correct and incorporated herein by this reference. Section 2. Purchase and Sale of Property. Subject to all of the terms, conditions, and provisions of this Agreement and for the consideration set forth below, SELLER hereby agrees to sell, convey, and transfer to BUYER and BUYER hereby agrees to acquire all of the right, title, and interest of SELLER in and to the Property. The Property will be conveyed to BUYER when the Purchase Price is paid in full in accordance with this Agreement. Section 3. Consideration. The total consideration to be paid by BUYER for the acquisition of the Property shall be FOUR HUNDRED FIFTY THREE THOUSAND AND 00/100 Dollars ($453,000.00) (the “Purchase Price”). The Purchase Price shall be payable by BUYER to SELLER in accordance with the following terms and conditions: (a) Initial Deposit. Within three (3) Business Days following the Opening of Escrow (as defined below), Buyer shall deposit into Escrow (as defined below) the sum of Twenty-Two Thousand, Five Hundred Dollars ($22,500.00), in the form of cash, which amount shall serve as an earnest money deposit (“Earnest Money Deposit” or “Deposit”). 1 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 73 of 855 (b) Closing Deposit. The Purchase Price, less the Earnest Money Deposit (“Closing Deposit”), shall be paid by Buyer to Escrow Agent, in the form of Cash, pursuant to Section 6. (c) Notwithstanding anything herein to the contrary, One Hundred Dollars ($100.00) of the Earnest Money Deposit (the "Independent Consideration") shall not be refundable to BUYER, but shall represent consideration for this Agreement and shall be paid to SELLER. The Independent Consideration shall be paid to SELLER upon Closing or upon termination of this Agreement. The Independent Consideration shall serve as consideration for the granting of the time periods herein contained for BUYER to exercise BUYER's right to satisfy and approve all of BUYER's conditions herein contained and shall not be applied toward the Purchase Price. (d) If directed by BUYER, the Deposit will be invested by Escrow Holder in an interest-bearing account at a financial institution acceptable to BUYER and SELLER, and all such interest shall accrue to the benefit of BUYER and be deemed part of the Deposit. Section 4. Opening of Escrow. (a) The transfer and sale of the Property shall take place through escrow (the “Escrow”), and such Escrow shall be administered by Alissa Vatter of Fidelity National Title (or Seller ’s Choice – Please indicate if so). The Escrow for the Property shall be deemed open (“Opening of Escrow”) upon the receipt by the Escrow Holder of a copy of this Agreement executed by SELLER and BUYER. The date of Opening of Escrow shall be memorialized by Escrow Holder in writing delivered to the parties. (c) If this Agreement is terminated or Escrow is cancelled as a result of a default by SELLER, then SELLER shall be solely responsible to the Escrow Holder for payment of all customary and reasonable escrow cancellation charges to the Escrow Holder without further or separate instruction to the Escrow Holder. If this Agreement is terminated or Escrow is cancelled for any reason other than SELLER’s default, then BUYER shall be solely responsible for the payment of all customary and reasonable escrow cancellation charges to the Escrow Holder without further or separate instruction to the Escrow Holder. Section 5. Due Diligence Period. (a) As used in this Agreement, the term “Due Diligence Period” shall refer to a period of time to expire at 5:00 p.m., Pacific Time, on the date which is sixty (60) days from the Opening of Escrow to allow the BUYER the opportunity to investigate the condition and suitability of the Property for BUYER’s intended use. In the event BUYER finds the Property unsatisfactory for any reason, at its sole discretion, BUYER shall notify SELLER and Escrow Holder in writing prior to the expiration of the Due Diligence Period and, thereafter, SELLER and BUYER shall have no further obligation to each other, Escrow shall be cancelled and this Agreement shall automatically terminate on the date of such election and the parties shall each be relieved and discharged from all further responsibility or liability under this Agreement and BUYER’s failure to give written notice of termination to SELLER on or before the expiration of the Due Diligence Period shall constitute an election by BUYER to waive the termination right contemplated under this Section 5 and proceed with this Agreement, subject to all the other terms and conditions of this Agreement. (b) SELLER hereby grants to BUYER for use by BUYER and its officers, directors, employees, agents, representatives, tenants, prospective tenants, contractors, and other persons accessing the Property by, through or with the permission or under the direction or auspices of BUYER, a limited and revocable license to enter upon the Property for purposes of (a) conducting BUYER’s due diligence inspection and/or (b) obtaining data and making surveys and tests, determined reasonably necessary by BUYER to permit it to determine the physical condition of the Property and any hazardous substances located thereon and to determine the suitability of the Property for BUYER’s purposes, provided that, BUYER shall (i) give the 2 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 74 of 855 SELLER forty eight (48) hours telephonic, electronic mail or written notice of any intended access which involves work on the Property; and (ii) conduct no Invasive Investigations without the written consent of the SELLER. In this regard, the term “Invasive Investigations” means and refers to environmental testing, sampling, invasive testing, or boring into the soils. If BUYER desires to conduct any Invasive Investigations, it will first provide SELLER with a written statement describing the scope of any such Invasive Investigations. SELLER will not unreasonably withhold, condition, or delay its consent to any such Invasive Investigations and will be deemed to have given its consent to the specified scope of such Invasive Investigations if SELLER does not (within three (3) business days following receipt of the proposed scope of such Invasive Investigations) give BUYER a written statement identifying those items to which SELLER has an objection. (c) If not already provided by SELLER to BUYER, within five (5) days following the Opening of Escrow, SELLER shall deliver to BUYER copies of the following materials (the “Property Information”) which SELLER or any affiliate of SELLER has in its possession, or to which SELLER or any affiliate of SELLER has access through the exercise of commercially reasonable efforts: (i) Copies of any existing title policy/commitment and any existing survey in SELLER’s possession or control that relate to the Property, including complete and legible copies of all instruments referred to in the title policy or commitment as conditions or exceptions to the title of the Property; (ii) All environmental reports, engineering studies, soil-bearing test data and any similar reports and studies with respect to the Property; (iii) All existing documents relating to the development rights pertaining to the Property, including, without limitation, zoning, site plan, concurrency and other developmental governmental permits and approvals; pending applications for approvals and permits and materials in support of any such applications; and developer agreements or other agreements with governmental entities; (iv) All current tenant leases with any and all amendments; (v) All service contracts, warranties, and tenant correspondence relating to the Property; (vi) Any declarations of easements, covenants and restrictions and/or property owners’ association documents which pertain to the Property and any drafts of any easements or declarations proposed to affect any portion of the Property; and (vii) Such other items in Seller ’s possession or under Seller ’s control that BUYER may reasonably request in connection with its inspection of the Property and determination of the feasibility of the Project. (d) Upon BUYER’s receipt of any Property Information, BUYER shall have the unrestricted right to use such information, including reports and studies, in connection with BUYER’s review of the Property and BUYER’s efforts to obtain its permits and approvals; provided that any such use shall be without any representation or warranty from Seller of any kind as to any information contained in such Property Information. BUYER shall have the right to make copies of same at BUYER’s expense and to distribute the same to its attorneys and consultants. To the extent that any new or updated information pertaining to the Property is received by SELLER or any of its agents or employees while this Agreement is in effect, SELLER promptly shall deliver a true, correct and complete copy of such new and/or updated information to BUYER. 3 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 75 of 855 Section 6. City Council Approval. As a condition precedent to BUYER’s obligation to purchase the Property, BUYER’s city council shall have approved this Agreement and the purchase of the Property (“Final Approval”). Notwithstanding anything to the contrary contained herein, as of the date of this Agreement, said Final Approval has not yet been granted. Absent Final Approval, BUYER shall have no obligation to purchase the Property from SELLER or otherwise perform under this Agreement. BUYER’s representatives shall diligently pursue said approval. Upon final consideration of this Agreement by the BUYER’s legislative body, the BUYER shall issue formal notice to the Seller whether Final Approval is granted or denied. In the event that Final Approval is denied (i) this Agreement shall be terminated and neither party shall have any further rights or obligations hereunder, excepting any rights or obligations that expressly survive termination, (ii) the escrow shall be canceled, and (iii) all documents and funds shall be returned by the Escrow Holder to each party who deposited the same. Section 7. Close of Escrow. (a) As used herein, “Close of Escrow” means and refers to the date on which the conditions set forth in this Agreement for the close of Escrow for the transfer of the Property have been satisfied, and the Deed is recorded by the Escrow Holder. The Property shall be transferred to BUYER at the Close of Escrow, provided that within the periods of time set forth in this Agreement provided: (i) BUYER has not terminated this Agreement, (ii) BUYER has accepted the Deed, and (iii) all other conditions of the Close of Escrow set forth in this Agreement have been met and BUYER has paid, or caused to be paid to the Escrow Holder all applicable escrow costs relating to such closing. The Close of Escrow shall occur on a date designated by BUYER (on advance notice to SELLER) no later than thirty (30) days after the later of (i) the expiration of the due diligence period or (ii) Final Approval. (b) Conditions to Buyer ’s Performance. BUYER’s obligation to consummate the Close of Escrow is conditioned on all of the following: (1) SELLER’s Closing Deliveries. At Close of Escrow, SELLER shall deliver the following to the Escrow Holder: (i)The Deed, executed and acknowledged by SELLER, in the form attached as Exhibit B. (ii)an affidavit of non-foreign status of SELLER under the Foreign Investment in Real Property Tax Act. (iii)a settlement statement showing both the SELLER’s and the BUYER’s credi ts and debits consistent with this Agreement (the “Settlement Statement”). (iv)any transfer declarations required by applicable law; (v)an owner ’s affidavit in form and substance reasonably acceptable to Escrow Holder to delete the non-survey related standard, pre-printed exceptions. (vi)any other customary closing documents in form and substance reasonably satisfactory to SELLER and BUYER to consummate the Transaction. (2)Pre-Existing Obligations. There shall exist no leases, contracts or rights of occupancy or other agreements or contracts with respect to the Property entered into by SELLER that shall survive the Close of Escrow. (3)Title Conditions Satisfied. The Escrow Holder shall be in a position to issue the Title Policy to BUYER in the amount of the Purchase Price with respect to the Property and subject only to the exceptions permitted by Section 9 of this Agreement. 4 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 76 of 855 (4)SELLER’s Deliveries Complete. SELLER shall have delivered all of the documents and other items required pursuant to Section 7(b)(1) and shall have performed all other material obligations under this Agreement to be performed by SELLER at or prior to the Close of Escrow provided that SELLER shall have a reasonable opportunity to cure any such default after receiving written notice thereof from BUYER. (5)Representations True. All representations and warranties made by SELLER in this Agreement shall be true and correct in all material respects on and as of the Close of Escrow, as if made on and as of such date. (c)Conditions to SELLER's Performance. SELLER's obligation to consummate the Close of Escrow is conditioned on all of the following: (1)BUYER's Closing Deliveries. At the Close of Escrow, BUYER shall deliver the following: (i)The Purchase Price less the Deposit, as adjusted for apportionments and other adjustments required under this Agreement, plus any other amounts required to be paid by BUYER at the Close of Escrow. (ii)The Settlement Statement. (iii)any transfer declarations required by applicable law; (iv)any other customary closing documents in form and substance reasonably satisfactory to BUYER to consummate the Transaction. (2)BUYER's Deliveries Complete. BUYER shall have delivered all of the documents and other items required pursuant to Section 6(c)(1) and shall have performed all other material obligations to be performed by BUYER at or prior to the Close of Escrow provided that BUYER shall have a reasonable opportunity to cure any such default after receiving written notice thereof from SELLER. (3)Representations True. All representations and warranties made by BUYER in this Agreement shall be true and correct in all material respects on and as of the Closing Date, as if made on and as of such date. Section 8. Escrow Instructions. SELLER and BUYER each agree to execute and deliver to the Escrow Holder the customary supplemental written escrow instructions (consistent with the terms of this Agreement) of the Escrow Holder. In the event of a conflict between the additional terms of such customary supplemental escrow instructions of the Escrow Holder and the provisions of this Agreement, this Agreement shall supersede and be controlling. Upon any termination of this Agreement or cancellation of the Escrow, except as results from the default of SELLER, BUYER shall be solely responsible for the payment of the escrow cancellation costs of the Escrow Holder. Section 9. Conveyance of Title. (a) On or before the Close of Escrow, SELLER shall deliver to the Escrow Holder the Grant Deed, in form attached hereto as Exhibit “B” (the “Deed”) duly executed and acknowledged by SELLER. The Deed shall grant fee simple marketable title to the Property to BUYER. The Escrow Holder shall be instructed to record the Deed in the Official Records of Riverside County, California, if and when the Escrow Holder holds the funds for the SELLER as set forth herein. 5 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 77 of 855 (b) Within five (5) days following the Opening of Escrow, SELLER shall use commercially reasonable efforts to cause to be delivered or otherwise made available to BUYER a current preliminary report from a title company of BUYER’s choice (the “Title Company”) covering the Property, together with full and legible copies of all supporting documents (collectively, “Preliminary Report”), and may further order a survey of the Property from a licensed surveyor sufficient to obtain an ALTA title insurance policy (“Survey”). The Title Company shall issue an ALTA Owner ’s policy (“Title Policy”) at the Close of Escrow insuring fee title in BUYER, subject only to the following matters: (1) a lien for real property taxes, bond, or assessments not then delinquent; (2) matters of the Property’s title not disapproved by BUYER in writing; (3) all matters that affect title to the Property that would be revealed by an accurate and complete survey of the Property as of the end of the Inspection Period; (4) dedication of all streets abutting the Property; (5) customary utility rights-of-way and easements that do not materially interfere with the existing use of the Property; (6) zoning and other governmental restrictions; (7) matters common to any general area or subdivision in which the Property is located; (8) matters affecting the condition of the Property’s title created by or with the consent of the BUYER or BUYER’s officers, employees or agents. (9) such other title exceptions, if any, resulting from documents being recorded or delivered through Escrow. Section 10. Inspections and Review. (a) BUYER acknowledges and agrees that the Property is being conveyed in an "AS IS," “WHERE IS” condition and "WITH ALL FAULTS" as of the date of this Agreement and the date of Close of Escrow. Except as expressly set forth in this Agreement, no representations or warranties have been made or are made and no responsibility has been or is assumed by SELLER or by any officer, person, firm, agent or representative acting or purporting to act on behalf of SELLER as to the condition or repair of the Property or the value, expense of operation, or income potential thereof, or as to any other fact or condition which has or might affect the Property or the condition, repair, value, expense of operation or income potential of the Property or any portion thereof. BUYER further acknowledges and agrees that it has relied solely upon its own investigations of the Property and its own review of such information and documentation as it has deemed appropriate and is satisfied with the opportunity afforded for investigation. BUYER is not relying upon any statement or representation by SELLER or by any officer, person, firm, agent or representative acting or purporting to act on behalf of SELLER unless such statement or representation is specifically embodied in this Agreement, or the Exhibits attached hereto. Except as expressly set forth herein, SELLER makes no representations or warranties as to whether the Property contains any Hazardous Materials or pertaining to the extent, location or nature of the same. Further, to the extent that SELLER has provided to BUYER information from any inspection, engineering or environmental reports concerning any Hazardous Materials, SELLER makes no representations or warranties with 6 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 78 of 855 respect to the accuracy, completeness, methodology of preparation or otherwise concerning the contents of such reports. (b) The provisions of this Section 10 shall survive the Close of Escrow and shall be binding upon BUYER. (c) SELLER shall assist and cooperate with BUYER in endeavoring to remove title exceptions unacceptable to BUYER, but SELLER shall have no obligation to cause such objections to be removed or to expend any sums in such endeavor, except that SELLER shall remove all monetary liens and encumbrances created by or as a result of SELLER’s activities. (e) SELLER covenants not to further encumber and not to place any further liens or encumbrances on the Property, including, but not limited to, covenants, conditions, restrictions, easements, liens, options to purchase, rights of first offer options to lease, leases, tenancies, or other possessory interests. (f) SELLER covenants not to authorize others to take any action that adversely affects the physical condition of the Property or its soils to any material extent. Section 11. Closing Costs, Possession. (a) SELLER shall pay: (i) the cost of recording any releases of mortgages, liens or encumbrances as required hereunder; (ii) one half of Escrow Agent’s fees and costs for the Escrow, (iii) the cost of an ALTA Standard Owner ’s Policy in the amount of the Purchase Price, (iv) Seller ’s share of prorations, and (v) Seller ’s attorneys’ fees. BUYER shall pay (i) the premium for any requested ALTA extended coverage title policy, cost of the Survey and all requested ALTA survey policy endorsements, (ii) the cost of recording the Deed and any documentary or other transfer taxes payable on account of the conveyance of the Property to BUYER, (iii) one half of Escrow Agent’s fees and costs for the Escrow; (iv) BUYER’s share of prorations, and (v) Buyer ’s attorneys’ fees. Any other costs shall be divided among the parties in accordance with practices as are customary for similar transactions in the region where the Property is located. (b) BUYER shall be entitled to exclusive possession of the Property immediately upon the Close of Escrow. Section 12. Representations and Warranties. (a) SELLER hereby makes the following representations, covenants and warranties: (1) Power and Authority. SELLER has the legal power, right and authority to enter into this Agreement and to execute the instruments and documents referenced herein, and to consummate the transaction contemplated hereby. (2) Requisite Action. SELLER has taken all requisite action and obtained all requisite consents in connection with entering into this Agreement and the instruments and documents referenced herein and the consummation of the transactions contemplated hereby, and no consent of any other party is required. (3) Enforceability of Agreement. The persons executing this Agreement and any instrument or document referenced herein for or on behalf of SELLER have been duly authorized to so act on behalf of SELLER and this Agreement and any such 7 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 79 of 855 instrument or document is valid and legally binding on SELLER and enforceable against SELLER in accordance with their respective terms. (4) _No Litigation. There is no pending or, to the best of SELLER’s knowledge, threatened claims, action, allegations or lawsuit of any kind, whether for personal injury, property damage, property taxes, or otherwise, that could affect the Property. (5) No Violation. Neither the execution of this Agreement or the other instruments and documents referenced herein nor the performance by SELLER of its obligations hereunder and thereunder shall result in a breach or constitute a default under any agreement, document, instrument or other obligation to which SELLER is a party or by which SELLER may be bound or under law, statute, ordinance, rule, governmental regulation, state constitution, or any writ, injunction, order or decree of any court or governmental body applicable to SELLER. (6) Operation and Condition Pending Closing. Between the date of this Agreement and the Close of Escrow hereunder, SELLER will continue to manage, operate, and maintain the Property in the same manner as existed prior to the execution of this Agreement. (7) Contracts. There are no contracts or agreements to which SELLER is a party relating to the operation, maintenance, development, improvement, or ownership of the Property which will survive the Close of Escrow. (8) Hazardous Substances. To SELLER’s knowledge, after due inquiry, except as disclosed in any Phase I Environmental Inspection Report delivered by SELLER to BUYER (the “Environmental Report”), the Property has not been used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce, or process Hazardous Substances (defined below) or solid waste, except in compliance with all applicable federal, state, and local laws, rules, and regulations, and Seller has not caused or knowingly permitted and has no knowledge of the presence or any Release (defined below) of any Hazardous Substances on or offsite the Property. For the purposes of this Agreement, “Hazardous Substances” shall include, without limitation, asbestos, polychlorinated biphenyls, and petroleum (including crude oil or any fraction thereof), and materials or substances defined as “hazardous waste,” “hazardous substances,” “hazardous materials,” “pollutants,” or “toxic substances” in the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986 (PL 99-499); the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et. seq.; the Toxic Substance Control Act, 15 U.S.C. Section 2601, et. seq.; the Resource Conservation and Recovery Act, as amended, 42 U.S.C. Section 6901, et. seq.; the Federal Water Pollution Control Act, as amended, 33 U.S.C. Section 1251, et. seq.; any environmental law promulgated by the State of California; and in the rules or regulations adopted and guidelines promulgated pursuant to said laws. “Release” shall mean releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, disposing or dumping. All representations and warranties contained in this Section 12(a) are true and correct on the date hereof and on the date of the Close of Escrow and shall survive the Close of Escrow. (b) Warranties and Representations by BUYER. BUYER hereby makes the following representations, covenants and warranties and acknowledges that the execution of this Agreement by SELLER has been made in material reliance by SELLER on such covenants, representations, and warranties: (1) Subject to the Final Approval, BUYER has the legal right, power and authority to enter into this Agreement and the instruments and documents referenced herein and to consummate the transactions contemplated hereby. The persons executing this 8 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 80 of 855 Agreement and such other instruments as may be referenced herein on behalf of BUYER hereby represent and warrant that such persons have the power, right and authority to bind BUYER. (2) Except for the Final Approval, BUYER has taken all requisite action and obtained all requisite consents in connection with entering into this Agreement and the instruments and documents referenced herein and the consummation of the transactions contemplated hereby, and no consent of any other party is required. (3) Subject to the Final Approval, this Agreement is, and all instruments and documents to be executed by BUYER pursuant to this Agreement shall be, duly executed by and are or shall be valid and legally binding upon BUYER and enforceable in accordance with their respective terms. (4) Subject to the Final Approval, neither the execution of this Agreement nor the consummation of the transaction contemplated hereby shall result in a breach of or constitute a default under any other agreement, document, instrument, or other obligation to which BUYER is a party or by which BUYER may be bound, or under law, statute, ordinance, rule governmental regulation or any writ, injunction, order or decree of any court or governmental body applicable to BUYER. All representations and warranties contained in this Section 12(b) are true and correct on the date hereof and on the date of the Close of Escrow and shall survive the Close of Escrow. Section 13. Conflict of Interest. No member, official or employee of either party having any conflict of interest, direct or indirect, related to this Agreement and the use and development of the Property shall participate in any decision relating to the Agreement. The parties represent and warrant that they do not have knowledge of any such conflict of interest. Section 14. Nonliability of Officials and Employees. No officer, official or employee of either party shall be personally liable to the other party, or any successor in interest of such other party, in the event of any default or breach or for any amount which may become due hereunder, or on any obligations under the terms of this Agreement. Section 15. Indemnification. BUYER agrees to indemnify and hold SELLER and its officers, employees, and agents harmless from and against all damages, judgments, costs, expenses, and attorney’s fees arising from or related to any act or omission of BUYER in performing its investigations of the Property, except to the extent caused by the gross negligence or willful misconduct of SELLER. SELLER shall give BUYER written notice of the occurrence of a claim, litigation or other matters for which SELLER seeks indemnity under this Section as promptly as practicable following SELLER’S knowledge of the occurrence of such matter and SELLER shall reasonably cooperate with BUYER in the defense of any such claim or matter and shall not take any action that would adversely affect BUYER’s defense of such matter. Section 16. Default. (a) Default by Buyer; Limitation on Liability; Liquidated Damages. IF BUYER REFUSES OR FAILS TO CONSUMMATE THE CLOSE OF ESCROW UNDER THIS AGREEMENT FOR ANY REASON OTHER THAN: (I) THE FAILURE OF AN EXPRESS 9 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 81 of 855 CONDITION PRECEDENT TO BUYER’S OBLIGATION TO CLOSE, OR (II) ANY OTHER EXPRESS RIGHT OF BUYER SET FORTH IN THIS AGREEMENT TO TERMINATE THIS AGREEMENT, AND IF BUYER FAILS TO CURE ANY SUCH FAILURE TO COMPLETE THE CLOSE OF ESCROW WITHIN TEN (10) DAYS FOLLOWING RECEIPT OF A WRITTEN NOTICE FROM SELLER INDICATING THE NATURE OF ANY DEFAULT ON THE PART OF BUYER, THE SELLER SHALL RETAIN THE DEPOSIT, PLUS ANY INTEREST ACCRUED THEREON, AS SELLER’S SOLE REMEDY FOR BUYER’S FAILURE TO CLOSE OR FOR ANY DEFAULT ON THE PART OF BUYER UNDER THIS AGREEMENT, AND IN SUCH A CASE, BOTH PARTIES SHALL BE RELIEVED OF AND RELEASED FROM ANY FURTHER LIABILITY HEREUNDER. THE PARTIES HAVE AGREED THAT SELLER'S ACTUAL DAMAGES, IN THE EVENT OF A DEFAULT BY BUYER, WOULD BE EXTREMELY DIFFICULT OR IMPRACTICABLE TO DETERMINE. SELLER AND BUYER AGREE THAT THE DEPOSIT, PLUS ANY INTEREST ACCRUED THEREON, IS A FAIR AND REASONABLE AMOUNT TO BE RETAINED BY SELLER AS AGREED AS LIQUIDATED DAMAGES IN LIGHT OF SELLER’S REMOVAL OF THE PROPERTY FROM THE MARKET AND THE COSTS INCURRED BY SELLER AND SHALL NOT CONSTITUTE A PENALTY OR A FORFEITURE. BY PLACING ITS INITIALS BELOW, EACH PARTY SPECIFICALLY CONFIRMS THE ACCURACY OF THE STATEMENTS MADE ABOVE AND THE FACT THAT EACH PARTY WAS REPRESENTED BY COUNSEL WHO EXPLAINED, AT THE TIME THIS AGREEMENT WAS MADE, THE CONSEQUENCES OF THIS LIQUIDATED DAMAGES PROVISION. INITIALS: SELLER: BUYER: (b) Default By Seller; Other Failure To Consummate Agreement. IN THE EVENT OF ANY DEFAULT ON THE PART OF SELLER UNDER THIS AGREEMENT, WHICH SELLER FAILS TO CURE WITHIN TEN (10) DAYS FOLLOWING RECEIPT OF A WRITTEN NOTICE, BUYER SHALL HAVE THE RIGHT, IN BUYER’S SOLE DISCRETION AND AS ITS SOLE AND ONLY REMEDIES HEREUNDER TO THE EXCLUSION OF ALL OTHER POTENTIAL REMEDIES, TO EITHER (I) TERMINATE THIS AGREEMENT AND RECEIVE THE DEPOSIT PLUS ANY INTEREST ACCRUED THEREON, AND RECEIVE FROM SELLER ALL OF PURCHASER’S OUT OF POCKET THIRD PARTY COSTS AND EXPENSES IN CONNECTION WITH THIS TRANSACTION, IN WHICH EVENT THIS AGREEMENT SHALL AUTOMATICALLY TERMINATE AND BE OF NO FURTHER FORCE OR EFFECT AND NEITHER PARTY SHALL HAVE ANY FURTHER RIGHTS OR OBLIGATIONS HEREUNDER, OTHER THAN PURSUANT TO ANY PROVISION HEREOF WHICH EXPRESSLY SURVIVES THE TERMINATION OF THIS AGREEMENT; (II) BRING AN ACTION FOR SPECIFIC PERFORMANCE; OR (III) WAIVE SUCH FAILURE OR BREACH AND PROCEED TO CONSUMMATE THE PURCHASE OF THE PROPERTY, WAIVING ANY CLAIM AGAINST SELLER AND RELEASING SELLER FROM ANY LIABILITY OR OBLIGATIONS IN CONNECTION THEREWITH (PROVIDED THAT IN NO EVENT SHALL PURCHASER HAVE THE RIGHT TO WAIVE ANY OF SELLER’S CONDITIONS PRECEDENT HEREUNDER). INITIALS: SELLER: BUYER: 10 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 82 of 855 Section 17. Broker Commissions. SELLER and BUYER each represent and warrant to the other that no real estate agent or broker was involved in negotiating the transaction contemplated herein except for CBRE, Inc. (Marco Rossetti, Brian Hutcherson and Matraya Homans) (“BUYER’s Broker”) and The Pena Group (“Seller ’s Broker”). Buyer will pay to its representative CBRE, Inc. a 3% commission for its efforts hereunder at the Close of Escrow, separate and independent of the Purchase Price. Seller shall pay the Seller ’s Broker, The Pena Group, a 3% commission at the Close of Escrow. In the event any other claims for real estate commissions, fees or compensation (collectively “Compensation”) arise in connection with this transaction, the party so incurring or causing such claims agrees to indemnify, defend and hold harmless the other party from any loss or damage, including attorneys’ fees, which said other party suffers because of said claims. Neither BUYER nor SELLER shall have any liability to BUYER’s Broker if this transaction should fail to close for any reason whatsoever. Section 18. Natural Hazard Disclosures. As used herein, the term “Natural Hazard Area” shall mean those areas identified as natural hazard areas or natural hazards in the Natural Hazard Disclosure Act, California Government Code Sections 8589.3, 8589.4 and 51183.5, and California Public Resources Code Sections 2621.9, 2694 and 4136, and any successor statutes or laws (collectively, the “Natural Hazards Laws”). SELLER shall provide BUYER with a Natural Hazard Disclosure Statement (“Disclosure Statement”) in a form required by the Natural Hazards Laws by not less than twenty (20) days prior to the end of the Due Diligence Period. BUYER acknowledges that SELLER will retain the services of Escrow Holder, or its agent, to examine the maps and other information made available to the public by government agencies for the purpose of enabling SELLER to fulfill its disclosure obligations with respect to the Natural Hazards Laws and to prepare the written report of the result of its examination (“Natural Hazards Report”). BUYER acknowledges that the Natural Hazards Report will fully and completely discharge SELLER from its disclosure obligations under the Natural Hazards Laws and under California Civil Code Sections 1102 through 1102.17. BUYER acknowledges and agrees that nothing contained in the Disclosure Statement releases BUYER from its obligation to fully investigate and satisfy itself with the condition of the Property, including, without limitation, whether the Property is located in any Natural Hazard Area. BUYER further acknowledges and agrees that the matters set forth in the Disclosure Statement or Natural Hazards Report may change on or prior to the Closing and that SELLER has no obligation to update, modify or supplement the Disclosure Statement or Natural Hazards Report. Section 19. Time of the Essence. Time is of the essence with respect to the Close of Escrow and all of the provisions of this Agreement. Section 20. Miscellaneous. (a) This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and together shall constitute one and the same agreement, with one counterpart being delivered to each party hereto. (b) All periods of time referred to in this Agreement shall include all Saturdays, Sundays and state or national holidays, provided that if the date or last date to perform any act or give any notice with respect to this Agreement shall fall on a Friday, Saturday, Sunday or state or national holiday, such act or notice may be timely performed or given on the next succeeding day which is not a Friday, Saturday, Sunday or state or national holiday. (c) The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render the other provisions hereof unenforceable, invalid, or illegal. 11 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 83 of 855 Section 21 Entire Agreement (a) This Agreement and the exhibits attached hereto constitute the entire understanding and Agreement of the parties. (b) This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto with respect to the Property. (c) The headings to the paragraphs of this Agreement are for convenience of reference only, do not form a part of this Agreement and shall not in any way affect its interpretation. REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY 12 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 84 of 855 IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the dates set forth below. BUYER: CITY OF PALM DESERT, a California charter city By: __________________________________ Date: ____________________ L. Todd Hileman, City Manager ATTEST: APPROVED AS TO LEGAL FORM: By: ____________________________ By: __________________________ Anthony Mejia, MMC, City Clerk City Attorney, Best Best & Krieger LLC Date: __________________________ Date: ________________________ SELLER: Glen M. Kammerer By: ____________________________ Date: ___________________ Title:_____________________________________ Sherill R. Kammerer By: ____________________________ Date: ___________________ Title:_____________________________________ EXHIBIT “A” Legal Description 13 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 85 of 855 APN 637-300-023 described as five (1) parcels of land totaling approximately 1.01 acres. 14 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 86 of 855 EXHIBIT B Form of Deed [See attached] 15 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 87 of 855 (Space Above This Line for Recorder ’s Use Only) GRANT DEED For valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the _____________________________________(“Grantor”), hereby grants to City of Palm Desert, a California charter city (“Grantee”), the real property (the “Property”) located in the City of Palm Desert, County of Riverside, California, known as [PROPERTY ADDRESS] and more particularly described in Attachment No. 1 attached hereto and incorporated in this grant deed (“Grant Deed”) by reference. RECORDING REQUESTED BY AND AFTER RECORDATION MAIL TO: City of Palm Desert 73510 Fred Waring Drive Palm Desert, California 92260 Attention: Economic Development Director This document is exempt from the payment of a recording fee pursuant to Government Code §§ 6103, 27383 GRANTOR: Date: _______________________, 20__By:[form document – do not execute] Name: [SIGNATURE MUST BE NOTARIZED] Title: Date: _______________________, 20__By:[form document – do not execute] Name: [SIGNATURE MUST BE NOTARIZED] Title: 16 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 88 of 855 ACK N OWLEDGME NTS 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. On ____________________, before me, ____________________________, a Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. 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. On ____________________, before me, ____________________________, a Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. State of California ) County of ______________) Signature State of California ) County of _______________) Signature Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 89 of 855 ATTACHMENT NO. 1 LEGAL DESCRIPTIO N – PROPERTY APN 637-300-023 described as five (1) parcels of land totaling approximately 1.01 acres. 18 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 90 of 855 [CERTIFICATE OF ACCEPTANCE TO BE ATTACHED FOR RECORDING] 19 Authentisign ID: E8508466-7FEF-EE11-AAF0-6045BDDAA143 Page 91 of 855 Page 92 of 855 Description Quantity Unit Unit Price Total Price Planning (CUP)1 EA 2,000.00$ 2,000$ Preliminary Engineering 1 EA 20,000.00 20,000 Environmental Package 1 EA - - Mitigation / Legal 1 EA 2,000.00 2,000 Agency Fees & Processing 1 EA 2,500.00 2,500 Miscellaneous 10%26,500.00 2,650 Total Entitlements 29,150$ Grading Mobilization 1 LS 2,500.00$ 2,500$ Tribal Monitoring 1 MO - - Earthwork 5,000 CY 20.00 100,000 Import - CY 10.00 - Clear & Grub 1 AC 2,500.00 2,500 Erosion Control 1 AC 1,000.00 1,000 Storm Drain protection - LS 35,000.00 - Construction Water/Sewer 1 MO 10,000.00 10,000 Sub Total Grading 116,000$ Pavement Asphalt, Concrete Curb & Gutter Remove & Replace existing gravel - SF 0.50$ -$ Pavement (3"AC/4"AB)- SF 3.50 - 6' PCC Sidewalk 900 LF 20.00 18,000 6" Curb - LF 19.00 - 6" Curb & Gutter - LF 25.00 - Lighting 1 LS 10,000.00 10,000 Landscaping 1 LS 100,000.00 100,000 Landscape furniture 1 LS 25,000.00 50,000 Storm Drain Drywells 1 EA 25,000.00 25,000 Sub Total Paving 203,000$ Miscellaneous Professional Engineering 8.0%348,150$ 27,852$ Surveying 6.0%348,150 20,889 Legal & Title (CC&R's)0.0%348,150 - Landscape Architect 10.0%348,150 34,815 Agency Permits, Fees & Utilities 10.0%348,150 34,815 Bonds & Assurities 3.0%348,150 10,445 Land Acquisition 1 LS 500,000 500,000 Structures Underground Electric - LF 150.00 - Gas - LF 50.00 - Misc Utility Trenching - LF 60.00 - Sub Total Miscellaneous 628,816$ Sub Total Infrastructure 947,816$ Sub Total Entitlements 29,150$ 20%Contingency 195,393 Total Project Costs 1,172,359$ This estimate represents best information & assumptions only. There are no representation concerning the estimated quantities and cost figures other than that all such figures are estimates only; remember that fluctuations in construction cost factors or the actual quantities depicted at the time of bidding and/or construction can vary greatly. Mountain View Park / Retention Basin 637-300-023 Preliminary Cost Estimate ENTITLEMENTS INFRASTRUCTURE Page 93 of 855 Page 94 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Shawn Muir, Community Services Manager REQUEST: APPROVE CHANGE ORDERS/AMENDMENT TO CONTRACTS NO. C44620A-E FOR ON-CALL FACILITIES REPAIRS & IMPROVEMENTS IN THE AMOUNT OF $1,500,000 (PROJECT NO. MFA00009) RECOMMENDATION: 1. Approve the increase of the annual aggregate amount to Contracts C44620A-E from $3,000,000 to $4,500,0000 for On-call Facilities Repairs & Improvements. 2. Authorize the City Manager to review and approve up to two, one-year extensions per vendor contract for an aggregated amount not to exceed $4,500,000. 3. Authorize the City Manager or designee to review and approve change orders for unanticipated conditions per Section 3.30.170 Section A of Ordinance No. 1335. 4. Authorize the City Manager to execute the change orders and amendments. BACKGROUND/ANALYSIS: On January 12, 2023, and August 24, 2023, the City Council awarded the On-Call Facilities Repairs and Improvements Project contracts to: 1. PUB Construction, Inc. of Diamond Bar, California (C44620A) 2. Belfor USA Group of Riverside, California (C44620B) 3. Elite Customs Construction of San Jacinto, California (C44620C) 4. R&R B Inc dba Servpro of Chino/Chino Hills (C44620D) 5. Doug Wall Construction of Bermuda Dunes, California (C44620E) The first three contracts were awarded in an aggregate amount not to exceed $750,000 per fiscal year for three years. On April 27, 2023, the contracts were increased to an annual aggregate contract amount of $3,000,000 to allow staff to address deferred maintenance issues throughout the City. The last two contracts (C44620D and E) were added to the annual aggregate amount on August 24, 2023. After the award of these contracts, additional project needs were identified, and existing projects were expedited for completion. The City Council approved an appropriation in the amount of $1,810,316.74 from facility reserve funds on March 14, 2024, to complete several projects that were new or had increased in scope. Staff recommends approving the following:  Change Order 2 to Contracts C44620A and C44620C  Amendment No. 2 to Contract No. C 44620B  Change Order No. 1 to Contract Nos. C44620D and C44620E Page 95 of 855 City of Palm Desert Approve Increase for Facilities Contracts (C44620A-E) Page 2 of 2 This will allow the contract aggregate annual amount to be increased by $1,500,000 for the duration of the contract term and continue the progress in addressing deferred maintenance at public facilities throughout the City. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: The approved Public Works Operations Budget and Capital Improvements Project (CIP) List for Fiscal Year 2023/24 includes a total of $3.9M for repairs and improvements projects under various accounts. Additional funding was identified after the award of these contracts that will assist staff in completing additional projects quickly and efficiently by utilizing economies of scale and bundling multiple projects. Therefore, On March 14, 2024, the City Council approved the appropriation of $1,810,317. Projects and funding are as follows: Description Account No. 2023-24 Budget 03/14/24 Appropriation Est. Project Cost Corporation Yard Building Improvements (CFA00016) 4004330-4400100 $350,000 $400,000 $750,000 Civic Center Dog Park (CFA00011) 4004674-4400100 $450,000 $810,317 $1,260,317 Community Garden Improvements (CLS00002) 4004618-4400100 $100,000 $50,000 $150,000 University Park East Community Gardens (CLS00002) 4004618-4400100 $0 $150,000 $150,000 University Dog Park Fence Replacement (CPK00006) 4004618-4400100 $200,000 $300,000 $500,000 Ironwood Park Improvements – Restroom (MPK00008) 4004618-4400100 $0 $100,000 $100,000 Fire Station Improvements (MFA00029-31) 2304220-4400100 $1,160,000 $0.00 $1,160,000 Aquatic Center Improvements (CFA00009) 2424549-4400100 $1,700,000 $0.00 $1,700,000 Totals $3,960,000 $1,810,317 $5,770,317 Due to the appropriations, staff request approval to increase the annual aggregate to $4.5M for the remainder of the contract term. No additional appropriation is requested at this time; therefore, there is no additional financial impact on the general fund. ATTACHMENTS: 1. C44620A Change Order No. 2 2. C44620C Change Order No. 2 3. C44620B Amendment No. 2 4. C44620D Change Order No. 1 5. C44620E Change Order No. 1 Page 96 of 855 Contingency: Less: Expend. / Encumb. To Date: Less: This Change Order Amount: Contingency: Less: Prior Change Order(s): Less: This Change Order: __________________________________________________________ dollars and ___/100 (___________) Contractor shall construct, furnish all supervision, labor, services, equipment, and materials, and perform all work necessary or required to fully complete the changes to the Contract described in this Change Order for the amount agreed upon between the Contractor and the City of Palm Desert (“City”). Contract Purpose: Contractor Name: C44620A 2 MFA00009 On-Call Facilities Repairs and Improvements Project PUB Construction, Inc. Additional On-Call Facilities Repairs and Improvements $ 1,500,000.00 $ 0.00 $ 1,500,000.00 $ 1,500,000.00 City staff have increased the use of this contract to address deferred maintenance needs and to take on new projects. $ 750,000.00 $ 0.00 $ 750,000.00 $ 3,000,000.00 $ 1,500,000.00 -$ 3,750,000.00 $ 0.00 $ 2,250,000.00 $ 1,500,000.00 -$ 3,750,000.00 The amount of the contract will be increased by the sum of: One Million Five Hundred Thousand 00 $ 1,500,000.00 $ 4,500,000.00 Page 97 of 855 Continued from Front Contract No. _________ Contract Change Order No. ___ Contract Time Extension: __________________________ Contractor accepts the terms and conditions stated above as full and final settlement of any and all claims arising out of or related to the subject of this Change Order and acknowledges that the compensation (time and cost) set forth herein comprises the total compensation due for the work or change defined in the Change Order, including all impact on any unchanged work. Execution of this Change Order by the Contractor constitutes a binding accord and satisfaction that fully satisfies, waives, and releases the City from all claims, demands, costs, and liabilities, in contract, law or equity, arising out of or related to the subject of the Change Order, whether known or unknown, including but not limited to direct and indirect costs and/or damages for delay, disruption, acceleration, loss of productivity, and stacking of trades, as well as any and all consequential damages. The adjustments to the Contract Price and Contract Time in this Change Order constitute the entire compensation and/or adjustment thereto due to Contractor, including but not limited to all direct, indirect, consequential, profit, labor, equipment, tools, idle time, incidentals, and overhead (field and home office) costs, due to Contractor arising out of or related to the change in the work covered by this Change Order. The Contractor hereby releases and agrees to waive all rights, without exception or reservation of any kind whatsoever, to file any further claim or request for equitable adjustment of any type, for any reasonably foreseeable cause that shall arise out of, or as a result of, this Change Order and/or its impact on the remainder of the work under the Contract. This Change Order will become a supplement to the Contract and all provisions will apply hereto. 1. REQUESTED BY: ______________________ Department Director 2. ACCEPTED BY: ______________________ Contractor 3. CERTIFIED FUNDS AVAILABLE ______________________ Finance Director 4. APPROVED BY: ______________________ City Manager NOTE: No payments will be made prior to City Manager Council approval QC: _____ C44620A 2 Page 98 of 855 Page 1 of 2 AMENDMENT NO. 2 TO CONTRACT NO. C44620B THE MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY PALM DESERT AND BELFOR USA GROUP 1. Parties and Date. This Amendment No. 2 to Contract No. C44620B, the Maintenance Services Agreement is made and entered into as of this 11th day of April 2024, by and between the City of Palm Desert (“City”) and Belfor USA Group, Inc. City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Maintenance Services Agreement” dated January 12, 2023 (“Agreement”) for the purpose of retaining the services of Contractor to provide facility repairs and improvements. 2.2 Amendment. The City Council on April 27, 2023, approved to increase the annual aggregate amount of $3,000,000 for Fiscal Year 2023/2024 and Fiscal Year 2024/2025. The City Council on April 11, 2024, approved to increase the annual aggregate amount from $3,000,000 to $4,500,000 for the remaining contract term. 3. Terms. 3.1 Amendment. Section 3.3.1 of the Agreement is hereby amended in its entirety to read as follows: “Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” of the original agreement. The maximum compensation for Services to be provided pursuant to each Task Order shall be set forth in the relevant Task Order. The total compensation, in the aggregate, sh all not exceed $4,500,000, without the written approval of the City Council or City Manager, as applicable.” 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 2. From and after the date of this Amendment No. 2, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 2. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2. 3.4 Severability. If any portion of this Amendment No. 2 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 2 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. AMENDMENT NO. 2 TO CONTRACT NO. C44620B Page 99 of 855 Page 2 of 2 MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY PALM DESERT AND BELFOR USA GROUP IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 2 to Contract No. C44620B, a Maintenance Services Agreement, as of the 11th day of April, 2024. CITY OF PALM DESERT Approved By: L. Todd Hileman City Manager Attested By: Anthony J. Mejia City Clerk BELFOR USA GROUP Signature Name Title _______________ Attorney Page 100 of 855 Contingency: Less: Expend. / Encumb. To Date: Less: This Change Order Amount: Contingency: Less: Prior Change Order(s): Less: This Change Order: __________________________________________________________ dollars and ___/100 (___________) Contractor shall construct, furnish all supervision, labor, services, equipment, and materials, and perform all work necessary or required to fully complete the changes to the Contract described in this Change Order for the amount agreed upon between the Contractor and the City of Palm Desert (“City”). Contract Purpose: Contractor Name: C44620C 2 MFA00009 On-Call Facilities Repairs and Improvements Project Elite Customs Construction Additional On-Call Facilities Repairs and Improvements $ 1,500,000.00 $ 0.00 $ 1,500,000.00 $ 1,500,000.00 City staff have increased the use of this contract to address deferred maintenance needs and to take on new projects. $ 750,000.00 $ 0.00 $ 750,000.00 $ 3,000,000.00 $ 1,500,000.00 -$ 3,750,000.00 $ 0.00 $ 2,250,000.00 $ 1,500,000.00 -$ 3,750,000.00 The amount of the contract will be increased by the sum of: One Million Five Hundred Thousand 00 $ 1,500,000.00 $ 4,500,000.00 Page 101 of 855 Continued from Front Contract No. _________ Contract Change Order No. ___ Contract Time Extension: __________________________ Contractor accepts the terms and conditions stated above as full and final settlement of any and all claims arising out of or related to the subject of this Change Order and acknowledges that the compensation (time and cost) set forth herein comprises the total compensation due for the work or change defined in the Change Order, including all impact on any unchanged work. Execution of this Change Order by the Contractor constitutes a binding accord and satisfaction that fully satisfies, waives, and releases the City from all claims, demands, costs, and liabilities, in contract, law or equity, arising out of or related to the subject of the Change Order, whether known or unknown, including but not limited to direct and indirect costs and/or damages for delay, disruption, acceleration, loss of productivity, and stacking of trades, as well as any and all consequential damages. The adjustments to the Contract Price and Contract Time in this Change Order constitute the entire compensation and/or adjustment thereto due to Contractor, including but not limited to all direct, indirect, consequential, profit, labor, equipment, tools, idle time, incidentals, and overhead (field and home office) costs, due to Contractor arising out of or related to the change in the work covered by this Change Order. The Contractor hereby releases and agrees to waive all rights, without exception or reservation of any kind whatsoever, to file any further claim or request for equitable adjustment of any type, for any reasonably foreseeable cause that shall arise out of, or as a result of, this Change Order and/or its impact on the remainder of the work under the Contract. This Change Order will become a supplement to the Contract and all provisions will apply hereto. 1. REQUESTED BY: ______________________ Department Director 2. ACCEPTED BY: ______________________ Contractor 3. CERTIFIED FUNDS AVAILABLE ______________________ Finance Director 4. APPROVED BY: ______________________ City Manager NOTE: No payments will be made prior to City Manager Council approval QC: _____ C44620C 2 N/A Page 102 of 855 Contingency: Less: Expend. / Encumb. To Date: Less: This Change Order Amount: Contingency: Less: Prior Change Order(s): Less: This Change Order: __________________________________________________________ dollars and ___/100 (___________) Contractor shall construct, furnish all supervision, labor, services, equipment, and materials, and perform all work necessary or required to fully complete the changes to the Contract described in this Change Order for the amount agreed upon between the Contractor and the City of Palm Desert (“City”). Contract Purpose: Contractor Name: C44620D 1 Multiple MFA00009 On-Call Facilities Repairs and Improvements Project R&R B dba Servpro of Chino/Chino Hills Additional On-Call Facilities Repairs and Improvements $ 1,500,000.00 $ 0.00 $ 1,500,000.00 $ 1,500,000.00 City staff have increased the use of this contract to address deferred maintenance needs and to take on new projects. $ 3,000,000.00 $ 0.00 $ 3,000,000.00 $ 3,000,000.00 $ 1,500,000.00 -$ 1,500,000.00 $ 0.00 $ 0.00 $ 1,500,000.00 -$ 1,500,000.00 The amount of the contract will be increased by the sum of: One Million Five Hundred Thousand 00 $ 1,500,000.00 $ 4,500,000.00 Page 103 of 855 Continued from Front Contract No. _________ Contract Change Order No. ___ Contract Time Extension: __________________________ Contractor accepts the terms and conditions stated above as full and final settlement of any and all claims arising out of or related to the subject of this Change Order and acknowledges that the compensation (time and cost) set forth herein comprises the total compensation due for the work or change defined in the Change Order, including all impact on any unchanged work. Execution of this Change Order by the Contractor constitutes a binding accord and satisfaction that fully satisfies, waives, and releases the City from all claims, demands, costs, and liabilities, in contract, law or equity, arising out of or related to the subject of the Change Order, whether known or unknown, including but not limited to direct and indirect costs and/or damages for delay, disruption, acceleration, loss of productivity, and stacking of trades, as well as any and all consequential damages. The adjustments to the Contract Price and Contract Time in this Change Order constitute the entire compensation and/or adjustment thereto due to Contractor, including but not limited to all direct, indirect, consequential, profit, labor, equipment, tools, idle time, incidentals, and overhead (field and home office) costs, due to Contractor arising out of or related to the change in the work covered by this Change Order. The Contractor hereby releases and agrees to waive all rights, without exception or reservation of any kind whatsoever, to file any further claim or request for equitable adjustment of any type, for any reasonably foreseeable cause that shall arise out of, or as a result of, this Change Order and/or its impact on the remainder of the work under the Contract. This Change Order will become a supplement to the Contract and all provisions will apply hereto. 1. REQUESTED BY: ______________________ Department Director 2. ACCEPTED BY: ______________________ Contractor 3. CERTIFIED FUNDS AVAILABLE ______________________ Finance Director 4. APPROVED BY: ______________________ City Manager NOTE: No payments will be made prior to City Manager Council approval QC: _____ C44620D 1 N/A Page 104 of 855 Contingency: Less: Expend. / Encumb. To Date: Less: This Change Order Amount: Contingency: Less: Prior Change Order(s): Less: This Change Order: __________________________________________________________ dollars and ___/100 (___________) Contractor shall construct, furnish all supervision, labor, services, equipment, and materials, and perform all work necessary or required to fully complete the changes to the Contract described in this Change Order for the amount agreed upon between the Contractor and the City of Palm Desert (“City”). Contract Purpose: Contractor Name: C44620E 1 Multiple MFA00009 On-Call Facilities Repairs and Improvements Project Doug Wall Construction, Inc. Additional On-Call Facilities Repairs and Improvements $ 1,500,000.00 $ 0.00 $ 1,500,000.00 $ 1,500,000.00 City staff have increased the use of this contract to address deferred maintenance needs and to take on new projects. $ 3,000,000.00 $ 0.00 $ 3,000,000.00 $ 3,000,000.00 $ 1,500,000.00 -$ 1,500,000.00 $ 0.00 $ 0.00 $ 1,500,000.00 -$ 1,500,000.00 The amount of the contract will be increased by the sum of: One Million Five Hundred Thousand 00 $ 1,500,000.00 $ 4,500,000.00 Page 105 of 855 Continued from Front Contract No. _________ Contract Change Order No. ___ Contract Time Extension: __________________________ Contractor accepts the terms and conditions stated above as full and final settlement of any and all claims arising out of or related to the subject of this Change Order and acknowledges that the compensation (time and cost) set forth herein comprises the total compensation due for the work or change defined in the Change Order, including all impact on any unchanged work. Execution of this Change Order by the Contractor constitutes a binding accord and satisfaction that fully satisfies, waives, and releases the City from all claims, demands, costs, and liabilities, in contract, law or equity, arising out of or related to the subject of the Change Order, whether known or unknown, including but not limited to direct and indirect costs and/or damages for delay, disruption, acceleration, loss of productivity, and stacking of trades, as well as any and all consequential damages. The adjustments to the Contract Price and Contract Time in this Change Order constitute the entire compensation and/or adjustment thereto due to Contractor, including but not limited to all direct, indirect, consequential, profit, labor, equipment, tools, idle time, incidentals, and overhead (field and home office) costs, due to Contractor arising out of or related to the change in the work covered by this Change Order. The Contractor hereby releases and agrees to waive all rights, without exception or reservation of any kind whatsoever, to file any further claim or request for equitable adjustment of any type, for any reasonably foreseeable cause that shall arise out of, or as a result of, this Change Order and/or its impact on the remainder of the work under the Contract. This Change Order will become a supplement to the Contract and all provisions will apply hereto. 1. REQUESTED BY: ______________________ Department Director 2. ACCEPTED BY: ______________________ Contractor 3. CERTIFIED FUNDS AVAILABLE ______________________ Finance Director 4. APPROVED BY: ______________________ City Manager NOTE: No payments will be made prior to City Manager Council approval QC: _____ C44620E 1 N/A Page 106 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Shawn Muir, Community Services Manager REQUEST: APPROVE AMENDMENT NO. 7 TO CONTRACT NO. C36620 WITH YMCA FOR MANAGEMENT OF THE PALM DESERT AQUATIC CENTER RECOMMENDATION: 1. Approve Amendment No. 7 to update the scope of work for Contract No. C3662 0 with the Family Young Men’s Christian Association of the Desert (“YMCA”), of Palm Desert, California. 2. Authorize the City Attorney to make any necessary nonmonetary changes to the amendment. 3. Authorize the City Manager to execute Contract No. C36627, Amendment No. 7 to Contract No. C36620. BACKGROUND/ANALYSIS: The YMCA has been the operator of the Palm Desert Aquatic Center since its opening in 2011. Most recently, Contract No. C36620 was executed to continue the YMCA management of the facility. This contract has been extended multiple times, and on December 14, 2023, the Ci ty Council adopted Amendment No. 6 to extend the agreement through June 30, 2025. Amendment No. 6 included an updated scope of work that shifted the responsibility for procurement for the facility back to the City. Upon implementation, it was determined that the procurement of low-cost, day-to-day items could be administered by YMCA. Staff has negotiated changes to the scope of work with the YMCA to include a $500 spending limit for YMCA staff. Orders of over $500 up to $2,000 may be made by the YMCA upon approval by the City and in accordance with our Purchasing Policy. The City will continue procurement of orders totaling over $2,000. In addition, the City will contract with a janitorial service to provide a Day Porter and daily janitorial for the facili ty to bring service within an acceptable standard. City and YMCA Staff agree with the updated scope of work included in the proposed Amendment No. 7. Staff recommends approval of Amendment No. 7 to update the scope of work for purchasing and janitorial responsibilities. Legal Review: This report has been reviewed by the City Attorney’s office. Page 107 of 855 City of Palm Desert Approve Amendment No. 7 PDAC Management Contract Page 2 of 2 FINANCIAL IMPACT: The approved Aquatic Facility Operations Budget for Fiscal Year 2023 -24 includes a total of $1,962,500 for the management and operations of PDAC under the following accounts: The costs associated with the updated scope of work do not increase the YMCA’s current contract amount; however, the transfer of janitorial services to the City will increase the Aquatic Center’s annual operations budget by $84,000 ($7,000 monthly). Costs for janitorial services during the remainder of the current fiscal year (April-June) will be paid from available funds in Account No. 2424549-4331101, Contracted Pool Service. Therefore, there is no additional financial impact to the General Fund with approval of this amendment. Staff will include funding for future janitorial services in the annual budget request. ATTACHMENTS: 1. Exhibit A - Scope of Work (red-line) 2. C36620 Amendment No. 7 3. C36620 - Executed Agreement FY 2023-24 Account No. Budget Total Supplies 2424549-4219000 $ 20,000 Other Expenses 2424549-4309000 $ 100,000 Management Fee 2424549-4309300 $ 165,000 Food / Merchandise 2424549-4801100 $ 40,000 Contracted Labor 2424549-4802101 $1,637,500 $1,962,500 Page 108 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 1 of 19 SCOPE OF SERVICES General Scope: The Consultant will provide management and operations services for City of Palm Desert in accordance with the Contract Documents at the Palm Desert Aquatic Center (PDAC), located at 73751 Magnesia Falls Drive, Palm Desert, CA 92260. The City requests the Consultant to demonstrate their ability to provide and perform services for the Aquatic Center including, but not limited to, management, operations, programming, concessions, and janitorial services relating to the Aquatic Center as described in this Scope of Services. The Aquatic Center consists of the following amenities:  50- Meter Pool with Diving Area  Recreation / Therapy Pool (with slides)  Children’s Pool with Water Play Structure  Concessions Area (675 Sq. Ft.)  Men’s and Women’s Locker Rooms  Family Restrooms and Changing Areas  Lifeguard Room / First Aid Room  Administration Offices  Multi-Purpose Room (842 Sq. Ft.)  Storage Room  Mechanical Room  Chemical Storage Areas The City contracts the major pool mechanical maintenance of the Aquatic Center to a third-party contractor and will work closely with the Consultant to ensure prompt service to the facility. All utilities will be directly billed and paid for by the City. All services provided by the Consultant must be performed to the industry standards and compliant with all applicable local, county, state, and federal laws. Page 109 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 2 of 19 1. Roles and Responsibilities City of Palm Desert Family YMCA of the Desert Day-to-Day Operation  Janitorial N/A  Admissions and program operation  POS system  Janitorial  Program Development Facility  Weekly walk-through inspections  Execute maintenance projects  Execute capital improvement projects  Daily upkeep of pools, slides, and other equipment  Minor pool equipment repairs and painting  Submit immediate reports on maintenance or CIP needs  Make recommendations on maintenance or CIP needs based on aquatic industry standards Human Resources  Management committee  Annual Wage Scale Review  Aquatic Manager, Operations Manager, Lead Lifeguards and Lifeguards  Recruitment  Competitive wages and benefits  General staff training for facility operation  Lifeguard certification  First aid/CPR/AED Marketing and Programs  City-operated marketing program  New programs and expanded hours to be proposed by management committee  Participate in monthly marketing meetings  Staff and operate programs in coordination with City staff  Collaborate with City on Concessions Accountability  Analysis of KPIs  MBi-monthly meetings with management committee  Develop and organize financial projection and analysis team  Collect data on prescribed KPIs  MBi-monthly meetings with management committee Page 110 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 3 of 19  Review monthly/quarterly trends regarding budget, visitors, KPI data  Assist with report development and presentation  Participation in financial projection and analysis team Concessions  Develop updated schedule and menu  Determine need for additional equipment  Operate concessions per City guidance  Conduct inventory of concessions supplies 2. Services to be Performed. The Consultant will provide services, plans and procedures as described below for the day-to-day management and operations of the facility:  Perform maintenance, cleaning, and minor repairs of all pools, equipment, and facilities.  Perform daily safety and compliance checks of all pools, decks, pool amenities, and facilities. Notify City staff of all urgent issues immediately and routine concerns within one business day.  Complete daily inspection report form for water slides and applicable attractions when in use, and maintain on file.  Ensure the pool and support facilities meet cleanliness and hygiene standards.  Ensure all pools meet applicable Riverside County Health Department standard compliance (chemicals, flow, filtration, etc.).  Manually check and record water chemistry in each pool every 2 hours (minimum) and adjust chemicals as needed.  Maintain industry standards for water clarity and cleanliness on all pools.  Inspect and maintain records of all pools and equipment.  Monitor inventory levels of chemicals and other pool maintenance supplies for the purpose of ensuring the availability of supplies as needed.  Monitor and inventory concessions supplies.  Prepare and process purchase orders for the purpose of securing needed supplies according to City of Palm Desert purchasing policies and requirements.  Provide regular KPI data and reports as required for assigned equipment and programs.  Maintain equipment and chemical rooms to be free of non-essential equipment, used parts, clutter and chemical spills.  Follow all required safety precautions when using hazardous materials, assigned tools, and machinery.  Set up and/or move equipment (e.g., starting blocks, bleachers, diving boards etc.) for the purpose of ensuring availability for patrons and programs. Page 111 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 4 of 19  Maintain cleanliness of all facilities within the aquatic center: pools, drains, deck, locker rooms, etc.  Perform facility painting and retouching as necessary to maintain a high-quality facility facade.  Promote, and exemplify City of Palm Desert Mission, Vision and Core Values.  Exercise excellent customer service. Follow up on complaints, questions, and concerns; respond to internal and external customer needs in a friendly, timely and efficient manner.  Administer regular customer feedback and satisfaction surveys.  Comply with local jurisdictional requirements and industry standards as applicable including but not limited to: California Pool Code, Model Aquatic Health Code, OSHA Hazardous Communications Standard and OSHA Bloodborne Pathogens Standard. 3. Business Plan Consultant shall provide a Business Plan to include the following:  Hours of operation (subject to change if approved in writing by the City) o May through September  Monday – Friday 5:30 am – 7:00 pm  Saturdays 7:00 am - 7:00 pm  Sundays 8:00 am – 7:00 pm o October through April  Monday – Friday 5:30 am – 7:00 pm  Saturdays 7:00 am - 5:00 pm  Sundays 8:00 am – 5:00 pm  Personnel requirements  Guidelines for policy development for programs and facility 4. Preventative Maintenance Plan The Consultant shall adhere to the established comprehensive Preventative Maintenance Plan provided by the City that includes, but is not limited to the following: A. Facility Inspection Program 1. Details of facility inspections 2. Frequency of facility inspections B. Routine Maintenance to be performed. C. Expected Capital Improvement Items The City will provide the following to be included in the Preventative Maintenance Plan: A. Available PDAC As Built Plans Page 112 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 5 of 19 B. Mechanical Equipment Inventory 1. Name and Model # 2. Manufacturer and contact info. 3. Local Vendor (as applicable) 4. Replacement and service details C. Equipment Manuals 1. In the event an equipment manual is not available, the City shall attempt to provide a satisfactory replacement from the equipment manufacturer. 2. If no manual is available, the Consultant shall provide a written document outlining the standard operating procedures for maintaining and operating the applicable piece of equipment. 5. Safety Plan The Consultant shall provide and maintain a facility Safety Plan that includes, but is not limited to the following: A. Facility Staffing Plan 1. Code Compliance Staffing Plan 2. Zones of Patron Surveillance 3. Rotation Procedures 4. Alternation of Tasks 5. Supervision Protocols B. Emergency Action Plans 1. Emergency procedures for anticipated emergencies at the aquatic center 2. Methods of communication 3. Required emergency equipment. 4. Emergency closure requirements C. Biohazard Action Plan 1. Fecal vomit and blood contamination of the pool and facility surfaces D. Pre-Service Training Plan 1. Facility policies and procedures to be included in training. 2. Demonstration of required Safety Team skills specific to PDAC 3. Documentation of training E. In-Service Training Plan 1. In-service training frequency. A minimum of 4 hours of in-service training monthly is required of all staff that regularly, or MAY perform lifeguard duties. a. Makeup in-services may be held for approved absences and must comply with the original in-service plan missed. b. Lifeguards who do not meet the monthly in-service training requirement must undergo Pre-Service Training prior to returning to Lifeguard duties. 2. In-service documentation 3. Certification maintenance Page 113 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 6 of 19 4. Demonstration of Lifeguard Skill Proficiencies 5. Competency Demonstration Plan a. Ability to reach the furthest edge of Zones of Surveillance within 20 seconds. b. Ability to perform required emergency response skills. c. Ability to perform Resuscitation and First Aid skills. 6. Recruitment and Hiring Plan A. Recruitment and Hiring 1. Consultant will submit a written process for recruitment and hiring. B. Organizational Chart and Staffing Levels Consultant will provide and maintain an organizational chart depicting the management approach and general staff responsibilities. Staffing levels will be maintained at a minimum required based on the submitted and approved staffing plan (Safety Plan – Section 1) and Zone Evaluation documentation. Staffing and salary ranges are to be provided annually to the City of Palm Desert Director of Public Works for approval. Alternative organization and staffing plans that meet safety and operating requirements may be submitted by the Consultant. All alternate staffing plans must be approved by the City of Palm Desert before they are instituted. C. All personnel will be easily identifiable by approved uniforms at all times while on duty. D. Janitorial services for the facility will be completed by the Consultant and is typically performed by Lifeguards and other staff on duty. 1. Regular locker room checks are expected to be performed throughout the day. 2. Locker room check sheets may be utilized at the discretion of the Consultant. E. Position Descriptions 1. Descriptions for key positions listed above will be developed and maintained by the Consultant. 7. Staff Training A. PDAC staff will maintain the following minimum training credentials: 1. Aquatic Director / Manager a. Certified Pool Operator (CPO) or Aquatic Facility Operator (AFO) or approved equal. 2. Aquatic Director / Manager, Aquatics Coordinator, Facility Operations Manager, or other staff a. Lifeguard Instructor Certification (LGI) 3. Facility Operations Manager a. Certified Pool Operator (CPO) or Aquatic Facility Operator (AFO) or approved equal. Page 114 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 7 of 19 4. Aquatics Front Desk & Concessions Manager a. Food Manager Certification (must be from a school recognized by the Riverside County Department of Environmental Health: https://rivcoeh.org/sites/g/files/aldnop361/files/migrated/Portals-0-PDF- Foods-31-09-DES-Food-Manager-Certification.pdf 5. Lifeguards a. Lifeguarding with Bloodborne Pathogens Training, Administering Emergency Oxygen, Asthma Inhaler Training, Epinephrine Auto Injector, First Aid for Public Safety Personnel (Title 22) (American Red Cross or approved equal) 8. Operations Procedures The Consultant will develop and maintain standard procedures that must be performed for the proper maintenance and operations of the facility. These include but are not limited to:  Pool Chemical Parameters  Chemical Room Emergency Procedures  Hazard Identification and Communication  Safety and First Aid Equipment  Facility and Pool Cleanliness  Health Regulations  Discipline  Child Abuse Prevention  Lost and Found  Media Communication  Pool Water Contamination and Response  Biohazard Disposal  Report Writing 1.The designated shift supervisor oversees the facility and staff. 2. The minimum age for a lifeguard to lifeguard a body of water alone is 16 years of age. 3. Facility may not open to the general public without a minimum of 3 lifeguard certified staff members present. 4. At the start of their shift, all certified staff members must be ready to perform assigned duties. 5. All schedules are posted in their respected offices and emailed to the staff in a timely manner. 6.Deck Lifeguards: 1. During high use times lifeguards will rotate regularly. 2. Lifeguards leaving the deck must perform regular locker room checks. 3. Elevated lifeguard stations shall be utilized as the standard for most lifeguard zones. Page 115 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 8 of 19 a. Ground level stations may be utilized where appropriate. b. Roving stations may not be utilized as a primary surveillance position. Roving stations may be utilized as secondary lifeguards to a zone when necessary. 4. Rescue hip packs must be worn by all trained lifeguards at all times. Packs will be adequately supplied with a resuscitation mask appropriate for adults and a mask appropriate for children, or a universal mask and non-latex exam gloves. 7. Backup Duty Lifeguard: 1. When not needed on deck or to assist customers, Backup Duty Lifeguards shall: a. check locker rooms for behavior issues or horseplay, b. assist in rendering first aid to injured persons, c. assist deck lifeguard as needed, d. or perform cleanup and maintenance activities. 8. If a full complement of staff is not needed, the supervisor on duty may release excess lifeguards from work. 9. No lifeguard will be scheduled to work more than 8 hours in one day. 10. Lifeguards will be trained to complete injury report forms for all injuries to be submitted to the Aquatic Manager. 11. The Aquatic Manager shall notify the City of all required incidents. 12. The Lead Lifeguard is required to check and record pool chemistry every 2 hours. 13. Water chemistry shall be checked in the morning in enough time to adjust chemicals prior to opening to the public. 14. Water chemistry shall be checked at closing and necessary chemical adjustments made prior to staff leaving. 15. All staff will receive communications training, including verbal and non-verbal hand signals, whistle blasts, radio contact, and written communication. Signs and brochures at the front desk communicate safety rules. Management will share information at regular meetings and Supervisors will convey information through in-service trainings or other methods as needed. 16. The concession stand adheres to all Riverside County health codes and regulations. All staff handling unpackaged food must maintain current Riverside County Food Handler cards and be overseen by a Food Safety Manager. A minimum of one Food Safety Manager shall be on staff during the concession operation. 17. Locker rooms are monitored periodically by lifeguards. No food or drink is allowed in the locker rooms. Towel snapping, running or rough play is not allowed. Children 5 years of age and older are required to use the locker room of their own sex. Family changing rooms are also available. Page 116 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 9 of 19 18. Any commercial advertisements, press releases, articles, or other media information using the City’s name and/or logos shall be subject to the prior approval of the City. 19. All advertisements at the Aquatic Center are subject to approval by the City. 9. Financials The Consultant shall develop and maintain financial procedures that align with the City’s financial policies and procedures, including but not limited to:  Cash controls  Budget development  Payroll  Collections  Revenue reporting  Purchasing  Accounts payable The Consultant shall keep complete and accurate books of revenues collected and will make all records available to the City upon request. Books and records for the PDAC shall be maintained separately from other facilities operated by the Consultant. The Consultant shall maintain accounting books and records for a period of at least three years after the expiration or earlier termination of the Agreement, and the City shall have the right to inspect and audit such books and records during such period. Financial and daily records shall meet the following criteria:  Record of all sales by means of a cash register, which will display the amount of each sale and automatically issue a customer’s receipt. Beginning and ending cash register readings shall be made a matter of daily record.  Entry of each and every Aquatic Center user’s name on entry log.*  A total count of Aquatic Center users at the end of each day and reconciliation of fee category totals on cash register detail reports.  Ability to differentiate resident vs. non-resident visits.  Maintenance of a daily logbook detailing the number of Aquatic Center users by fee category and total amount of cash collected by fee category.  Ability to record and report the number and type of discounts provided. Page 117 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 10 of 19  Monthly and annual statements of gross revenues, including a budget comparison, a variance report, and such other customary reports as may reasonably be requested by the City. *Except non-resident drop-in for recreation and lap swim. Groups or families must provide only the primary/head of household or group lead’s contact information. 9.1 Cash Receipts The Consultant shall collect daily fees and record them in the point-of-sale system. The city shall provide deposit bags for daily cash receipts, which will be submitted to the city daily with a daily register report or similar report that ties back to the cash receipts. Reports for weekends and observed holidays shall be submitted on the following business day. Reports shall include receivables for insurance-sponsored Senior/dependent benefit programs (i.e. Peerfit, SilverSneakers, Medicare, etc.) and monthly lane rentals. The Consultant shall submit a monthly revenue report to the city for deposit verification and revenue reconciliation, which the city will reconcile during its normal bank reconciliation processes. The city may implement armored courier services or night deposit procedures depending on the volume and frequency of cash collected at the PDAC. 9.2 Banking The city shall maintain the PDAC cash balances in the main bank account of the city, utilizing the pooled cash method of fund accounting. Upon contract execution, the Consultant shall begin the process of sending accumulated funds back to the city. This process shall include the reconciliation of all deposits in transit and outstanding checks. The City shall provide a loan of $200,000 to the Consultant, to be held in the Consultant’s own bank account, for the purpose of emergency payroll coverage. The Consultant may request the establishment of a petty cash fund from the City if needed. 9.3 Reimbursements The management fee and reimbursements for purchase of Consultant supplies purchases of $2,000.00 or less will be made via check, ACH or wire transfer from the city to the Consultant in accordance with the contract terms. For payroll reimbursements, Consultant will provide the city with a report of payroll cash requirements and any requested backup upon completion of each payroll process. The City shall reimburse the Consultant via timely wire transfer on a schedule that aligns with the Consultant’s payroll cash sweep deadlines. 9.4 Procurement and Invoice Processing All procurement and invoice processing shall be in accordance with applicable city procurement policies, and procedures, and within the approved budget. Expenditures of $500.00 or less may be made directly by the Consultant to maintain adequate supplies for facility operation. Expenditures of over $500.00 up to $2,000.00 may be made directly by the Consultant upon city Page 118 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 11 of 19 approval. iInvoices of over $2,000.00 shall be paid directly by the city via city workflow routing. The city shall provide the Consultant with the appropriate instructions on how to submit invoices and other procurement documents for processing. Upon execution, Consultant shall provide the city with any existing contracts for review by the city’s procurement department. 10. Policies The Consultant will develop and maintain policies and procedures, including but not limited to:  Pool Use and Safety Rules  Lifeguard Policy and Procedure Manual  Equipment Rental Procedures  Facility Rental, Group Use Requirements, and Fee Structure  Swim Testing  Signage Standards 11. Program Development The Consultant shall develop a program plan to be reviewed and approved by the City. The Program Plan shall include at a minimum.  Swim lessons  Lap swimming  Arthritis and/or Multiple Sclerosis classes  Red Cross certification courses  Yoga, spin, or other group fitness classes  Water games The Consultant shall strive to make classes responsive to and/or inclusive to persons with disabilities. A program registration process will be in place. The Program Plan shall include program attendance goals and shall be reviewed by the Consultant and the City of Palm Desert annually at a minimum. The PDAC Program Plan may be updated or amended to meet City of Palm Desert goals throughout the contract term. Any changes shall be agreed upon by the City of Palm Desert and the Consultant. Page 119 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 12 of 19 12. Key Performance Indicators The Consultant shall gather data on a daily basis to report on required Key Performance Indicators (KPIs). For general business practices, the following items or KPIs should be tracked by the Palm Desert Aquatic Center management company. Additional items may be added in the future to influence business and operational decisions. Some items may be removed in the future if they are no longer meaningful for business updates. Monthly reporting should be available to present to and discuss with the Palm Desert Aquatic Center Business Committee. The report information requested may change depending on updated strategies. Depending on the metric, they may be included in Monthly, Quarterly or Annual reports. Financial Programs Operations  Attendance/Passes Sold  Member Retention  Pass Renewals  Concessions Revenue  Rental Revenue  Swim Lesson Revenue  Concessions Per Cap  Program Attendance  Sessions Held/Canceled  Rentals Held  Special Programs  Checklist Compliance  Closures  Incidents  Facility Audit Results  Pool Chemical Readings  Customer Satisfaction  Staff Turnover Page 120 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 13 of 19 13. Reporting Standards The Consultant shall regularly report on all required KPIs and topics according to required timelines. Monthly reports will be delivered to the City of Palm Desert staff liaison of the PDAC Business Committee. Quarterly reports will be presented at regular Parks and Recreation meetings. Annual reports will be presented to the City Council. Reporting requirements include but are not limited to the items below: Subject Justification Target Information Reporting Frequency Attendance/Passes Sold Tracking attendance and passes sold is crucial for PDAC to understand customer engagement and revenue generation. It is also necessary to understand the impact of the aquatic center services within the community and the impact of the use of City resources. Total attendance for the month including passes and memberships sold. Include comparisons to prior years in the same month. In addition, any special programs, or events with their attendance should be listed in addition to the total.  Monthly  Quarterly  Annually Member Retention Member retention is essential for the stability and growth of a business. It directly affects the recurring revenue and the establishment of a loyal customer base. Understanding and analyzing retention rates assist in developing strategies to retain existing customers, ultimately reducing the cost of acquiring new ones. Membership retention is the percentage of members that continued their membership or renewed their membership during the reporting period. • Monthly • Quarterly • Annually Page 121 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 14 of 19 Subject Justification Target Information Reporting Frequency Concessions Revenue/Per Cap Concessions revenue may serve as a significant stream of income for PDAC. Monitoring this metric helps in understanding customer spending patterns, optimizing offerings, and increasing profitability by adjusting product mixes and pricing strategies. Calculating concessions per capita is essential as it reflects the average spending of customers per visit. This metric assists in evaluating the effectiveness of sales strategies and pricing, helping PDAC optimize revenue generation. Concessions revenue should be reported as a total revenue line item (Gross), and net revenue which is the gross revenue minus expenses. Additionally, specific concessions items may be reported to maximize offerings. Monthly during summer months and in the Annual Report. Rental Revenue Rental revenue is a critical source of income for many PDAC. Keeping track of rental revenue allows for effective management of available resources, enabling adjustments in pricing strategies and identifying opportunities to expand services. Rental revenue should be reported to show the number of rentals offered and the amount of revenue collected for that reporting period. This can also be analyzed vs. the previous year’s reporting period to show increases or decreases in revenue. • Monthly • Quarterly • Annually Page 122 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 15 of 19 Subject Justification Target Information Reporting Frequency Swim Lesson Revenue Monitoring swim lesson revenue is crucial for PDAC. It helps in gauging the popularity of the program, assesses profitability, and determines the effectiveness of marketing and teaching strategies. Each report should indicate the number of swim lessons taught, the revenue from the swim lessons and increases or decreases from previous reporting periods. • Session • Monthly • Quarterly • Annually Program Attendance Sessions Held/Canceled Tracking the number of sessions held versus canceled is crucial for maintaining operational efficiency. It helps in identifying trends, managing resources effectively, and improving scheduling to minimize disruptions. Monitoring program attendance helps in evaluating the success and popularity of various programs offered. This data guides PDAC in making informed decisions about program improvements, resource allocation, and future offerings. Each program should track attendance, spots filled vs vacant and whether the class or session met minimum sign ups or not. This may help PDAC in ensuring profitable programs continue and unprofitable programs can be abandoned or re-marketed to increase participation. • Quarterly • Annually Page 123 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 16 of 19 Subject Justification Target Information Reporting Frequency Special Events / Programs Monitoring the success and attendance of special programs is important for PDAC to understand their impact on revenue and customer engagement. This data informs future planning and helps in tailoring offerings to meet customer demands. Each special event should track attendance and profitability to ensure the special event met profitability and attendance goals. This data can be utilized to understand whether to continue offering the event or not. • Post-event • Annually Checklist Compliance Ensuring checklist compliance is vital for maintaining operational standards, safety, and quality. Tracking compliance helps in mitigating risks, ensuring consistency, and maintaining a positive reputation. Checklist Compliance should be reported as a percentage of total compliance expected, vs what was completed. This will help to ensure risk management operations are being conducted. • Monthly • Quarterly • Annually Closures Documenting closures is crucial for PDAC to understand their impact on revenue and customer experience. Analyzing closure data helps in identifying patterns, mitigating issues, and developing strategies to minimize disruptions. Closures data should include the reason for the closure and the amount of revenue that may have been lost due to the closure. Additionally, any extra expenses incurred due to the closure should be tracked. • Monthly • Quarterly • Annually Page 124 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 17 of 19 Subject Justification Target Information Reporting Frequency Incidents Tracking incidents is crucial for ensuring customer safety and satisfaction. It helps in identifying potential risks, improving safety protocols, and maintaining a secure environment for customers and staff. Incidents should be reported immediately to appropriate offices and then tracked to indicate location and reason for the incident. This data can then be used to mitigate future risks. • Monthly • Quarterly • Annually Facility Audit Results Monitoring facility audit results is essential for ensuring operational standards and compliance. This data helps in identifying areas for improvement, maintaining quality standards, and meeting regulatory requirements. Internal and external audits should be report as they occur and given directly to the City of Palm Desert. Per audit Pool Chemical Readings Monitoring pool chemical readings is critical for maintaining a safe and hygienic environment. This data ensures compliance with health and safety standards, protecting the well-being of customers and staff. Abnormalities may be reported to the City of Palm Desert as they occur, however pool readings should be recorded and available to be reported on as needed. Per occurrence Page 125 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 18 of 19 Subject Justification Target Information Reporting Frequency Customer Satisfaction Assessing customer satisfaction is fundamental for PDAC to understand the quality of services offered. This data helps in identifying areas for improvement, retaining customers, and attracting new ones through positive word- of-mouth. Customer satisfaction measurements should be taken after every program and program session and periodically throughout the year. Customer satisfaction can then be reported Quarterly or Annually as needed. • Quarterly • Annually Staff Hiring / Retention Tracking staff turnover is important for PDAC to assess employee satisfaction, identify retention issues, and implement strategies to improve workplace culture and reduce hiring and training costs. Tracking staff recruitment is crucial for PDAC to ensure appropriate staffing levels. Monitoring recruitment efforts helps in identifying trends, optimizing the hiring process, and ensuring a skilled and reliable workforce. The number of staff retained, and the number of staff hired vs the number needed for operations. This can help identify staffing needs and increases in marketing toward staffing goals. • Quarterly • Annually Page 126 of 855 Contract No. C36627 Amendment No. 7 Exhibit A Page 19 of 19 Subject Justification Target Information Reporting Frequency Completed Maintenance Monitoring completed maintenance tasks is crucial for ensuring the proper functioning of equipment and facilities. It helps in preventing disruptions, ensuring customer satisfaction, and maintaining a positive reputation. Regular maintenance summaries should be included in monthly reports and major maintenance projects reported in annual reports to show that preventive maintenance and regular maintenance is occurring. • Monthly • Annually In-Service Training Ensuring in-service training compliance is vital for staff development and maintaining operational standards. It assists in enhancing employee skills, ensuring consistency in service quality, and adhering to regulatory requirements. In-service training should be reported annually to show a complete in-service training program and that all staff members are receiving the required number of training hours annually. • Annually Goal Updates Goals move the business at PDAC forward and the reporting of goals achieved or worked on show the progress management is making toward the future. Goals should be reported Quarterly and Annually to ensure continuous improvement in operations and business. • Quarterly • Annually The Consultant shall meet with City staff monthly to review operations, KPIs and other topics. Goals and strategy meetings shall be held on a quarterly basis. Page 127 of 855 Page 128 of 855 Contract No. C36620 AMENDMENT NO. 7 TO CONTRACT NO. C36620 - PROFESSIONAL SERVICES FOR MANAGEMENT AND STAFFING OF THE PALM DESERT AQUATIC CENTER BETWEEN THE CITY OF PALM DESERT AND FAMILY YMCA OF THE DESERT 1. Parties and Date. This Amendment No. 7 to Contract No. C36620 - Professional Services for Management and Staffing of The Palm Desert Aquatic Center is made and entered into as of this 11th day of April 2024, by and between the City of Palm Desert (“City”) and Family YMCA of The Desert, a Nonprofit Organization with its principal place of business at 43930 San Pablo Avenue, Palm Desert, CA 92260 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties”. 2. Recitals. 2.1 Agreement. The City and Consultant have entered into an agreement entitled Contract No. C36620 - Professional Services for Management and Staffing of the Palm Desert Aquatic Center dated May 10, 2018 (“Contract”) for the purpose of retaining the services of Consultant to provide Management and Staffing of the Palm Desert Aquatic Center. 2.2 Amendment. The City and Consultant desire to amend the Agreement to update the scope of work. 2.3 Amendment Authority. This Amendment No. 7 is authorized by Section 26 of the Agreement. 3. Terms. 3.1 SECTION (1) TERM (1.1) of the Agreement is hereby amended in its entirety to read as follows: “Exhibit A is hereby deleted in its entirety and replaced with the attached Exhibit A attached hereto and incorporated herein by reference.” 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 7, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 7. From and after the date of this Amendment No. 7, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 7. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 7. 3.4 Severability. If any portion of this Amendment No. 7 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 7 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. Page 129 of 855 Contract No. C36620 Page 2 of 3 [SIGNATURES ON FOLLOWING PAGE] Page 130 of 855 Contract No. C36620 Page 3 of 3 SIGNATURE PAGE FOR AMENDMENT NO. 7 TO CONTRACT NO. C36620 – PROFESSIONAL SERVICES FOR MANAGEMENT AND STAFFING OF THE PALM DESERT AQUATIC CENTER BETWEEN THE CITY OF PALM DESERT AND FAMILY YMCA OF THE DESERT IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 7 to the CONTRACT NO. C36620 – PROFESSIONAL SERVICES FOR MANAGEMENT AND STAFFING OF THE PALM DESERT AQUATIC CENTER as of the day and year first above written. CITY OF PALM DESERT Approved By: _______________________ L. Todd Hileman City Manager Attested By: _______________________ Anthony J. Mejia City Clerk Approved As To Form: By: _______________________ Isra Shah Best Best & Krieger LLP City Attorney FAMILY YMCA OF THE DESERT _______________________ Signature _______________________ Name _______________________ Title _______________________ Signature _______________________ Name _______________________ Title QC: _____ Insurance: _____ Initial Review _____ Final Approval Page 131 of 855 Page 132 of 855 Page 133 of 855 Page 134 of 855 Page 135 of 855 Page 136 of 855 Page 137 of 855 Page 138 of 855 Page 139 of 855 Page 140 of 855 Page 141 of 855 Page 142 of 855 Page 143 of 855 Page 144 of 855 Page 145 of 855 Page 146 of 855 Page 147 of 855 Page 148 of 855 Page 149 of 855 Page 150 of 855 Page 151 of 855 Page 152 of 855 Page 153 of 855 Page 154 of 855 Page 155 of 855 Page 156 of 855 Page 157 of 855 Page 158 of 855 Page 159 of 855 Page 160 of 855 Page 161 of 855 Page 162 of 855 Page 163 of 855 Page 164 of 855 Page 165 of 855 Page 166 of 855 Page 167 of 855 Page 168 of 855 Page 169 of 855 Page 170 of 855 Page 171 of 855 Page 172 of 855 Page 173 of 855 Page 174 of 855 Page 175 of 855 Page 176 of 855 Page 177 of 855 Page 178 of 855 Page 179 of 855 Page 180 of 855 Page 181 of 855 Page 182 of 855 Page 183 of 855 Page 184 of 855 Page 185 of 855 Page 186 of 855 Page 187 of 855 Page 188 of 855 Page 189 of 855 Page 190 of 855 Page 191 of 855 Page 192 of 855 Page 193 of 855 Page 194 of 855 Page 195 of 855 Page 196 of 855 Page 197 of 855 Page 198 of 855 Page 199 of 855 Page 200 of 855 Page 201 of 855 Page 202 of 855 Page 203 of 855 Page 204 of 855 Page 205 of 855 Page 206 of 855 Page 207 of 855 Page 208 of 855 Page 209 of 855 Page 210 of 855 Page 211 of 855 Page 212 of 855 Page 213 of 855 Page 214 of 855 Page 215 of 855 Page 216 of 855 Page 217 of 855 Page 218 of 855 Page 219 of 855 Page 220 of 855 Page 221 of 855 Page 222 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Cristal Ortega, Management Analyst II REQUEST: INTRODUCE AN ORDINANCE RELATIVE TO THE PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS AND MAKING FINDINGS UNDER CEQA RECOMMENDATION: Introduce an Ordinance entitled “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, REPLACING CHAPTER 3.30 IN ITS ENTIRETY AND RESCINDING ORDINANCES NO. 224, 423, 586, 927, 928, 986, 1162, 1166, 1204, 1229, 1276, 1317, 1335 AND 1392 RELATIVE TO THE PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS AND MAKING FINDINGS UNDER CEQA.” BACKGROUND/ANALYSIS: The Municipal Code (referred to as the “Code”) Chapter 3.3 0 underwent a comprehensive update in March 2023. In alignment with the City’s objectives to enhance efficiency and accountability, staff members identified further opportunities to streamline purchasing processes. This revision aims to simplify and streamline procurement for departments. Specifically, the proposed changes include: 1. Minimum Procurement Level: The City Manager will now have authority to designate Department Heads to approve awards up to $10,000 for public projects, contractual services, materials, supplies, equipment, as well as professional services. The current threshold is $2,000. This will allow departments to address small, routine, or urgent items more quickly and efficiently. 2. Exception for Recurring Charges: Section 3.30.160, which specifies exceptions to procurement methods, is clarified to make it easier for departments to procure routine, recurring goods and services (Examples include: pest control services, HVAC maintenance services, paint, and janitorial supplies). 3. More Flexibility for Vendor Quotes: Proposed changes will make it easier for departments to obtain informal quotes for procurements of $75,000 or less —especially for services in which there are few vendors servicing the local area (Examples include: installation of pool pump equipment, emergency generator services, and custom signage. 4. Technology Exception: Adds a new exception that allows for continued licensing of key software and hardware systems (For example, when the City selects a particular software platform (Microsoft Office 365), we are limited to their licensing in future years, in order to continue that service). Page 223 of 855 City of Palm Desert Purchasing Ordinance Update Page 2 of 2 5. Non-Discrimination Policy: Adds new policy that seeks to ensure vendors who provide goods and services to the City follow non-discriminatory practices in employment and subcontracting. In summary, revising the purchasing policy achieves several key goals:  Consistency: Ensuring uniformity in purchasing practices.  Simplicity: Streamlining routine and small purchases.  Flexibility: Allowing for adaptability in day-to-day operations. By implementing these changes, efficiencies will be recognized through improved management of procurement activities in each area of the procurement process, while adhering to best practices for municipal governance. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is no financial impact from the proposed Ordinance, however, staff believes there will be time-saving efficiencies created by streamlining the process for all purchasing and procurement on behalf of the City. ATTACHMENTS: 1. Draft Ordinance 2. Ordinance Text, Redline Page 224 of 855 ORDINANCE NO. _________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, REPLACING CHAPTER 3.30 IN ITS ENTIRETY AND RESCINDING ORDINANCES NO. 224, 423, 586, 927, 928, 986, 1162, 1166, 1204, 1229, 1276, 1317, 1335 AND 1392 RELATIVE TO THE PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS AND MAKING FINDINGS UNDER CEQA. WHEREAS, the City Palm Desert (“City”) periodically reviews the Palm Desert Municipal Code (“Municipal Code”) to identify areas that need updating, clarification, and revisions in accordance with state law; WHEREAS, the last comprehensive update to the purchasing policies and procedures, codified in Municipal Code Chapter 3.30, was in the year 2023; WHEREAS, this update will ensure consistency amongst the various contracts and purchases, simplify the procurement process while maintaining internal controls, allow for flexibility and efficiencies, and ensure vendors follow non-discriminatory practices in employment and subcontracting; and WHEREAS, all other legal prerequisites to the presentation of this Ordinance have occurred. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA DOES ORDAIN AS FOLLOWS : Section 1. Recitals. The City Council finds that the above recitals are true and correct and, accordingly, are incorporated as a material part of this Ordinance. Section 2. Amending Chapter 3.30. Chapter 3.30 (Purchasing System and Public Works Contracts) of the Palm Desert Municipal Code is hereby amended to read in its entirety as set forth in Exhibit “A” to this Ordinance, which is hereby incorporated by reference herein. Section 3. Severability. If any section, subsection, clause or phrase of this Ordinance or any part thereof is for any reason held to be invalid, unconstitutional, or unenforceable by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portion of the Ordinance. The City Council declares that it would have passed each section, subsection, paragraph, sentence, clause, or phrase thereof, irrespective of the fact that any one or more section, subsection, sentence, clause or phrase would be declared invalid, unconstitutional or unenforceable. Section 4. CEQA. The City Council hereby finds and determines that this Ordinance is exempt from CEQA pursuant to State CEQA Guidelines section 15061(b)(3) because it can be seen with certainty that the Ordinance would not have the potential or Page 225 of 855 possibility for causing a significant effect on the environment. Specifically, the proposed changes to the Municipal Code are primarily administrative in nature and clean-up various inconsistencies that existed in the prior version of the Municipal Code. Moreover, many of the changes are technical in nature and do not allow for specific development. In reviewing the Ordinance the City Council has exercised its independent judgment and has reviewed and considered the Ordinance in light of all testimony received, both oral and written. Therefore, based upon the entire administrative record, the City Council hereby determines that no further environmental review is required for the Ordinance. SECTION 5. Publication. The City Clerk of the City of Palm Desert, California, is hereby directed to publish a summary of this Ordinance in the Desert Sun, a newspaper of general circulation, published and circulated in the City of Palm Desert, California, and shall be in full force and effective thirty (30) days after its adoption. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Palm Desert, California, on the ____ day of ______, 2024 by the following roll call vote: AYES: NOES: ABSENT: ABSTAIN: ______________________ Karina Qunitanilla, Mayor ATTEST: _____________________________ Anthony Mejia, City Clerk City of Palm Desert, California APPROVED AS TO FORM: ____________________________ Isra Shah, City Attorney Page 226 of 855 EXHIBIT “A” Page 227 of 855 Page 228 of 855 Palm Desert, California Municipal Code Title 3 REVENUE FINANCE Chapter 3.30 PURCHASING SYSTEM AND PUBLIC WORKS CONTRACTS 3.30.010 Purpose. 3.30.020 Definitions. 3.30.030 Purchasing officer. 3.30.040 Purchasing officer—Powers and duties. 3.30.050 General purchasing regulations, policies, and procedures. 3.30.060 Public projects. 3.30.070 Contractual services. 3.30.080 Professional services. 3.30.090 Materials, supplies, and equipmentSupplies. 3.30.095 Informal bidding procedure. 3.30.100 Formal bidding procedure. 3.30.110 Standard bid and proposal protest procedures. 3.30.120 Vendor price quotes procedure. 3.30.130 Proposal procedure. 3.30.140 Best competitive value procedure. 3.30.150 Alternative project delivery. 3.30.160 Exceptions to procurement methods. 3.30.170 Change orders. 3.30.180 Local business preference program. 3.30.190 Preference for recycled content. 3.30.010 Purpose. The purpose of this chapter is to prescribe efficient policies and procedures for the procurement of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies to better serve the city’s residents. All purchasing will be done with absolute integrity and equal opportunity will be provided to all, free of discrimination. Page 229 of 855 2 3.30.020 Definitions. The following terms, whenever used in this chapter, shall be construed as follows: “City manager” means the city manager of the city or their designee. “Coachella Valley” means the area between the Salton Sea on the south, the San Jacinto and Santa Rosa Mountains on the west, and the Little San Bernardino Mountains on the east and north. “Contract” means any type of legally recognized city agreement for the procurement of supplies, services, or for construction of public projects, including without limitation an award of a grant or a real property agreement. “Contractor” means any person or business having a contract with the city. For the purpose of this chapter, the term “contractor” includes any person or business who is a party to a real property agreement. “Contractual services” mean all services, other than professional services, including, but not limited to, repairs, maintenance work, software subscriptions, and rental equipment. The term does not include services rendered by city officers or employees. “Department” or “agency” means a department, agency, or other unit of the city government whose affairs and funds are under the supervision and control of the city council. “Designated position” means a city staff position authorized by the city manager to make purchases consistent with this chapter subject to dollar limits set by the city manager. “Domestic partner” means any person who has a currently registered domestic partnership with a governmental body pursuant to State or local law authorizing such registration. “Local business” means a vendor, contractor, or consultant who has a valid physical business address located within one of the nine incorporated cities of the Coachella Valley, or within an unincorporated area of Riverside County in the Coachella Valley within the boundaries of the Coachella Valley Association of Governments, at least six months prior to bid or proposal opening date, from which the vendor, contractor, or consultant operates or performs business on a day-to-day basis, and holds a valid business license by a jurisdiction located in the Coachella Valley. Post office boxes are not verifiable and shall not be used for the purpose of establishing such physical address. “Materials, supplies, and equipment” means any and all articles, things, or property, other than real property, furnished to be used by any city agency. “Paper products” include, but are not limited to, paper janitorial supplies, cartons, wrapping, packaging, file folders, hanging files, corrugated boxes, tissue, and toweling, or as otherwise defined in 14 CCR Section 18982(a)(51). “Printing and writing papers” include, but are not limited to, copy, xerographic, watermark, cotton fiber, offset, forms, computer printout paper, white wove envelopes, manila envelopes, book paper, note pads, writing tablets, newsprint, and other uncoated writing papers, posters, index cards, calendars, brochures, reports, magazines, and publications, or as otherwise defined in 14 CCR Section 18982(a)(54). Commented [1]: Since we have new definition of “supplies” that includes materials and equipment, suggest removing this definition and use “supplies” throughout. Page 230 of 855 3 “Professional services” means all services performed in a professional occupation including, but not limited to, accounting, auditing, appraising, computer hardware and software support, engineering, architectural, planning, environmental, redevelopment, financial, economic, social services, legal, construction project management, communications, land surveying and other similar professional functions which may be necessary for the operation of the city. “Public project” means construction, reconstruction, erection, alteration, renovation, improvement, and demolition work involving any publicly-owned, leased, or operated facility. “Purchasing” means the procurement of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies as needed by the city. “Real property agreement” means any agreement for the sale, lease, or use of real property owned by or in the lawful possession of the city, including without limitation concessions, franchises, and easements. “Recycled-content paper” means paper products and printing and writing paper that consists of at least thirty percent, by fiber weight, postconsumer fiber, or as otherwise defined in 14 CCR Section 18982(a)(61). “Subcontract” shall mean an agreement to: (i) provide supplies and/or services, including construction labor, materials or equipment, to a contractor, if such supplies or services are procured or used in the fulfillment of the contractor’s obligations arising from a contract with the city; or (ii) to transfer the right to occupy or use all or a portion of a real property interest subject to a property contract to a subcontractor and pursuant to which the contractor remains obligated under the property contract. “Subcontractor” means any person or business who enters into a subcontract with a contractor. Such term shall include any person or business who enters into an agreement with any subcontractor for the performance of 10 percent or more of any subcontract. “Supplies” means any and all articles, things, goods, equipment, commodities, or property, other than real property, furnished to be used by the City.” 3.30.030 Purchasing officer. The purchasing officer shall be the city manager or designee. The city manager may delegate some or all of the duties of that position to one or more subordinate employees. The purchasing officer shall supervise the purchasing functions of the city. The purchasing officer is authorized to establish methods and procedures for efficient and economical purchasing. (Ord. 1374 § 1, 2022; Ord. 1335 § 1, 2018) 3.30.040 Purchasing officer—Powers and duties. The purchasing officer, in accordance with this chapter and any written policies and/or procedures approved by the city manager consistent with this chapter, shall have the power to: A Purchase and Contract. Purchase or contract for public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies required by the city. Page 231 of 855 4 B Purchasing Policies Procedures. Prepare and implement policies and procedures governing the bidding, contracting, and purchasing of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies for the city. C Forms. Prescribe and maintain such forms as may be reasonably necessary to the implementation of this chapter and any other policies and procedures approved by the city manager consistent with this chapter. D Surplus Materials, Supplies, and EquipmentSupplies. Establish policies and procedures to sell, repurpose or dispose of any materials, supplies, and equipmentsupplies not needed for public use or that are obsolete, damaged beyond repair, or may become unsuitable for their intended use including establishing value thresholds for surplus. E Purchase for Resale. Authorize the purchase of materials, supplies, and equipmentsupplies for resale from such enterprises as the golf course, or visitor’s center to obtain the best possible price for the desired merchandise by adopting a procedure approved by the city manager. Such purchases shall not be subject to the award limits noted in this chapter, provided funding is available within the appropriated budget. F Bidder, Contractor and Vendor Lists and Catalogs. Develop and maintain any bidder’s list, contractor’s list or vendor’s list necessary to the operation of this chapter and any other policies and procedures approved by the city manager consistent with this chapter. G Recycled Product Procurement Policy. Establish and maintain procedures and specifications for the purchase of recycled-content paper and recycled-content paper products as described in Section 3.30.190(A)(4). 3.30.050 General purchasing regulations, policies, and procedures. A Applicability of Chapter. The purchasing regulations contained in this chapter shall apply to the procurement of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies by the city. B Purchasing Limits, Authorizations and Awards. The city manager may establish dollar limits for authorizations and awards, consistent with this chapter, by designated positions, for the procurement of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies. C Subsequent Contract Awards, Amendments, Extensions or Renewals. Notwithstanding anything herein to the contrary, the city manager or designated position shall not award a subsequent contract to the same individual or entity for the same or similar services on the same project, or amend, extend or renew such a contract, without obtaining the next highest approval authority (e.g., the city council for the city manager), when the award, amendment, extension or renewal will result in the city paying an aggregate amount in excess of the approval authority of the city manager to the individual or entity in any given fiscal year. For purposes of this section, the phrase “same project” shall include an on-call or as-needed contract. D Rejection of Bids and Proposals. At its discretion, the city council may reject any and all bids, proposals, quotations, or prices secured through procurement methods consistent with this chapter and take any other action deemed appropriate for the procurement of public projects, contractual services, professional services, and materials, supplies, and Page 232 of 855 5 equipmentsupplies. E Appropriations Requirement. No contract or purchase shall be made unless the director of finance shall have first confirmed that there is an unencumbered appropriation in the fund against which such expenditure is to be charged sufficient to cover the amount of purchase or contract, unless in cases of emergency. F Performance Bonds. The city shall have authority to require a performance bond before entering a contract in such an amount as it shall find reasonably necessary to protect the best interests of the city. G Confidentiality of Proposals. Contracts let pursuant to proposals permitting negotiations shall be opened and their contents secured to prevent disclosure during the process of negotiating with competing proposers. If proposals are opened publicly, only the names of the proposers shall be revealed, while prices and other information concerning the proposals shall not be disclosed until negotiations are complete and before award is made by the city council. 3.30.060 Public projects. A Two Ten Thousand Dollars ($102,000) or Less. Public projects of Two Ten Thousand Dollars ($210,000) or less may be awarded by a city department head the city manager or designee after selecting a qualified contractor and negotiating a contract in the best interest of the city. B More than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or Less. Public projects of more than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or less may be awarded by the city manager pursuant to the vendor price quotes procedure (Section 3.30.120) after selecting a qualified contractor or any exception consistent with this chapter. Utilization of the vendor price quotes requires the receipt of a minimum of two quotes from responsible vendors. Public projects of up to Twenty-Five Thousand Dollars ($25,000) may be awarded by a designated position, subject to the limits and authorizations established under Section 3.30.050(B). The contract shall be awarded in the best interest of the city. C More than Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000). Public projects of more than Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000) shall, except as otherwise provided in this chapter, be awarded by the city manager, to the extent the city council has budgeted funds for the project, pursuant to the informal bidding procedure (Section 3.30.095) or any exception consistent with this chapter and to the lowest responsible bidder. D More than Two-Hundred Fifty Thousand Dollars ($250,000). Public projects of more than Two-Hundred Fifty Thousand Dollars ($250,000) shall, except as otherwise provided in this chapter, be awarded by the city council pursuant to the formal bidding procedure (Section 3.30.100) or any exception consistent with this chapter and to the lowest responsible bidder. The city council may reject any or all bids received, and may waive any irregularities in each bid received. E Review and Approval of Plans and Specifications. The director of public works and city engineer, or their designees, are authorized to review and approve engineering plans for all public projects. This shall include the working details, drawings, plans and specifications prepared for every public project, including emergency and change order work, which may affect the design or operation of public improvements and which may bring into question the city’s liability for dangerous conditions of public property. Page 233 of 855 6 F Municipal Projects. Except on locally funded public projects of twenty-five thousand dollars ($25,000) or less when the project is for construction work, or fifteen thousand dollars ($15,000) or less when the project is for alteration, demolition, repair or maintenance work, all contractors performing work on city public projects shall be subject to California Prevailing Wage Law, codified at California Labor Code Section 1720 et seq., as it may be amended from time to time, or otherwise proscribed by law. The only limitation on the provisions of this subsection shall be in the event federal funding requirements supersede state prevailing wage laws. G Applicability of Public Contract Code. 1. Pursuant to Public Contract Code section 1100.7, the city is expressly exempt from the Public Contract Code except to the extent the city has expressly adopted one or more provisions of the Public Contract Code pursuant to the city charter, this code, city council resolution or other city council action, or express terms of a city contract. 3.30.070 Contractual services. A Tenwo Thousand Dollars ($102,000) or Less. Contractual services of Ten Thousand Dollars ($10,000) or less may be awarded by the city manager or designee after selecting a qualified vendor and negotiating a contract in the best interest of the city. B More than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or Less. Contractual services of more than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or less may be awarded by the city manager pursuant to the vendor price quotes procedure (Section 3.30.120), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. Contractual services of up to twenty-five thousand dollars ($25,000) may be awarded by a designated position, subject to the limits and authorizations established under Section 3.30.050(B). C More than Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000). Contractual services of more than Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000) shall may be awarded by the city manager pursuant to the informal bidding procedure (Section 3.30.095), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. D More than Two-Hundred Fifty Thousand Dollars ($250,000). Contractual services of more than Two-Hundred Fifty Thousand Dollars ($250,000) shall be awarded by the city council pursuant to the best competitive value procedure (Section 3.30.140) or any exception consistent with this chapter. E Award. All contractual services shall be awarded in the best interest of the city, determined in at the sole discretion of the city council, city manager, or designated position authorized to award the contract. 3.30.080 Professional services. A Ten Thousand Dollars ($10,000) or Less. Professional services of Ten Thousand Dollars ($10,000) or less may be awarded by the city manager or designee after selecting a qualified vendor and negotiating a contract in the best interest of the city. B More than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or Less. Professional services more than Ten Thousand Dollars ($10,000) to of Page 234 of 855 7 Seventy-Five Thousand Dollars ($75,000) or less may be awarded by the city manager pursuant to the proposal procedure (Section 3.30.130), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. Professional services of up to twenty- five thousand dollars ($25,000) may be awarded by a designated position, subject to the limits and authorizations established under Section 3.30.050(B). C Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000). Professional services of Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000) shall be awarded by the city manager pursuant to the proposal procedure (Section 3.30.130), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. D More than Two-Hundred Fifty Thousand Dollars ($250,000). Professional services of more than Two-Hundred Fifty Thousand Dollars ($250,000) shall be awarded by the city council pursuant to the best competitive value procedure (Section 3.30.140) or any exception consistent with this chapter. E Award. Contracts for professional services shall be awarded to the consultant who will best serve the interests of the city, taking into account the demonstrated competence, professional qualifications and suitability for the project in general. The city may consider cost of professional services if determined to be a relevant factor under the circumstances, but cost shall not be the sole determining factor. 3.30.090 Materials, supplies, and equipmentSupplies . A Two Thousand Dollars ($2,000)Ten Thousand Dollars ($10,000) or Less. Materials, supplies, and equipmentSupplies of Ten Thousand Dollars ($10,000)Two Thousand Dollars ($2,000) or less may be awarded by a the city manager or designee department head after selecting a qualified vendor and negotiating a contract in the best interest of the city. B More than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or Less. Materials, supplies, and equipmentSupplies of more than Ten Thousand Dollars ($10,000) to Seventy-Five Thousand Dollars ($75,000) or less may be awarded by the city manager pursuant to the vendor price quotes procedure (Section 3.30.120), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. Priority for awarding is to be given to the lowest price quote. Justification for award on basis other than lowest price must be approved by the purchasing officer or designee. Materials, supplies, and equipmentSupplies of up to twenty-five thousand dollars ($25,000) may be awarded by a designated position, subject to the limits and authorizations established under Section 3.30.050(B). C More than Seventy-Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000). Materials, supplies, and equipmentSupplies of more than Seventy- Five Thousand Dollars ($75,000) to Two-Hundred Fifty Thousand Dollars ($250,000) or less may be awarded by the city manager pursuant to the informal bidding procedure (Section 3.30.095), best competitive value procedure (Section 3.30.140), or any exception consistent with this chapter. Priority for awarding is to be given to the lowest price quote. Justification for award on basis other than lowest price must be approved by the purchasing officer Materials, supplies, and equipment of up to twenty-five thousand dollars ($25,000) may be awarded by a designated position, subject to the limits and authorizations established under Section 3.30.050(B). The contract shall be awarded in the best interest of the city. D More than Two-Hundred Fifty Thousand Dollars ($250,000). Materials, supplies, Page 235 of 855 8 and equipmentSupplies of more than Two-Hundred Fifty Thousand Dollars ($250,000) shall, except as otherwise provided in this chapter, be awarded by the city council pursuant to formal bidding procedures and to the lowest responsible bidder or any exception consistent with this chapter. The city council may reject any or all bids received and may waive any irregularities in each bid received. 3.30.095 Informal bidding procedure. A The informal bidding procedure shall follow the formal bidding procedure except that the city shall maintain a list of prequalified vendors and contractors established by this chapter, the notice inviting informal bids shall be provided to all vendors and contractors on the bidder list and/or to a designated construction trade journals, or electronic bid platform not less than ten five (105) calendar days before the date of opening bids, and award shall be by the city manager. The development and maintenance of the vendor and contractors lists will be established by the purchasing officer. Vendors and contractors must apply and be approved to be placed on a prequalified vendoer list prior to the execution of any contract. Vendors may remain on the vendor list no more than 24 months. 3.30.100 Formal bidding procedure. A Uses of Formal Bidding Procedure. This formal bidding procedure shall be used whenever formal bidding is required. B Notice Inviting Formal Bids. Notice inviting formal bids shall be issued and at a minimum: (1) describe the project; (2) state how to obtain more detailed information about the project; (3) state the date, time and place for the submission of bids; and (4) include any other information required by state or local law. C Published Notice. The notice shall be published at least ten (10) calendar days before the date of opening the bids on the city’s website and on an electronic bulletin board or an Internet site that is a generally recognized source of local public works contract information. D Bidder’s Security (Projects). All bids require one of the following forms of bidder’s security: (1) cash; (2) cashier’s check made payable to the city; or (3) a bidder’s bond executed by an admitted surety insurer made payable to the city. Such security shall be an amount at least equal to ten percent of the amount bid. No bid shall be considered unless security in the form above set forth is provided with the bid. E Forfeiture of Security (Projects). If the successful bidder fails to execute the contract and provide any required documentation, the bidder’s security shall be forfeited to the city. The city council may, on refusal or failure of the successful bidder to execute such contract, award the contract to the next lowest responsible bidder submitting a responsive bid. If the city council awards the contract to the second lowest bidder, the amount of the lowest bidder’s security shall be applied by the city to the difference between the low bid and the second low bid. The surplus, if any, shall be utilized to offset any and all costs of preparation and printing of plans, specifications, estimates of cost, publication of notices, and any surplus remaining shall be returned to the lowest bidder who fails to execute the contract. F Review of Bids. The city shall review all bids received for completeness, accuracy, responsiveness to the notice inviting bids and bid documents, and the city’s experience with or knowledge of the qualifications and reliability of each bidder and prepare a recommendation for award to the city council. The city council may waive any irregularities in each bid received. Page 236 of 855 9 G No Bids. If no bids are received, the city council may have the project done in any manner that the city council may direct without further complying with this chapter. H Award of Contract. The contract shall be awarded in accordance with all applicable sections of this chapter. If two or more bids received are the same amount, the city council may decide which bid to accept and award. I Rejection of Bids. The city council may, in its sole and absolute discretion, reject all bids presented. After all bids are rejected, the city council shall have the option of any of the following: 1. Abandon the project; 2. Readvertise for bids in the manner described in this chapter; 3. Perform the work by employees of the city; or 4. Have the project done by force account, or procure materials, supplies, and equipmentsupplies on the open market. J Relief of Bidders. A bidder shall not be relieved of its bid unless by consent of the city council nor shall any change be made in the bid because of mistake. The requesting party should provide to the city council in written form the facts that establish to the satisfaction of the city council that: (1) a mistake was made; (2) written notice was given to the city of that mistake within five days, excluding Saturdays, Sundays, and state holidays, after the opening of the bids specifying how the mistake occurred; (3) the mistake made the bid materially different than it was intended to be; and (4) the mistake was made in filling out the bid and not due to error in judgment or to carelessness in inspecting the site of the work, or in reading the plans or specifications. If the protest does not comply with each of these requirements, the city may reject the protest without further review. If the protest is timely and complies with the above requirements, the city shall review the protest, any response from the challenged bidder(s), and all other relevant information. The city will provide a written decision to the protestor in a reasonable amount of time. 3.30.110 Standard Bid and Proposal Protest Procedures. A Effect of Failure to Protest. The procedures set forth in this section are mandatory and are the sole and exclusive remedy of a bidder, proposer or other vendor to dispute the award of a contract that the city solicits through a competitive process. A protest that does not comply with these procedures may be summarily rejected and the person submitting the protest shall be deemed to have waived all rights to relief. B Protests of Solicitation Method. By submitting a bid, proposal or other application for a contract award, the bidder, proposer or other vendor shall be deemed to have waived all rights to challenge the city’s method for procuring the contract or any discrepancy in the solicitation process or documents. Bidders, proposers, or vendors may submit bids, proposals or other applications under protest. Protests under this section shall be submitted in writing to the official designated to receive the bid, proposal or other application and shall contain a full summary of the factual and legal basis for the protest. C Protests of Award. A bidder, proposer or other vendor applying for a city contract Page 237 of 855 10 through a competitive process may submit a written protest of the award of the contract. The protest shall identify and explain the factual and legal grounds for the protest. Any grounds not raised in the written protest are deemed waived by the protesting bidder. D Waiver. Any person that: (1) did not directly submit a bid or proposal, (2) is not responsible or qualified to receive the contract, (3) failed to submit a responsive bid or proposal, (4) is not in line to receive the contract or is otherwise ineligible to receive the contract, (5) is otherwise not beneficially interested in the award, or (6) fails to submit a timely protest shall be deemed to have waived the right to protest the award of the contract. Any protest deemed waived will be subject to summary rejection without further consideration and the person will have no right to any relief. E Timing of Protest of Award. Protests shall be submitted in writing to the official designated to receive the bid, proposal or other application within the following times: 1. If of another bidder, within five (5) calendar days after the bid opening date. 2. If the city makes a recommendation to the city council to award a proposal or other application, then within five (5) calendar days following the issuance of the recommendation and prior to the date of the award. 3. If in response to a notice of intent to reject a bid, proposal or other application, then within five (5) calendar days following the issuance of the notice of intent. F City Response. If the protest is timely and complies with the above requirements, the city shall review the protest, any response from the challenged bidder, proposer or other vendor, and all other relevant information. The city will provide a written decision to the protestor in a reasonable amount of time. If the protest is in response to a recommendation of award to the city council, then the protest will be considered concurrently with the award of the contract, and the approval authority’s action is final. G Conflicts. The protest procedures contained in this section shall not apply if a particular solicitation contains a different protest procedure. This section does not limit or eliminate a claimant’s obligations under the Government Claims Act, Government Code Section 900 et seq. 3.30.120 Vendor price quotes procedure. City staff shall solicit from an approved list of vendors via posted notice, telephone request, mail, email, electronic bid platform or any other reasonable solicitation method, price quotes documented in writing. If unable to obtain a minimum of three (3) price quotes from approved qualified vendors, staff shall document that reasonable efforts were made to obtain price quotes including, that a notice was posted for not less than three (3) business days; that there were no other vendors to solicit price quotes from; or that they solicited to other vendors and one or more declined to provide a quote.staff shall procure by the best competitive value procedure (Section 3.30.140). The development and maintenance of the list of approved vendors will be established by the purchasing officer. 3.30.130 Proposal procedure. City staff shall solicit from an approved list of vendors via posted notice, telephone request, mail, email, electronic bid platform or any other reasonable solicitation method, proposals documented in writing. If unable to obtain a minimum of three (3) proposals from approved qualified professional service firms, staff shall document that reasonable efforts were made to Page 238 of 855 11 obtain proposals including, that a notice was posted for not less than three (3) business days; that there were no other vendors to solicit proposals from; or that they solicited to other vendors and one or more declined to provide a proposal., staff shall procure by the best competitive value procedure (Section 3.30.140). The development and maintenance of the list of approved vendors will be established by the purchasing officer. 3.30.140 Best competitive value procedure. The best competitive value procedures utilizes request for qualifications (“RFQ”) and/or request for proposals (“RFP”) to engage services on the basis of demonstrated competence and qualifications for the types of services to be performed and at fair and reasonable prices to the city. The following minimum guidelines and procedures shall be implemented. A Notice Inviting RFQs or RFPs. At a minimum, the notice inviting RFQs or RFPs shall: (1) describe the project; (2) state how to obtain more detailed information about the project; (3) state the date, time and place for the submission of qualifications or proposals; (4) describe general parameters for evaluation and selection; and (5) include any other information required by state or local law. B Published Notice. City staff shall solicit RFQs or RFPs via published notice on the city’s website or a website that electronically receives bids for not less than five (5) calendar days. C Review of Qualifications or Proposals. City will review and evaluate qualifications or proposals based on the evaluation and selection criteria in the RFQs/RFPs and rank proposals based on factors listed in the RFQ/RFP. D Negotiation. Once proposals are ranked, city may negotiate a contract with the highest ranked proposer only, may negotiate with multiple proposers, or may attempt to reach an agreement with the highest ranked proposer before negotiating with other proposers in order of ranking. City may also dispense with negotiations and recommend an award based on the proposals. E Award. Award will be made in accordance with this chapter. F Rejection of Proposals or Qualifications. The city council may, in its sole and absolute discretion, reject all qualifications or proposals presented and re-advertise. 3.30.150 Alternative project delivery. As an alternative to the formal bidding procedure set forth in this chapter, the city may, for public projects, cause to be prepared estimates and documents for the procurement of public projects through alternative project delivery. Upon approval by the city council, the city may use the following methods of project delivery: design-build, progressive design-build, and construction manager/general contractor method. The purchasing officer is authorized to establish the procurement procedures for these methods of project delivery. As used in this chapter: A “Best value” means a value determined by evaluation of objective criteria that relate to price, features, functions, life-cycle costs, experience, and past performance. A best value determination may involve the selection of the lowest cost proposal meeting the interests of the city and meeting the objectives of the project. B “Construction Manager/General Contractor method” means a project delivery Page 239 of 855 12 method in which a construction manager is procured to provide preconstruction services during the design phase of the project and construction services during the construction phase of the project. The contract for construction services may be entered into at the same time as the contract for preconstruction services or at a later time. The execution of the design and the construction of the project may be in sequential phases or concurrent phases. A Construction Manager/General Contractor method contract shall be awarded on a best value or qualifications basis. C “Design-build” means a project delivery process in which both the design and construction of a project are procured from a single entity. Design-build shall be awarded on a best value basis. D “Progressive design-build” means a project delivery process in which both the design and construction of a project are procured from a single design-build entity that is selected through a qualifications-based selection at the earliest feasible stage of the project. A progressive design-build contract shall be awarded on a best value or qualifications basis. E 3.30.160 Exceptions to procurement methods. A Minimum Procurement Levels. When the city manager establishes a minimum dollar threshold where the procurement of public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies are not subject to any of the required procurement methods in this chapter. The city shall work to procure these items in the best interest of the city. B Disaster Relief. When in the case of a disaster, as further explained in Chapter 2.48, the requirements of this chapter do not apply. C Emergency. While the need for occasional emergency purchases is recognized, the practice must be curtailed as much as possible by anticipating needs so that normal purchasing procedures may be used. 1. “Emergency” means a sudden, unexpected occurrence that poses a clear, eminent danger requiring immediate action to protect the health and safety of the public, including to prevent or mitigate the loss or impairment of life, health, property or public services. 2. In the case of an emergency which requires the immediate procurement of public projects, contractual services, professional services or materials, supplies, and equipmentsupplies, the city manager may authorize the purchasing officer to procure these items without regard to the provisions of this chapter; provided that a written public record shall be kept showing the nature of the emergency and the city manager’s authorization to proceed under the provisions of this section. The city manager shall terminate the emergency action at the earliest possible date that conditions warrant. D No Competitive Market. When the city council manager determines that a competitive market does not exist or that the city will not gain a competitive advantage by using the formal bidding procedure, the city may use any other procurement method. E Competitive Bidding Already Completed. When the purchasing officer, with the Page 240 of 855 13 approval of the city manager, determines that: (1) a competitive bid procedure has been conducted by another public agency, including, but not limited to, another local agency, the state through the California Multiple Award Schedule (CMAS), the federal government through the General Services Administration (GSA), or a joint powers agency, authority or alliance that procures competitive contracts; and (2) the price to the city is equal to or better than the price to that public agency. F State Purchase. When the purchase is made on behalf of the city by the State Department of General Services. G Mandated Expenditures. When expenditures are mandated by law or regulation, such as county booking fees, utilities, postage (for delivery charges through the U.S. Postal Service), waste disposal fees or other non-negotiable permit, use or application fees. H Shared Services. When the city council or city manager authorizes the award and execution of contracts for services, subject to the dollar limits consistent with this chapter, that are provided by another government, public entity, joint powers authority, quasi-governmental entity, special district or nonprofit entity that will maximize efficiency, increase cost effectiveness, increase range of services, minimize duplication, provide training or education encourage collaboration or standardize efforts, or leverage government resources. I Best Interest of City. When the city council or city manager authorizes the award and execution of contracts, subject to the dollar limits consistent with this chapter, without competitive bidding provided that the city council or city manager finds that such award is in the best interest of the city, or of the public health, safety, and welfare. J Sole Source. When the city manager determines that there is only one source that provides the needed public project, contractual service, professional service or materials, supplies, and equipmentsupplies or a product to ensure compatibility with other city products and equipment, the city shall work to procure these items in the best interest of the city. K Purchase of Recurring Charges,. 1. The Purchasing purchasing Oofficer may create an open approved vendor list for the purposes of providing specified services and goods for the fiscal year for ongoing cleanup, maintenance and different routine items that are of a continuing nature. The development and maintenance of the vendor list and specified services list will be established by the purchasing officer. 2. Prior to each fiscal year, an invitation to provide pricing for certain goods or services should be posted and remain posted through the fiscal year to offer vendors to provide pricing throughout the year and provide equal bidding opportunities. Additions to the vendor list may be approved continuously by the purchasing officer. Prices from each vendor shall be obtained in a manner to ensure competitive pricing, in the best interest of the city. Vendors shall be required provide updated pricing annually. 3. The aggregate yearly threshold for each vendor may be determined by the city council, at the recommendation of the city managershall not exceed $25,000. A vendor list may be approved by the city council as often as necessary but not less than once every twenty four (24) months. 4. Vendors may remain on the list without reapplying for three (3) years plus two one- year extensions at the request of city staff. Page 241 of 855 14 5. Utilization of vendors on the list is to be prioritized by pricing, then by other appropriate criteria including quality, capability, availability, or similar criteria. Exceptions to the prioritization of pricing is subject to approval by the finance director or designee. L Technology Recurring Charges: 1. When renewing maintenance/support services, license(s), or addressing similar needs for existing technology systems (software and hardware) procurement is permissible directly from the original developer/manufacturer or sole source provider if the city manager has determined that negotiations have yielded the best price, terms, and conditions. 2. When renewing maintenance/support services, license(s), or addressing similar needs for existing technology systems (software and hardware) procurement is permissible directly from a vendor/reseller previously selected following the City’s procurement standards; provided, that (1) the vendor/reseller has been used continuously since such selection, (2) the renewal involves no substantive changes, and (3) the city manager determines that proceeding with the vendor/reseller serves the City’s best interests. M Otherwise Authorized. When otherwise authorized by this chapter or applicable law. 3.30.170 Change orders. B The city manager or designee shall have authority to approve change orders for public projects, contractual services, professional services, and materials, supplies, and equipmentsupplies previously awarded by the city manager, provided that change orders aggregated with the original contract do not exceed Two-Hundred Fifty Thousand Dollars ($250,000)Seventy-Five Thousand Dollars ($75,000), subject to an unencumbered appropriation in the fund against which such expenditure is to be charged. C During the award of a contract by the city council, the council may give the city manager the authority to approve change orders, specific to that contract, based on either a percentage of the contract or a specific dollar amount. If no specific authority is given by the city council, the city manager may approve change orders for a city council awarded contract subject to the dollar limits consistent with this chapter, provided such change orders are within the approved contingency. D Change orders in excess of the city manager’s authority may be approved by the city manager and submitted to city council for ratification under the following circumstances: 1. The failure to immediately issue a change order may result in significant project cost increases or an unacceptable project delay due to work stoppage or other inefficiencies; 2. A special meeting or a regularly scheduled meeting of the city council is not scheduled within a reasonable period of time to sufficiently remedy the problem; and 3. Funding for the change order is currently available within the appropriated budget. 3.30.180 Local business preference program. A Statement of Policy. It is the policy of the city to promote employment and business opportunities for local residents and firms on all contracts and give preference to local residents, workers, businesses, contractors, and consultants to the extent consistent with the law and Page 242 of 855 15 interests of the public. B Local Preference in Purchasing. In the bidding of, or letting for procurement of, supplies, materials, and equipment, as provided in this chapter, the purchasing officer may give a preference to local businesses in making such purchase or awarding such contract in an amount not to exceed five percent of the local business’ total bid price. Total bid price shall include not only the base bid price but also adjustments to that base bid price resulting from alternates requested in the solicitation. In order for a local business to be eligible to claim the preference, the business must request the preference in the solicitation response and provide a copy of its current business license from a jurisdiction in the Coachella Valley. C Local Preference in Professional Services. In awarding contracts for professional services, including consultant services, preference to local business shall be given whenever practicable pursuant to this chapter consistent with the statement of policy in subsection A of this section. The contractor or consultant will also, to the extent legally possible, solicit applications for employment and proposals for subcontractors and sub-consultants for work associated with the proposed contract from local residents and firms as opportunities occur and hire qualified local residents and firms whenever feasible. In order for a local business to be eligible to claim the preference, the business must request the preference in the solicitation response and provide a copy of its current business license from a jurisdiction in the Coachella Valley. D Exceptions to Local Business Preference Policy. The preference set forth in this section shall not apply to the following purchases or contracts: 1. Goods or services provided under a cooperative purchasing agreement; 2. Purchases or contracts which are funded in whole or in part by a governmental entity and the laws, regulations, or policies governing such funding prohibit application of that preference; 3. Purchases made or contracts let under emergency or noncompetitive situations; 4. Purchases with an estimated cost of twenty-five thousand dollars or more; 5. Application of the local business preference to a particular purchase, contract, or category of contracts for which the city council is the awarding authority may be waived at the city council’s discretion; 6. Public projects; 7. Bids that are nonresponsive. E Quality and Fitness. The preferences established in this section shall in no way be construed to inhibit, limit or restrict the right and obligation of the purchasing officer to compare quality and fitness for use of supplies, materials, equipment, and services proposed for purchase and compare the qualifications, character, responsibility, and fitness of all persons, firms, or corporations submitting bids or proposals. In addition, the preferences established in this section shall in no way be construed to prohibit the right of the city council or the purchasing officer from giving any other preference permitted by law or this chapter. F Verification of Local Business Preference Eligibility. Any vendor or consultant claiming to be a local business, shall so certify in the bid. The purchasing officer shall not be required to verify the accuracy of any such certifications, and shall have sole discretion to Page 243 of 855 16 determine if a vendor or consultant meets the definition of “local business.” G Enforcement. 1. The information furnished by each bidder requesting a local business preference shall be under penalty of perjury. 2. No person or business shall knowingly and with intent to defraud, fraudulently obtain, retain, attempt to obtain or retain, or aid another in fraudulently obtaining or retaining or attempting to obtain or retain certification as a local business for the purpose of this section. 3. No person or business shall willfully and knowingly make a false statement with the intent to defraud, whether by affidavit, report, or other representation, to a city official or employee for the purpose of influencing the certification or denial of certification of any entity as a local business. 4. A business which has obtained city certification as a local business by reason of having furnished incorrect supporting information or by reason of having withheld information, and which knew or should have known the information furnished was incorrect or the information withheld was relevant to its request for certification, and which by reason of such certification has been awarded a contract to which it would not otherwise have been entitled, shall: a. Pay to the city any difference between the contract amount and what the city’s costs would have been if the contract had been properly awarded; b. In addition to the amount described in subsection (G)(4)(a), be assessed a penalty in an amount of not more than ten percent of the amount of the contract involved; and c. Be subject to debarment from future award of contracts from the city. 5. The penalties identified in subsection (G)(4) shall also apply to any business that has previously obtained proper certification and, as a result of a change in its status would no longer be eligible for certification, fails to notify the purchasing officer of this information prior to responding to a solicitation or accepting a contract award. 3.30.190 Preference for recycled content. A Environmentally Preferable Practices. The city will act to make resource conservation an integral part of its waste reduction and recycling programs. The practice of discarding materials used in the city facilities is wasteful of natural resources, energy, and money. 1. The city will integrate the concept of resource conservation, including waste reduction and recycling, into its environmental programs. 2. The city will decrease the amount of waste of consumable materials by: a. Reducing the consumption of consumable material wherever possible. b. Fully utilizing all material prior to disposal. c. Minimizing the use of nonbiodegradable products wherever possible. 3. The city will cooperate with, and participate in, recycling efforts being made Page 244 of 855 17 by the city and county. As systems for recovering waste and recycling develop within the city limits, the city will participate by appropriately separating and allowing recovery of recyclable waste products. 4. All vendors providing paper products and printing and writing paper shall: a. Provide recycled-content paper products and recycled-content printing and writing paper that consists of at least thirty percent, by fiber weight, postconsumer fiber, if fitness and quality are equal, and available at equal or lesser price. b. Provide paper products and printing and writing paper that meet Federal Trade Commission recyclability standard as defined in 16 Code of Federal Regulations (CFR) Section 260.12. c. Certify in writing, under penalty of perjury, the minimum percentage of postconsumer material in the paper products and printing and writing paper offered or sold to the city. This certification requirement may be waived if the percentage of postconsumer material in the paper products, printing and writing paper, or both can be verified by a product label, catalog, invoice, or a manufacturer or vendor internet website. d. Certify in writing, on invoices or receipts provided, that the paper products and printing and writing paper offered or sold to the city is eligible to be labeled with an unqualified recyclable label as defined in 16 Code of Federal Regulations (CFR) Section 260.12. B Representatives of the city will actively advocate, where appropriate, for resource conservation practices to be adopted at the local, regional, and national levels. C City employees shall refer to the adopted recovered organic waste product procurement policy for proper purchasing and recordkeeping procedures related to recovered organic waste products and recycled-content paper products and recycled-content printing and writing paper. 3.30.200 Nondiscrimination in contracting. A. Statement of Policy. 1. It is the policy of the city to promote the principles of equal opportunity in its contracting activities by assuring that those seeking to do business with the city will treat contractors, subcontractors, and employees equally and will not engage in discrimination against their contractors, subcontractors, or employees because of their actual or perceived race, color, religion, ancestry, national origin, disability, medical condition, marital status, domestic partner status, sex, gender, gender identity, gender expression, or sexual orientation or as a member of any other protected class. 2. It is also the policy of the city to ensure that work performed on behalf of the city is done in a cost effective and high quality manner B. Basic Contract Requirement Prohibiting Discrimination. The city shall not enter into any contract valued at more than $10,000 with any contractor, unless such contractor agrees to be bound by contract to provisions prohibiting discrimination in employment and the provision of Page 245 of 855 18 employment benefits on the basis of actual or perceived race, color, religion, ancestry, national origin, disability, medical condition, marital status, domestic partner status, sex, gender, gender identity, gender expression, or sexual orientation as these terms are defined by California law, or association with members of classes protected under this Section or in retaliation for opposition to any practices forbidden under this Section, against any person seeking accommodations, advantages, facilities, privileges, services, or membership in all business, social, or other establishments or organizations, operated by that contractor, and shall require such contractor to include a similar provision in all subcontracts. C. Certification. Every contractor certify compliance with the City’s nondiscrimination policy prior to contract award in a form acceptable to the city manager. No contract shall be awarded until the contractor has submitted to the city such certification. The certification shall contain the following: 1. Contractor certifies and represents that, during the performance of the contract, the contractor and any other parties with whom it may subcontract shall adhere to the city’s nondiscrimination policy as provided in the Section. 2. Contractor shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of this contract, state that it is an “equal opportunity employer” or that all qualified applicants will receive consideration for employment without regard to their actual or perceived race, color, religion, ancestry, national origin, disability, medical condition, marital status, domestic partner status, sex, gender, gender identity, gender expression, or sexual orientation. 3. If requested to do so by the purchasing officer, contractor shall provide the city with access to copies of relevant records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. 4. Nothing contained in this contract shall be construed in any manner so as to require or permit any act which is prohibited by law. 5. The contractor shall include the provisions set forth in paragraphs (1)—(4) of this Subsection (C) of this Section, inclusive, in each of its subcontracts. D. Investigation and Monitoring. All contracts shall include appropriate provisions that will allow the purchasing officer to review, monitor, and investigate compliance with this Section and to require each contractor to allow and provide full access to all applicable records, rules, regulations, documents, and other pertinent data necessary for the qualitative and quantitative evaluation of each contractor’s compliance with the provisions of this Section. E. Enforcement. 1. In the event the purchasing officer determines the contractor is not in substantial compliance with the provisions of this Section, the purchasing officer may recommend to the city manager, the initiation of one or more of the following rights and remedies described in this subsection, in addition to any rights and remedies otherwise provided in the applicable contract or by law or equity: a. Termination of the contract and bar the contractor from bidding on future contracts with the city for two (2) years from the effective date of the contract termination; Page 246 of 855 19 b. Assess liquidated damages in the amounts specified in the contract where it is found the contractor willfully violated the requirements of this Section; and c. Seek recovery of reasonable attorneys’ fees and costs incurred for enforcement of this Section. 2. The purchasing officer shall issue written findings and mail a copy of the findings to the contractor by first class mail and by any other means provided in the contract. F. Appeals. 1. Within five (5) business days of the notice of the purchasing officer’s findings, the contractor may file a written appeal of the purchasing officer’s determinations to the city clerk. 2. The city clerk shall set the matter for hearing and shall cause a Notice of Hearing to be given to the contractor and to such other persons as may have identified themselves as interested in the decision. 3. The hearing shall be conducted as an independent reexamination of the matter before an independent hearing officer. The contractor shall have the burden of proof in all cases, and if the contractor fails to appear either in person or by counsel, or fails to present or offer any evidence, the hearing officer may adopt the decision of the purchasing officer or may decide the matter upon the record with or without taking any additional evidence. Any oral or documentary evidence may be received, but the hearing officer shall exclude irrelevant, immaterial or unduly repetitious evidence. The hearing officer’s decision shall be made upon substantial evidence. In other words, if an essential finding is based upon hearsay or secondary evidence, such evidence must be of the type which would be admissible in a court of law as proof of such finding. 4. Upon the hearing of the appeal the hearing officer may refer the matter back to the purchasing officer with directions for further consideration, or the hearing officer may reverse, affirm, or modify the decision as may appear just and reasonable in light of the evidence presented. The decision of the hearing officer shall be supported by written findings and shall include the reasons for the ruling. Notice of the hearing officer’s decision shall be served on the contractor, the purchasing officer, and the city clerk. The hearing officer’s decision shall be final. G. Exceptions and Waivers. 1. The city manager may waive the requirements of this Section under the following circumstances: a. Whenever the city manager finds that there is only one prospective contractor willing to enter into a real property agreement with the city for use of city property on the terms and conditions established by the city, or that the needed goods, services, construction services for a public work or improvement, or interest in or right to use real property are available only from a sole source, and the prospective contractor is not currently disqualified from doing business with the city, or from doing business with any governmental agency based on any contract compliance requirements; b. Where the city manager determines that the contract or real property agreement is necessary to respond to an emergency which endangers the public health or safety and no entity which complies with the requirements of this Section capable of responding to the emergency is immediately available; provided that such certification must be made prior to or within five (5) business days of execution of the contract or real property Page 247 of 855 20 agreement on behalf of the city; c. Where the city attorney certifies in writing to the city council that the contract involves specialized litigation requirements such that it would be in the best interests of the city to waive the requirements of this Section; provided such certification is made prior to execution of the contract on behalf of the city. 2. This Section shall not apply where the prospective contractor is a public entity and the city manager finds that supplies, services, construction for a public project or improvement or interest in or right to use real property of comparable quality or accessibility as are available under the proposed contract or property contract are not available from another source, or that the proposed contract or property contract is necessary to serve a substantial public interest. 3. This Section shall not apply where the city manager finds that the requirements of this Section will violate or are inconsistent with the terms or conditions of a grant, subvention or agreement with a public agency or the instructions of an authorized representative of any such agency with respect to any such grant, subvention or agreement, provided that the contracting officer has made a good faith attempt to change the terms or conditions of any such grant, subvention or agreement to authorize application of this Section. 4. Upon the request of a potential contractor or upon the purchasing officer’s own initiative, after taking all reasonable measures to find an entity that complies with the law, the city manager may waive any or all of the requirements of this Section for any contract, real property agreement, or bid package advertised and made available to the public, or any competitive or sealed bids received by the city under the following circumstances: a. Where the city manager determines that there are no qualified responsive bidders or prospective contractors who could be certified as being in compliance with the requirements of this Section and that the contract or real property agreement is for supplies, services, or a public project that is essential to the city or city residents; or b. Where the city manager determines that transactions entered into pursuant to bulk purchasing arrangements through federal, State, or regional entities which actually reduce the city’s purchasing costs would be in the best interests of the city; or c. Where the city manager determines that the requirements of this Section would result in the city’s entering into a contract with an entity that was set up, or is being used, for the purpose of evading the intent of this Section, which is to prohibit the city from entering into contracts with entities that discriminate based on the criteria set forth in this Section. 5. The waiver authority granted to the city manager in this Subsection shall be subject to the requirements that: a. All proposed waivers must set forth the reasons the city manager is requesting the waiver, what steps were taken to find an entity that complies with this Subsection and why the waiver does not defeat the intent of this Section, which is to prohibit the city from entering into contracts with entities that discriminate based on the criteria set forth in this Chapter. Such waivers shall be filed with the city clerk and a notice of such waiver shall be presented to the city council on the next available city council agenda; and b. For any contract or real property agreement subject to approval by the city council, the city manager shall include a statement in the approving resolution and related staff report whether any waiver under this Section is proposed for that contract.” Page 248 of 855 [This page has intentionally been left blank.] Page 249 of 855 Page 250 of 855 Page 1 of 6 CITY OF PALM DESERT AND PALM DESERT HOUSING AUTHORITY STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Jessica Gonzales, Housing Manager REQUEST: SECOND AMENDED AND RESTATED DDLA, RELATED RESOLUTIONS, LOANS IN THE AMOUNT OF $1,965,539 AND $4,789,461 FROM THE AUTHORITY, AND ACTIONS RELATED TO THE CONVEYANCE OF THE PARCELS IDENTIFIED AS APN 694-120-028 AND A PORTION OF 694-120- 029 FOR AFFORDABLE HOUS RECOMMENDATION: 1. City Council: Adopt a Resolution entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE CITY, AS SELLER, THE PALM DESERT HOUSING AUTHORITY, AS LENDER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/ BORROWER/ DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, AND TAKING RELATED ACTIONS.” 2. Housing Authority: Adopt a Resolution entitled, “A RESOLUTION OF THE PALM DESERT HOUSING AUTHORITY APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE AUTHORITY, AS LENDER, THE CITY OF PALM DESERT, AS SELLER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/ BORROWER/ DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, APPROPRIATING FUNDS IN CONNECTION THEREWITH, AND TAKING RELATED ACTIONS.” 3. Authorize the Authority to make two loans to the Developer for the purchase of the Property and construction of the Project ($1,965,539 for Phase I and $4,789,461 for Phase II), to be repaid from a percentage of residual receipts (i.e., net income) from the Project over the term of the loans, with any accrued interest and unpaid principal coming due 55 years from the completion of the Project, with such loans being secured by a subordinate deed of trust on the Project. 4. Authorize the Director of Finance to appropriate $6,755,000 from Unobligated Housing Asset Fund balance to the appropriate budget line item. 5. Authorize the Director of Finance to designate the proceeds of the sale of the City-owned property for the purpose of future affordable housing. 6. Authorize Mayor/Chairman, staff, and legal counsel to negotiate, execute and record agreements and necessary documents to effectuate the resolutions, including the conveyance of the Property, the funding commitments, and related actions for the Project as set forth in the Second Amended and Restated DDLA. Page 251 of 855 City of Palm Desert and Housing Authority Second Amended and Restated DDLA - Palm Communities Page 2 of 6 BACKGROUND/ANALYSIS: On October 13, 2022, City Council approved the conveyance of a City owned 10 -acre parcel identified as APN 694-120-028 and a 0.49-acre parcel identified as a portion of APN 694-120- 029 (the "Property") to Palm Communities, Inc. ("Developer") and the Authority Board approved two loans from the Authority’s Low and Moderate Income Housing Asset Fund (“Housing Fund”) in the total amount of $6,755,000 to the Developer pursuant to a Disposition, Development and Loan Agreement, dated November 23, 2022 ("DDLA"), for the purchase of the Property and construction of 239 affordable housing units and two manager units in two phases ("Project"). As part of the approval, the Developer was authorized to submit applications to the various financial funding sources identified for the Project. The application submitted to the California Debt Limit Allocation Committee ("CDLAC") did not score sufficient points for an allocation of tax-exempt bonds ("Tax-Exempt Bonds") and federal and state tax credits ("Tax Credits"). However, the Project did receive a $6,700,000 loan from the County of Riverside ("County") as well as 45 project-based vouchers ("PBVs"). The Developer requested an amendment to the DDLA to extend the escrow closing to June 2026, extend the Project completion date to June 30, 2028, modify the Project to consist of only one phase, modify the City and Authority's affordability restrictions, require the City to provide a land carry-back loan in the amount of $3,425,000 (fair market purchase price), and decrease the Authority's loans from $6,755,000 to $3,330,000. The purpose of this amendment was to allow the Project to receive additional points in the MHP Loan application, an additional funding source the Developer was seeking. On June 14, 2023, the City Council and Authority approved an Amended and Restated Disposition and Development Agreement, dated June 22, 2023 (the “First Amended and Restated DDLA”) in accordance with their request. Developer was not successful in the MHP Loan application and is now requesting amendments to the First Amended and Restated DDLA pursuant to the proposed Second Amended and Restated DDLA. However, the Project did receive an additional 75 PBVs from the County. Attached is the proposed Second Amended and Restated DDLA among the City, Authority and Developer. Adoption of the resolutions will approve the Second Amended and Restated DDLA with the Developer. The Second Amended and Restated DDLA stipulates that the City convey the Property to the Developer in two phases and provides two loan commitments from the Authority in the amounts of $1,965,539 and $4,789,461. The second Amended and Restated DDLA requires the City to sell the Property to the Developer for a total of $3,425,000. The Second Amended and Restated DDLA also increases the Authority Loan from $3,330,000 to two loans totaling $6,755,000 from the Housing Fund. The affordability restrictions will remain unchanged from the First Amended and Restated DDLA. Finally, the resolutions approving the Second Amended and Restated DDLA authorize the City/Authority's staff and legal counsel to proceed to execute and record any agreements and documents deemed necessary for the conveyance of the Property and the financing and construction of the Project, and the Second Amended and Restated DDLA includes the City Manager's right to terminate agreement if the Developer fails to obtain an award of Tax Credits by the end of 2024. Page 252 of 855 City of Palm Desert and Housing Authority Second Amended and Restated DDLA - Palm Communities Page 3 of 6 If the required funding sources are awarded to the Project, the Property owned by the City will be sold, subject to satisfaction of the conditions to closing for a two-phased Project, which are typical closing conditions for a DDLA. Conditions to the closing of the sale of the two parcels include the recording of a parcel map, payment of grading permit fees and all final parcel map fees and recording of certain easements (which may occur at the close of escrow) for access over a portion of adjacent property owned by the City (providing access to remove sand adjacent to a future boundary wall). The attached City and Authority resolutions approve the Second Amended and Restated DDLA, including the exhibits attached thereto, substantially in the form presented to the City Council and Authority Board at this meeting ("Second Amended and Restated DDLA Documents") and authorize staff and officers of the City and Authority to finalize, execute and record the Second Amended and Restated DDLA Documents, as applicable, and any other agreements and documents necessary to implement the Second Amended and Restated DDLA Documents at the closing of escrow. Project: The Project will be operated for a period of fifty-five (55) years following the date of Certificate of Occupancy ("COO") for each phase of the Project to provide rental housing affordable to persons and families of low and extremely low income in accordance with the affordability restrictions contained in the Second Amended and Restated DDLA and the Tax- Exempt Bonds, 4% Federal Tax Credits, State Tax Credits, County Loan and PBVs being used to finance the two phases of the Project. To the extent necessary, the Authority will subordinate the deed of trust securing the two Loans (as described below) to the liens and encumbrances of the Project's construction and permanent lenders. However, the City and Authority will not subordinate their interests in the Density Bonus Housing Agreements (described below) or the Authority Housing Agreements (described below) to such liens or encumbrances. Contractor. The Project contractor will be an affiliate of the Developer. In lieu of requiring multiple bids from third party contractors, City staff has confirmed that the contract price is reasonable given the requirement of State and Federal prevailing wages, increasing interest rates and construction costs. However, the Second Amended and Restated DDLA requires, as a condition to closing, that the Developer provide to the Authority the primary construction lender's cost analysis, or, alternatively, that the Developer pay for a City obtained cost review. Density Bonus Housing Agreements. In order to develop the 241-unit Project (121 units in Phase I and 120 units in Phase II), the approved entitlements include the use of the City's Density Bonus Ordinance, which also allows for fewer parking spaces to be included in the Project than required by the City's Municipal Code. The Density Bonus provision was able to be used by the Project because at least 20% of the units will be restricted to very-low Income households. The two Density Bonus Housing Agreements have a term of fifty-five (55) years from COO and restricts 12 units in each phase to very-low income households, for a total of 24 Density Bonus units. Authority Loan Terms. The Authority Loans shall be in the principal amount of $1,965,539 (Phase I) and $4,789,461 (Phase II) and be made from the Authority's Housing Fund, and commence as of the effective date of the Loan Agreements and have a term of fifty-five (55) years from the COO, bear simple interest at three percent (3%) per annum and will be repaid Page 253 of 855 City of Palm Desert and Housing Authority Second Amended and Restated DDLA - Palm Communities Page 4 of 6 from a proportional share (50%) of the Project's residual receipts and the Authority Loans will be due and payable at the end of the loan term. The Phase I Authority Loan will be used to acquire the Phase I parcel and the Phase II Authority Loan will be used to acquire the Phase II parcel and for some of the Phase II costs of construction. Authority Housing Agreements. The Housing Agreements for the Project will restrict all units in the Project to households that have incomes that do not exceed the following percentages of the Riverside County area median (AMI) income: • Phase I: 36 units restricted to 30% of the AMI or less (approximately 30% of the units), 61 units restricted to 59% of the AMI or less (approximately 50% of the units), and 23 units restricted to 80% of the AMI or less (approximately 20% of the units). One three-bedroom unit will be set-aside for the onsite manager. • Phase II: 36 units restricted to 30% of the AMI or less (approximately 30% of the units), 60 units restricted to 59% of the AMI or less (approximately 50% of the units), and 23 units restricted to 80% of the AMI or less (approximately 20% of the units). One two-bedroom unit will be set-aside for the onsite manager. Total development costs for the Project, including land costs, are estimated at $153,839,000 ($82,160,000 (Phase I) and $71,679,000 (Phase II)). The Project is intended to be funded by leveraging multiple funding sources including: Tax-Exempt Bond proceeds, 4% Federal Tax Credits, State Tax Credits, a $6,700,000 County Loan, an aggregate of one-hundred and twenty (120) PBVs provided by the County, deferred developer fee, and the Authority Loans. In order to evaluate the Developer's funding request, the Authority engaged the services of Keyser Marston Associates, Inc. ("KMA"), a state-wide provider of affordable housing consulting services, to provide technical assistance related to determining whether or not the Project's updated pro forma projections, feasibility and the request for the Loans were reasonable. In evaluating the Developer's request for the Authority Loans to assist with the purchase of the Property and construction of the Project in two phases, KMA conducted a detailed review of the Developer's proforma. The Project's assumptions, methodologies, and calculations were reviewed and evaluated for reasonableness and accuracy. KMA presented its analysis in a financial gap analysis memorandum, dated March 27, 2024, which is attached to this staff report. KMA's analysis concluded that the Project still has a $6,755,000 financial gap, or $28,000 per unit, thus the Developer's request for financial assistance is still warranted. In comparison, the Authority agreed to provide $22,400 per unit in assistance to the Vitalia project in August 2021 and $41,100 per unit to the Urban Housing Community ("UHC") project in July 2022 . KMA concludes in their financial gap analysis memorandum: 1. The $638,300 per unit estimate for total development costs are reasonable given the Project scope of work, federal and state prevailing wage requirements, increasing interest rates and current inflationary market conditions. 2. The total development costs decreased by 1% since the last KMA analysis in June 2023 due to the Developer removing the TUMF and SCE fees as they will be waived or refunded. 3. While the financial gap remains at $6,755,000, the Authority will be providing the land purchase price ($3,425,000) from the Housing Fund. Therefore, the City will receive an Page 254 of 855 City of Palm Desert and Housing Authority Second Amended and Restated DDLA - Palm Communities Page 5 of 6 upfront payment for the Site (in two payments as each parcel is conveyed). 4. For RHNA purposes, the City will be able to add 120 extremely-low income units to the City's housing inventory as well as 119 low income units (59% AMI and 80% AMI) and two above moderate units. 5. The Project meets the State law requirements for use of monies in the Housing Fund because at least 30% of the Housing Fund monies are being spent on extremely-low income households and no more than 20% of the Housing Funds monies are being used to benefit households earning 60% to 80% AMI. By making the Authority Loans to the Developer, the City and Authority will benefit from 239 units restricted to extremely-low and low income households for a term of 55-years. Therefore, staff requests approval of the actions described herein in order to allow the Developer to meet the deadline to submit an application to the CDLAC/TCAC. If the City Council and Authority Board approve such request and the Developer is awarded the proposed funding sources, staff and legal counsel will finalize the Second Amended and Restated DDLA, including the exhibits thereto, which were provided in substantial form at this meeting, and any other documents deemed necessary or proper for the conveyance of the Property and the financing and construction of the Project. Legal Review: This report and resolutions have been reviewed by the Special Legal Counsel. Strategic Plan: One of the priorities of the City's Envision Palm Desert Strategic Plan, as part of Land, Use, Housing and Open Space, is to facilitate development of high-quality housing for people of all income levels. This request meets that objective by diversifying the City's housing stock for lower income households. FINANCIAL IMPACT: An appropriation from the Authority's Housing Asset Fund will be necessary in an amount not to exceed $6,755,000, or $28,800 per unit. Funds are available from the Authority's Housing Asset Fund unobligated fund balance. The above- identified funding will only be provided upon the Developer's satisfaction of the Second Amended and Restated DDLA terms and conditions contained therein, including, but not limited to, providing proof, satisfactory to the Authority, that the Developer has financing commitments from all other sources of financing necessary to fund the Project as permit ready. The financial impact to the City is that the Second Amended and Restated DDLA provides the City with upfront cash payments for the Site as each parcel is conveyed. As such, the City will convey the Site to the Developer and receive $3,425,000. Staff recommend designating the proceeds of the sale of the Property for future affordable housing purposes. Page 255 of 855 City of Palm Desert and Housing Authority Second Amended and Restated DDLA - Palm Communities Page 6 of 6 ATTACHMENTS: 1. City Resolution - Palm Communities Second Amended and Restated DDLA 2. Authority Resolution - Palm Communities Second Amended and Restated DDLA 3. Second Amended and Restated DDLA – Palm Communities 4. Second Amended and Restated DDLA – Exhibits - Palm Communities 5. KMA Memorandum, (Palm Villas - Updated Financial Gap Analysis, dated 3/27/2024) Page 256 of 855 RESOLUTION NO. ____ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE CITY, AS SELLER, THE PALM DESERT HOUSING AUTHORITY, AS LENDER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/BORROWER/DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, AND TAKING RELATED ACTIONS RECITALS: A. The City of Palm Desert (“City”) owns that approximately ten and one-half (10.49) acre site located in the City of Palm Desert, identified as APN 694-120-028 and a portion of APN 694-120-029, as more particularly described in Exhibit A to the form of the Amended and Restated Disposition, Development and Loan Agreement, dated as of April 11, 2024 (“Second Amended and Restated DDLA”) by and among the City, the Palm Desert Housing Authority (“Authority”) and Palm Communities (“Developer”) attached hereto as Exhibit “A” (“Property”). B. The City, Authority and Developer previously entered into a Disposition, Development and Loan Agreement, dated November 23, 2022, and the Amended and Restated Disposition and Development Agreement, dated June 22, 2023 (the “First Amended and Restated DDLA”), to provide for the conveyance of the Property to the Developer and the construction by the Developer of 239 affordable housing units, which shall be made available to and occupied by low and extremely low income households, and two on-site manager units (“Project”). C. The City Council previously declared the Property exempt surplus land pursuant to Government Code Section 54221(f)(1)(A) on the basis that the Project meets the affordability and design requirements of Government Code Section 37364, and the California Department of Housing and Community Development confirmed such exemption in writing. D. The Developer has applied for and received a density bonus (including reduced parking and increased density) for the Project pursuant to City Resolution No. 2022- 24. E. The City Council has determined in City Resolution No. 2022-24 that the Project does not require additional review under the California Environmental Quality Act. F. The City Council, Authority Board and Developer desire to enter into the Second Amended and Restated DDLA to replace the First Amended and Restated DDLA and provide, subject to the terms and conditions of the Second Amended and Restated DDLA, for: (i) the City to process a Parcel Map to divide the Property into the Phase I Parcel (consisting of approximately 6.02 acres) and Phase II Parcel (consisting of Page 257 of 855 RESOLUTION NO. -2- 12812-0001\2942047v1.doc approximately 4.47 acres) and to convey the Property to the Developer in two phases; (ii) the Developer to construct 121 units on the Phase I Parcel and 120 units on the Phase II Parcel; (iii) the Authority to make a purchase money/ acquisition loan to the Developer in the amount of $1,965,539 to purchase the Phase I Parcel and a purchase money/ acquisition loan to the Developer in the amount of $4,789,461 to purchase the Phase II Parcel; (iv) concurrently with the conveyance of the Phase I Parcel to the Developer, the City and Developer to grant to each other reciprocal easements over the Phase I and Phase II Parcel for ingress and egress; and (v) concurrently with the conveyance of the Phase I Parcel to the Developer, the City to grant an easement over Parcel 9, an adjacent City-owned parcel, to allow ingress and egress to the Phase I Parcel through the Phase II Parcel, and an access easement over Parcel 9 to allow the Developer to clear any accumulated sand against the Phase I and Phase II boundary wall. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS: SECTION 1. The above recitals are true and correct and are a substantive part of this Resolution. SECTION 2. In accordance with Government Code Section 37364, the City Council previously found that the Property can be used to provide housing affordable to persons and families of low or moderate income and that this use is in the City’s best interests. The City Council hereby confirms such finding and finds that the use of moneys in the Authority’s Low and Moderate Income Housing Fund in accordance with the Second Amended and Restated DDLA is of benefit to the project areas of the former Palm Desert Redevelopment Agency. SECTION 3. In accordance with Government Code Section 54221(f)(1)(A), the City Council previously declared the Property exempt surplus land on the basis that the Project meets the affordability and design requirements of Government Code Section 37364. The City Council hereby confirms such finding. Section 4. [CEQA] SECTION 5. The Second Amended and Restated DDLA, in the form attached hereto as Exhibit “A”, is hereby approved. The City Manager of the City is hereby authorized to execute and deliver the Second Amended and Restated DDLA, for and in the name of the City, in substantially such form, with changes thereto as the City Manager may deem appropriate or necessary and consistent with the purposes of this Resolution (such approval to be conclusively evidenced by the execution and delivery thereof). SECTION 6. The members of the City Council and the officers and staff of the City are hereby authorized, jointly and severally, to take any other such actions as they deem necessary or proper to effectuate the purposes of this Resolution and the Second Amended and Restated DDLA including the exhibits thereto. Such actions include negotiating and preparing agreements and documents, and any such actions previously Page 258 of 855 RESOLUTION NO. -3- 12812-0001\2942047v1.doc taken are hereby ratified and confirmed. The City Manager of the City is authorized to execute, deliver and record, on behalf of the City, all documents contemplated by the Second Amended and Restated DDLA. SECTION 6. The City Clerk shall certify to the adoption of this Resolution and the same shall take effect and be in force. PASSED, APPROVED, AND ADOPTED this ____ day of April, 2024. AYES: NOES: ABSENT: ABSTAIN: KARINA QUINTANILLA MAYOR ATTEST: ANTHONY J. MEJIA, CITY CLERK Page 259 of 855 EXHIBIT “A” Form of Second Amended and Restated DDLA (Attached.) Page 260 of 855 RESOLUTION NO. HA-________ A RESOLUTION OF THE PALM DESERT HOUSING AUTHORITY APPROVING A SECOND “AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT” REGARDING “PALM VILLAS AT MILLENIUM” AMONG THE AUTHORITY, AS LENDER, THE CITY OF PALM DESERT, AS SELLER, AND PALM COMMUNITIES, A CALIFORNIA LIMITED COMPANY, AS PURCHASER/BORROWER/DEVELOPER, IN CONNECTION WITH APPROXIMATELY 10.49 ACRES OF PROPERTY OWNED BY THE CITY, APPROPRIATING FUNDS IN CONNECTION THEREWITH, AND TAKING RELATED ACTIONS RECITALS: A. Pursuant to AB X1 26 (enacted in June 2011) and the California Supreme Court’s decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the former Palm Desert Redevelopment Agency (“Former Agency”) was dissolved as of February 1, 2012. B. Pursuant to Health and Safety Code Section 34176(b), the City Council of the City of Palm Desert (“City”) adopted Resolution No. 2012-07, electing for the City to not retain the responsibility for performing housing functions previously performed by the Former Agency, and determining that all of the assets, as allowed by law, and all rights, powers, liabilities, duties, and obligations associated with the housing activities of the Former Agency be transferred to the Palm Desert Housing Authority (“Authority”). C. The City owns that approximately ten and one-half (10.49) acre site located in the City, identified as APN 694-120-028 and a portion of APN 694-120-029, as more particularly described in Exhibit A to the form of the Amended and Restated Disposition, Development and Loan Agreement, dated as of April 11, 2024 (“Second Amended and Restated DDLA”) by and among the City, the Authority and Palm Communities (“Developer”) attached hereto as Exhibit “A” (“Property”). D. The City, Authority and Developer previously entered into a Disposition, Development and Loan Agreement, dated November 23, 2022, and the Amended and Restated Disposition and Development Agreement, dated June 22, 2023 (the “First Amended and Restated DDLA”), to provide for the conveyance of the Property to the Developer and the construction by the Developer of 239 affordable housing units, which shall be made available to and occupied by low and extremely low income households, and two on-site manager units (“Project”). E. The City Council, Authority Board and Developer desire to enter into the Second Amended and Restated DDLA to replace the First Amended and Restated DDLA and provide, subject to the terms and conditions of the Second Amended and Restated DDLA, for: (i) the City to process a Parcel Map to divide the Property into the Phase I Parcel (consisting of approximately 6.02 acres) and Phase II Parcel (consisting of Page 261 of 855 RESOLUTION NO. _______ -2- 12812-0001\2942056v1.doc approximately 4.47 acres) and to convey the Property to the Developer in two phases; (ii) the Developer to construct 121 units on the Phase I Parcel and 120 units on the Phase II Parcel; (iii) the Authority to make a purchase money/ acquisition loan to the Developer in the amount of $1,965,539 to purchase the Phase I Parcel and a purchase money/ acquisition loan to the Developer in the amount of $4,789,461 to purchase the Phase II Parcel; (iv) concurrently with the conveyance of the Phase I Parcel to the Developer, the City and Developer to grant to each other reciprocal easements over the Phase I and Phase II Parcel for ingress and egress; and (v) concurrently with the conveyance of the Phase I Parcel to the Developer, the City to grant an easement over Parcel 9, an adjacent City-owned parcel, to allow ingress and egress to the Phase I Parcel through the Phase II Parcel, and an access easement over Parcel 9 to allow the Developer to clear any accumulated sand against the Phase I and Phase II boundary wall. NOW, THEREFORE, THE PALM DESERT HOUSING AUTHORITY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct and are a substantive part of this Resolution. Section 2. The Second Amended and Restated DDLA, in the form attached hereto as Exhibit “A”, is hereby approved. The Executive Director of the Authority is hereby authorized to execute and deliver the Second Amended and Restated DDLA, for and in the name of the Authority, in substantially such form, with such changes thereto as the Executive Director may deem appropriate or necessary and consistent with the purposes of this Resolution (such approval to be conclusively evidenced by the execution and delivery thereof). Section 3. The Developer is hereby authorized to submit an application, including the Second Amended and Restated DDLA, to the California Tax Credit Allocation Committee for tax credits as contemplated by the Second Amended and Restated DDLA. Section 4. The Director of Finance is hereby authorized to appropriate $6,755,000 from the Unobligated Housing Asset Fund Balance to the appropriate budget line item(s). The Board hereby finds that the use of the Housing Fund moneys in accordance with the Second Amended and Restated DDLA is of benefit to the project areas of the Former Agency. Section 5. The Second Amended and Restated DDLA does not bind the Authority to make the Authority loans unless the applicable tax credits and other debt and equity necessary to complete the Project shall have been awarded/committed, and all other conditions described in the Second Amended and Restated DDLA to the closing shall have been satisfied. Section 6. The members of this Board and the officers and staff of the Authority are hereby authorized, jointly and severally, to take any other such actions as they deem necessary or proper to effectuate the purposes of this Resolution and the Second Amended and Restated DDLA, including the exhibits thereto. Such actions include Page 262 of 855 RESOLUTION NO. _______ -3- 12812-0001\2942056v1.doc negotiating and preparing agreements and documents, and any such actions previously taken are hereby ratified and confirmed. The Executive Director of the Authority is authorized to execute, deliver and record, on behalf of the Authority, all documents contemplated by the Second Amended and Restated DDLA. Section 7. The Secretary shall certify to the adoption of this Resolution and the same shall take effect and be in force. PASSED, APPROVED and ADOPTED ON THIS __ day of April 2024, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: KARINA QUINTANILLA, CHAIRMAN ATTEST: ANTHONY J. MEJIA, SECRETARY PALM DESERT HOUSING AUTHORITY Page 263 of 855 EXHIBIT “A” FORM OF SECOND AMENDED AND RESTATED DDLA (Attached.) Page 264 of 855 -1- P6401-0001\2941992v2.doc AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT AMONG CITY OF PALM DESERT PALM DESERT HOUSING AUTHORITY AND PALM COMMUNITIES (PALM VILLAS AT MILLENNIUM) Page 265 of 855 TABLE OF CONTENTS PAGE -2- P6401-0001\2941992v2.doc Section 1.1 Definitions ................................................................................................................... 3 Section 1.2 Exhibits ........................................................................................................................ 8 ARTICLE 2. PREDISPOSITION CONDITIONS FOR CONVEYANCE OF EACH PHASE 9 Section 2.1 City Right to Terminate for Failure to Timely Obtain Tax Credits .......................................................................................................................... 9 Section 2.2 City Approvals ........................................................................................................... 9 Section 2.3 Parcel Map .................................................................................................................. 9 Section 2.4 Financing ..................................................................................................................... 9 Section 2.5 Permits.......................................................................................................................... 9 Section 2.6 Tax Credits .................................................................................................................. 9 Section 2.7 Loan Closings ............................................................................................................ 9 Section 2.8 Construction Plans .................................................................................................. 10 Section 2.9 Construction Contract ............................................................................................ 10 Section 2.10 Cost Estimate............................................................................................................ 10 Section 2.11 Construction Bonds ................................................................................................ 10 Section 2.12 Developer Organizational Documents .............................................................. 11 Section 2.13 Authority Loan ......................................................................................................... 11 Section 2.14 Tax Credit Equity .................................................................................................... 11 Section 2.15 City Easements ........................................................................................................ 11 Section 2.16 Phase II Conveyance .............................................................................................. 11 Section 2.17 HCD Confirmation of Exemption ...................................................................... 11 Section 2.18 AHAP ......................................................................................................................... 11 Section 2.19 Title Report ............................................................................................................... 11 Page 266 of 855 TABLE OF CONTENTS PAGE -3- P6401-0001\2941992v2.doc ARTICLE 3. DISPOSITION OF PROPERTY ...................................................................................... 11 Section 3.1 Conveyance of Phase I Parcel and Phase II Parcel ....................................... 11 Section 3.2 Purchase Prices ........................................................................................................ 11 Section 3.3 Deposit ....................................................................................................................... 11 Section 3.4 Opening Escrow ...................................................................................................... 12 Section 3.5 Close of Escrow ....................................................................................................... 13 Section 3.6 Costs of Escrow and Closing ............................................................................... 14 Section 3.7 Condition of Title .................................................................................................... 14 Section 3.8 Condition of Property ............................................................................................ 14 ARTICLE 4. CONSTRUCTION OF DEVELOPMENT .................................................................... 17 Section 4.1 Construction and Operation Consistent with Agreements .......................... 17 Section 4.2 Commencement of Development ....................................................................... 17 Section 4.3 Completion of the Development ......................................................................... 17 Section 4.4 Equal Opportunity................................................................................................... 17 Section 4.5 Construction Under Laws ..................................................................................... 17 Section 4.6 Progress Reports ...................................................................................................... 18 Section 4.7 Construction Responsibilities .............................................................................. 18 Section 4.8 Mechanics Liens, Stop Notices, and Notices of Completion ..................... 18 Section 4.9 Inspections ................................................................................................................ 19 Section 4.10 Records ...................................................................................................................... 19 Section 4.11 Certificate of Completion ..................................................................................... 19 ARTICLE 5. AUTHORITY LOAN PROVISIONS ............................................................................. 19 Section 5.1 Authority Loans ....................................................................................................... 19 Section 5.2 Use of Authority Loan ........................................................................................... 20 Page 267 of 855 TABLE OF CONTENTS PAGE -4- P6401-0001\2941992v2.doc Section 5.3 Delivery of Promissory Notes ............................................................................. 20 Section 5.4 Term of the Authority Loan ................................................................................. 20 Section 5.5 Interest ........................................................................................................................ 20 Section 5.6 Disbursement of Authority Loans ...................................................................... 20 Section 5.7 Repayment Schedule .............................................................................................. 21 Section 5.8 Reports and Accounting of Residual Receipts ............................................... 21 Section 5.9 Non-Recourse ........................................................................................................... 22 ARTICLE 6. ONGOING DEVELOPER OBLIGATIONS ................................................................ 22 Section 6.1 Applicability ............................................................................................................. 22 Section 6.2 Use of Development ............................................................................................... 22 Section 6.3 Maintenance.............................................................................................................. 23 Section 6.4 Taxes and Assessments ......................................................................................... 23 Section 6.5 Mandatory Language in All Subsequent Deeds, Leases and Contracts .................................................................................................................... 23 Section 6.6 Management Agent ................................................................................................ 25 Section 6.7 Insurance Requirements ........................................................................................ 26 Section 6.8 Audits ......................................................................................................................... 29 ARTICLE 7. ASSIGNMENTS AND TRANSFERS ........................................................................... 29 Section 7.1 Definitions ................................................................................................................. 29 Section 7.2 Purpose of Restrictions on Transfer .................................................................. 29 Section 7.3 Prohibited Transfers ............................................................................................... 30 Section 7.4 Permitted Transfers ................................................................................................ 30 Section 7.5 Other Transfers with City Consent .................................................................... 31 Section 7.6 Termination of Limitations on Transfers ......................................................... 31 ARTICLE 8. DEFAULT AND REMEDIES .......................................................................................... 31 Page 268 of 855 TABLE OF CONTENTS PAGE -5- P6401-0001\2941992v2.doc Section 8.1 General Applicability ............................................................................................. 31 Section 8.2 Fault of City .............................................................................................................. 31 Section 8.3 Fault of Authority ................................................................................................... 31 Section 8.4 Fault of Developer .................................................................................................. 31 Section 8.5 Notice and Cure Period Regarding City/Authority Defaults ...................... 33 Section 8.6 Remedies ................................................................................................................... 33 Section 8.7 Rights of Mortgagees ............................................................................................. 34 Section 8.8 Remedies Cumulative ............................................................................................ 34 ARTICLE 9. SECURITY FINANCING AND RIGHTS OF HOLDERS ..................................... 34 Section 9.1 No Encumbrances Except for Development Purposes ................................. 34 Section 9.2 Holder Not Obligated to Construct .................................................................... 34 Section 9.3 Notice of Default and Right to Cure .................................................................. 34 Section 9.4 Failure of Holder to Complete Development .................................................. 35 Section 9.5 Right of Cure ............................................................................................................ 35 Section 9.6 Right of City to Satisfy Other Liens .................................................................. 35 Section 9.7 Holder to be Notified ............................................................................................. 36 Section 9.8 Estoppel Certificates .............................................................................................. 36 ARTICLE 10 GENERAL PROVISIONS ................................................................................................. 36 Section 10.1 Notices, Demands and Communications ......................................................... 36 Section 10.2 Non-Liability of Officials, Employees and Agents ....................................... 36 Section 10.3 Forced Delay ............................................................................................................ 37 Section 10.4 Inspection of Books and Records ....................................................................... 37 Section 10.5 Title of Parts and Sections .................................................................................... 37 Section 10.6 No Third-Party Beneficiaries ............................................................................... 37 Page 269 of 855 TABLE OF CONTENTS PAGE -6- P6401-0001\2941992v2.doc Section 10.7 Applicable Law ........................................................................................................ 37 Section 10.8 No Brokers ................................................................................................................ 37 Section 10.9 Legal Actions ........................................................................................................... 37 Section 10.10 Severability ............................................................................................................... 38 Section 10.11 Binding Upon Successors ..................................................................................... 38 Section 10.12 Parties Not Co-Venturers ...................................................................................... 38 Section 10.13 Discretion Retained by City ................................................................................. 38 Section 10.14 Time of the Essence ............................................................................................... 38 Section 10.15 Representation and Warranties of Developer ................................................. 38 Section 10.16 Entire Understanding of the Parties ................................................................... 39 Section 10.17 Amendments ............................................................................................................. 39 Section 10.18 Approvals .................................................................................................................. 39 Section 10.19 Counterparts ............................................................................................................. 39 Page 270 of 855 AMENDED AND RESTATED DISPOSITION, DEVELOPMENT, AND LOAN AGREEMENT (Palm Villas at Millennium) This AMENDED AND RESTATED DISPOSITION, DEVELOPMENT AND LOAN AGREEMENT (the “Agreement”) is dated as of April 11, 2024, and is entered into by and among the CITY OF PALM DESERT, a municipal corporation (the “City”), the PALM DESERT HOUSING AUTHORITY, a public body corporate and politic (the “Authority”) and PALM COMMUNITIES, a California corporation (the “Developer”), each individually a “Party” and collectively the “Parties,” with reference to the following facts, understandings and intentions of the Parties: RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this Agreement. B. The City owns that approximately ten and one-half (10.49) acre site located in the City of Palm Desert as more particularly described in Exhibit A (the “Property”). The City intends to process a Parcel Map to divide the Property into the Phase I Parcel (consisting of approximately 6.02 acres) and Parcel II Parcel (consisting of approximately 4.47 acres); the Phase I Parcel and Phase II Parcel are described on Exhibits A-1 and A-2. C. The Property has been declared exempt surplus land by the City Council of the City under Government Code Section 54221(f)(1)(A) and has concluded based on the Developer’s site plan and proposed affordability that proposed Development meets the affordability and design requirements of Government Code Section 37364. The California Department of Housing and Community Development has confirmed such exemption in writing. D. The City, the Authority and the Developer previously entered into that certain Disposition, Development and Loan Agreement dated November 23, 2022, as amended by that certain Amended and Restated Disposition, Development and Loan Agreement dated June 22, 2023 (the “Existing DDLA”); this Agreement replaces the Existing DDLA. E. The Developer intends to construct in two phases at least two hundred forty-one (241) units of housing, two hundred thirty-nine (239) of which shall be made available to and occupied by low-income households, very low-income households, and extremely low-income households, and two (2) of which shall be on-site manager’s units. F. The Developer intends to construct one hundred twenty-one (121) units on the Phase I Parcel, with one hundred twenty (120) of the units restricted to Extremely-Low Households, Very-Low Income Households and Low Income Households, at affordable rents, and the other unit used as an on-site manager’s unit. The Phase I Development will be composed of one, two and three bedroom units. G. The Developer intends to construct one hundred twenty (120) units on the Phase II Parcel, with one hundred nineteen (119) of the units restricted to Extremely-Low Households, Page 271 of 855 -8- P6401-0001\2941992v2.doc Very-Low Income Households and Low Income Households, at affordable rents, and the other unit used as an on-site manager’s unit. The Phase II Development will also be composed of one, two and three bedroom units. H. To effectuate this purpose, the City will convey the Property to the Developer in two phases, subject to the terms and conditions of this Agreement. I. To assist the Developer in acquiring the Phase I Parcel from the City, the Authority intends to make a purchase money/acquisition loan to the Developer in the amount of $1,965,539.00, subject to the terms and conditions of this Agreement. To assist the Developer in acquiring the Phase II Parcel from the City and developing/construction the Phase II Development, the Authority intends to make a purchase money and construction loan to the Developer in the amount of $4,789,461, subject to the terms and conditions of this Agreement. J. The Authority shall disburse the construction loan portion of the Phase II loan by Authority itself, but upon request of Developer, will consider entering into an agreement with the Developer’s construction lender for the Phase II Development providing that the construction lender will disburse the remaining proceeds of the Authority’s loan following the Close of Escrow to the construction lender for the payment of construction costs of the Phase II Development. The agreement will provide that the Authority Loan funds will be disbursed pari-passu with the construction lender’s loan. The construction lender shall not have a security interest in such Authority funds. K. Concurrently with the conveyance of the Phase I Parcel to the Developer, the Developer and City intend to grant to each other reciprocal easements over the Phase I and Phase II Parcel for ingress and egress. The Developer also intends to grant the Phase II Parcel owner reasonable rights to use the Phase I Development’s common area facilities upon the completion of the Phase II Development (the “Phase I and Phase II Access Easement”). The Parties intend that the Phase I and Phase II Access Easement will include a provision that the Phase I and Phase II Access Easement may be amended by the Parties if the City intends to convey the Phase II Parcel to a party that is not affiliated with the Developer. L. Concurrently with the conveyance of the Phase I Parcel to the Developer, the City intends to grant (i) an easement over the Parcel 9, an adjacent City-owned parcel, to allow ingress and egress to the Phase I Parcel through the Phase II Parcel (the “Parcel 9 Easement”); and (ii) an access easement over Parcel 9 to allow the Developer and the Phase II Parcel owner to clear any accumulated sand against the Phase I and the Phase II boundary wall (the “Maintenance Easement”). M. The City has determined that the Developer has the necessary expertise, skill and ability to carry out the commitments set forth in this Agreement and that this Agreement is in the best interests of, and will materially contribute to the implementation of, the City’s affordable housing goals through the development of the Property. N. Developer has applied for and received a density bonus (including reduced parking and increased density) for both the Phase I Development and the Phase II Development. Page 272 of 855 -9- P6401-0001\2941992v2.doc In consideration of the foregoing, and the mutual terms and conditions herein, the Parties agree as follows: AGREEMENT The foregoing recitals are hereby incorporated by reference and made part of this Agreement. ARTICLE 1 DEFINITIONS AND EXHIBITS Section 1.1 Definitions. In addition to the terms defined elsewhere in this Agreement, the following definitions apply throughout this Agreement. “Affordable Units” means the Two Hundred Thirty-Nine (239) Units restricted by the Housing Agreements to be developed on the Property to be occupied by Extremely-Low, Very-Low and Low-Income Households and to be available at affordable rent as defined in accordance with Health & Safety Code Section 50053. “Annual Financial Statement” means for any calendar year: (i) the financial statement of operating expenses and revenues for a Phase, prepared at the Developer’s expense, by an independent certified accountant reasonably acceptable to the Authority, and showing the Residual Receipts for the applicable calendar year; (ii) sufficient back-up data to support the revenues and expenses claimed on the statement; and (iii) such additional information reasonably requested by the Authority, all of which shall form the basis for determining Residual Receipts. “Approved Financing” means the loans, equity, and other financing obtained by the Developer for the purpose of financing the costs of the Development that are approved by the City and consistent with the Financing Proposal. “Approved Plans” means all designs for the Development approved by the City in conjunction with the City Approvals prior to or concurrent with the Effective Date. “Authority” is defined in the introductory paragraph of this Agreement. “Authority Loans” or “Authority Loan”, as applicable, mean loans by the Palm Desert Housing Authority to the Developer in the amount of: (i) $1,965,539 to pay the purchase price for the Phase I Parcel and (ii) $4,789,461 to pay the purchase price for the Phase II Parcel and construction costs for the Phase II Development. “Building Permit” means the building permit and all other ministerial construction permits required from the City to construct the Development. “Certificate of Completion” is defined in Section 4.11. “Certificate of Occupancy” means a final certificate of occupancy issued by the City for the Development, or equivalent final inspection. Page 273 of 855 -10- P6401-0001\2941992v2.doc “City” is defined in the introductory paragraph of this Agreement. “City/Authority Documents” means, collectively, this Agreement, the Promissory Notes, the Deed of Trusts, the Housing Agreements, the Notice of Restrictions for each phase of the Development and any other documents executed by the City and/or the Authority and Developer. “City Approvals” means the permits and entitlements issued by the City to allow for the commencement of construction for the respective Phase. “City Event of Default” is defined in Section 8.3. “Close of Escrow” means the date on which a fee interest in each of the Phase I Parcel and the Phase II Parcel is conveyed to the Developer, as appropriate. “Construction Plans” means the final construction plans for the construction of the Development as approved by the City in accordance with Section 2.5. “Control” means the power to direct the day-to-day management responsibilities for the activities of Developer, and, with respect to a limited liability company, means the: (1) managing member or members; or (2) the right to exercise, directly or indirectly, more than fifty percent (50%) of the voting rights attributable to the limited liability company. “Declaration of Default” is defined in Section 8.5. “Deeds of Trust” shall mean the deeds of trust, assignment of rents, and security agreement placed on the Developer’s interest in the Phase I Parcel and Phase II Parcel, as security for the Authority Loans by the Developer as trustor with the Authority as beneficiary, as well as any amendments to, modifications of, and restatements of said deed of trusts, in the forms attached hereto as Exhibit F. “Defaulting Party” is defined in Section 8.5. “Density Bonus Agreement” shall mean the Density Bonus Agreement for each Phase in the form attached hereto as Exhibits D-1 and D-2 “Deposit” is defined in Section 3.3. “Developer” has the meaning in the introductory paragraph of this Agreement. “Developer Event of Default” is defined in Section 8.4. “Development” means the development of two hundred forty-one (241) apartment units to be developed on the Property. “Effective Date” shall mean the later of: (i) the date the Developer has executed this Agreement; (ii) the date the Authority has executed this Agreement and (iii) the date the City has executed this Agreement. Page 274 of 855 -11- P6401-0001\2941992v2.doc “Escrow” means the escrow opened with the Title Company to accomplish the transfer of Phase I and Phase II, respectively, from the City to the Developer. “Extremely Low Income” means a household with an income that does not exceed the qualifying limits for extremely low-income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50106 of the California Health and Safety Code, or successor provision. “Financing Proposal” means the Developer’s initial proposal for financing the acquisition of the Property and the construction of the Development, including an estimate of the sources and uses of funds, which is attached hereto as Exhibit K. “Grading Permit” means the permit to commence grading on the Phase I Parcel and the permit for the Phase II Parcel. “Hazardous Materials” means any substance, material, or waste which is: (1) defined as a “hazardous waste”, “hazardous material,” “hazardous substance,” “extremely hazardous waste,” “restricted hazardous waste,” “pollutant” or any other terms comparable to the foregoing terms under any provision of California law or federal law; (2) petroleum; (3) asbestos; (4) polychlorinated biphenyls; (5) radioactive materials; (6) MTBE; or (7) determined by California, federal or local government authority to be capable of posing a risk of injury to health, safety or property. Without limiting the foregoing, Hazardous Materials means and includes any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, a hazardous, toxic or radioactive substance, or other similar term, by any Hazardous Materials Laws including any federal, state or local environmental statute, regulation or ordinance presently in effect that may be promulgated in the future, as such statutes, regulations and ordinances may be amended from time to time. The term “Hazardous Materials” does not include: (1) construction materials, gardening materials, household products, office supply products or janitorial supply products customarily used in the construction or maintenance, of residential developments, or typically used in office or residential activities; or (2) certain substances which may contain chemicals listed by the State of California under California Health and Safety Code Sections 25249.8 et seq., which substances are commonly used by a significant portion of the population living within the region of the Development, including, but not limited to, alcoholic beverages, aspirin, tobacco products, nutrasweet and saccharine, so long as such materials and substances are stored, used and disposed of in compliance with all applicable Hazardous Materials Laws. “Hazardous Materials Laws” means all federal, state, and local laws, ordinances, regulations, orders and directives pertaining to Hazardous Materials in, on or under the Development or any portion thereof. “Housing Agreements” or “Housing Agreement”, as applicable, means the Housing Agreements between the Developer and the Authority in the form of Exhibit H that will be recorded against the Developer’s fee interest in the Phase I Parcel and Phase II Parcel and all improvements thereon, and will restrict the household income levels for occupancy of the Units Page 275 of 855 -12- P6401-0001\2941992v2.doc thereon to Extremely Low, Very-Low and Low Income Households and will restrict the rent to affordable rent. “Low Income Household” means a household with an income that does not exceed the qualifying limits for lower income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50079.5 of the California Health and Safety Code, or successor provision. “Maintenance Easement” means an easement over Parcel 9 prepared by the Developer and approved by the City granting the Developer and the Phase II Parcel owner the right of access to clear sand from the outside of the Phase I Wall and the Phase II Wall abutting the Maintenance Easement area, substantially in the form of Exhibit B-3. “Notices of Restrictions” or “Notice of Restrictions”, as applicable, shall mean the Notices of Affordability Restrictions in the form attached hereto as Exhibit G, which are to be recorded against the Phase I Parcel and the Phase II Parcel upon the closing of the sales thereof. “Notice of Default” is defined in Section 8.5. “Official Records” means the official land records of Riverside County. “Parcel” means either the Phase I Parcel or the Phase II Parcel, as the context requires. “Parcel Map” means the Parcel Map prepared by the Developer and approved by the City subdividing the Property into the two Phases and recorded in the Official Records of the County of Riverside with any recording costs paid by the Developer. “Parcel 9” means the City-owned parcel abutting the Phase I Parcel and the Phase II Parcel described in Exhibit A-3. “Parcel 9 Easement” means the easement for ingress and egress of over a portion of Parcel 9 prepared by the Developer and approved by the City benefiting Parcel I and granting the right to the Developer to improve the easement with street improvements, substantially in the form of Exhibit B-2. “Parties” means collectively the City, the Authority and the Developer and the term Party refers to each of them individually. “Phase” shall mean the Phase I Development or the Phase II Development, as the context requires. “Phase I Development” means the development of at least one hundred twenty-one (121) units of housing, required offsite infrastructure improvements and parking constructed on the Phase I Parcel, all as more fully set forth in the Scope of Development. “Phase II Development” means the development of at least one hundred twenty (120) units of housing, required offsite infrastructure improvements and parking constructed on the Phase II Parcel, all as more fully set forth in the Scope of Development. Page 276 of 855 -13- P6401-0001\2941992v2.doc “Parcel I and Parcel II Access Easement” means the reciprocal easement prepared by the Developer and approved by the City for ingress and egress of over Parcel I and Parcel II and granting the Phase II Parcel owner the right of reasonable access to the Phase I Development common facilities, substantially in the form of Exhibit B-1. “Phase I Parcel” means the property generally described in Exhibit A-1. “Phase II Parcel” means the property generally described in Exhibit A-2. “Promissory Notes” or “Promissory Note”, as applicable, shall mean the promissory notes that will evidence the Developer’s obligation to repay the applicable Authority Loan for a Phase as set forth in this Agreement, and shall be in the form of Exhibit E. Each Phase of the Development will have its own Promissory Note and shall not be cross-collateralized. “Property” means the property generally described in the legal description attached as Exhibit A, consisting of the Phase I Parcel and the Phase II Parcel. “Residual Receipts” in a particular calendar year for a Phase shall mean the cash (without regard to the source) derived from the operation of such Phase of the Development minus the following for that Phase, determined on a cash basis: (i) all real estate and personal property taxes and assessments, insurance premiums and reasonable costs of maintenance, operation and management incurred by the Developer in connection with the operation and maintenance, (ii) property management fees not to exceed four and one-half percent (4.5%) of the gross revenue of the Phase, (iii) the costs of servicing the senior construction loan/financing (and any approved refinancing thereof) and other sources of permitted financing; (iv) amounts necessary to maintain a guaranty or other form of security or bond for an operation reserve account, (v) amounts deposited into a replacement initially capitalized reserve account in the minimum sum of Three Hundred Twenty-Five Dollars ($325.00) per unit per annum, (vi) the repayment of any amounts loaned by the Developer for material development costs which costs were not reasonably foreseeable, (vii) deferred developer fees (viii) a limited partner monitoring fee in the annual amount of Five Thousand Dollars ($5,000.00) per year unless fully paid a permanent loan conversion; (ix) a managing general partner fee in the annual amount of Fifteen Thousand Dollars ($15,000.00), increasing three percent (3%) annually; and (xi) an administrative general partner fee in the annual amount of Ten Thousand Dollars ($10,000.00), increasing three percent (3%) annually. In no event shall depreciation/amortization be deducted from cash revenues. Residual Receipts shall be determined by Developer and Authority on a cash basis without regard to any carry-over profit or loss from any prior calendar year, and shall be determined annually, on or before June 1st for the preceding calendar year. Any deferred developer fee, limited partner monitoring fee, managing general partner fee, and administrative general partner fee may not accrue interest. “Schedule of Performance” means the schedule attached as Exhibit C setting forth the schedule for the Developer’s acquisition and development of the Phase I Parcel and the acquisition and development of the Phase II Parcel and the construction of the Phase I Development and the Phase II Development and other deadlines. Page 277 of 855 -14- P6401-0001\2941992v2.doc “Scope of Development” shall mean the description of the Development, including a basic site plan, which will serve as a basis for the Developer’s application for the City Approvals. The Scope of Development is attached to this Agreement as Exhibit I. “Security Financing Interest” means a mortgage, deed of trust, or other reasonable method of security encumbering the Developer’s fee interest in the Phase I Parcel and the Phase II Parcel that: (i) meets the requirements of this Agreement; and (ii) secures any construction or permanent loan shown on the Financing Proposal, or any refinancing approved by the Authority. “TCAC” means the California Tax Credit Allocation Committee. “TCAC Regulatory Agreement” means the regulatory agreement entered into between the Developer and TCAC regulating the affordability of each Phase to be recorded as an encumbrance on the Property. “Title Company” means First American Title Company, or such other title company as the Parties may mutually select. “Title Report” is defined in Section 2.19. “Transfer” has the meaning set forth in Section 7.1. “Unit” means one of the residential units to be constructed on the Property. “Very Low Income Household” means a household with an income that does not exceed the qualifying limits for very low income households, adjusted for actual household size, for Riverside County, as published and periodically updated by HCD under Section 50105 of the California Health and Safety Code, or successor provision. Exhibits. The following exhibits are attached to and incorporated in this Agreement: Exhibit A: Legal Description of the Property Exhibit A-1: Legal Description of Phase I Parcel Exhibit A-2: Legal Description of Phase II Parcel Exhibit A-3: Depiction of Parcel 9 Exhibit B-1: Phase I and Phase II Access Easement Exhibit B-2: Parcel 9 Easement Exhibit B-3: Maintenance Easement Exhibit C: Form of Grant Deed Exhibit D-1: Form of Phase I Density Bonus Agreement Exhibit D-2: Form of Phase II Density Bonus Agreement Exhibit E: Form of Promissory Note Exhibit F: Form of Deed of Trust Exhibit G-1: Form of Phase I Notice of Affordability Restrictions Exhibit G-2: Form of Phase II Notice of Affordability Restrictions Exhibit H-1: Form of Phase I Housing Agreement Exhibit H-2: Form of Phase II Housing Agreement Exhibit I: Scope of Development (Phase I and Phase II) Page 278 of 855 -15- P6401-0001\2941992v2.doc Exhibit J: Schedule(s) of Performance (Phase I and Phase II) Exhibit K-1: Financing Plan – Phase I Exhibit K-2: Financing Plan – Phase II ARTICLE 2 CONDITIONS FOR CONVEYANCE OF EACH PHASE Section 2.1 City Right to Terminate for Failure to Timely Obtain Tax Credits; Other City Conditions Precedent to Conveyance. The City Manager may terminate this Agreement on behalf of the City in his or her sole and absolute discretion if Developer fails to obtain by December 31, 2024 an award of tax credits that is materially consistent with the Financing Proposal. The requirements set forth in this Article 2 are conditions precedent to the City’s obligation to convey a Phase to the Developer. The City has no obligation to convey a Phase to the Developer unless the conditions precedent set forth in this Article 2 have been satisfied in the manner set forth below and within the timeframe set forth in the Schedule of Performance. The closing of the conveyance of the Phase I Parcel must occur on or before March 1, 2025 (or either party who is not in default may terminate this Agreement by written notice to the other). The closing of the conveyance of the Phase II Parcel must occur on or before March 1, 2026 (or either party who is not in default may terminate this Agreement by written notice to the other). Section 2.2 City Approvals. Prior to or concurrently with the conveyance of a Phase, the Developer must have obtained the City Approvals for the Phase and the Developer must have paid the required fees to the City and must have provided letters from the applicable bonding company(s) agreeing to issue the required improvement bonds upon the Close of Escrow. Section 2.3 Parcel Map. The Parcel Map subdividing the Property into the Phase I Parcel and the Phase II Parcel must be approved by the City, in its sole and absolute discretion, and the Developer; the Parcel Map must be been recorded prior to the Close of Escrow for the conveyance of Phase I; and the Developer must have paid the costs related to recording the Parcel Map. All applicable subdivision improvement agreements and “CC&Rs” and the like that are conditions of approval of the Parcel Map must be executed and delivered/recorded prior to or concurrently with the applicable Close of Escrow. Section 2.4 Financing. The financing listed in the Financing Proposal shown in Exhibit C for the appropriate Phase must close concurrently with the Close of Escrow for the Phase. Section 2.5 Permits. The City must have issued a “Ready to Issue” letter regarding the Building Permit, and the Developer must have paid the Building Permit fees prior to or concurrently with the applicable Close of Escrow, and must have executed and delivered all agreements and other documents required in connection with the Building Permit (such as a grading agreement). Section 2.6 Tax Credits. The tax credits necessary to help finance the applicable development must have been awarded, and Developer shall have provided evidence thereof to Page 279 of 855 -16- P6401-0001\2941992v2.doc City, together with reasonable evidence that tax credit investors shall have legally committed to provide equity funds sufficient to pay all development costs not being paid with loans/debt. Section 2.7 Loan Closings. All loans necessary to finance costs in the City- approved revised Financing Proposal/Plan shall have closed (or shall close concurrently with the applicable Close of Escrow) such that the lenders are conditionally obligated to disburse their loan funds (so that the applicable development can be completed), and copies of the applicable loan documents (or drafts that are final in all material respects) shall have been provided to City. Section 2.8 Construction Plans. The Developer shall prepare construction plans for the construction of the development of each Phase. The final construction plans for the development of each submitted by the Developer for City approval shall consist of all construction documentation upon which the Developer and its contractors shall rely in building the Phase I Development and the Phase II Development. Such construction plans shall include (without limitation) final architectural drawings, landscaping plans and specifications, final elevations, building plans and specifications (also known as “working drawings”). The construction plans shall be based upon the Approved Plans and shall not materially deviate from them without the written consent of the City. As set forth in Section 10.14, the Developer acknowledges that execution of this Agreement by the City does not constitute approval by the City of any required permits and in no way limits the discretion of the City in the permit approval process. As part of the Developer’s application for a Building Permit, the City shall also have the right to review and approve the proposed construction plans for conformance with the Approved Plans and the other commitments made by the Developer to the City. The Developer acknowledges that the City’s right to review and approve the proposed construction plans as allowed by this paragraph is in addition to, and shall not be limited by, the City’s obligation to review the Developer’s proposed construction plans for consistency with applicable building and construction code requirements. As approved, these construction plans for the applicable component of the Development shall be referred to as the “Construction Plans”. Section 2.9 Construction Contract. Developer shall have delivered to City a copy of an executed Guaranteed Maximum Price or Stipulated Sum construction contract for the applicable Phase, which shows a development cost consistent with the revised Financing Proposal/Plan and equity and debt funds committed to the applicable development. Section 2.10 Cost Estimate. The Developer’s construction lender must have shared its construction cost estimate with the City or, in the alternative, if the construction lender is unwilling to share its cost estimate, the City has obtained an independent cost estimate at the Developer’s cost to confirm the reasonableness of the construction costs. Section 2.11 Construction Bonds. At least seven (7) days prior to Close of Escrow, the Developer shall deliver to the City forms of one (1) labor and material bond and one (1) performance bond for the Development issued by a reputable insurance company licensed to do business in California, and named in the current list of “Surety Companies Acceptable on Federal Bonds” as published in the Federal Register by the Audit Staff Bureau of Accounts, U.S. Page 280 of 855 -17- P6401-0001\2941992v2.doc Treasury Department, and reasonably acceptable to the City, each in a penal sum of not less than one hundred percent (100%) of the scheduled cost of construction of the Phase for the City’s review and approval. The bonds shall name the City as co-obligee. Upon receipt by the City of the proposed payment and performance bonds, the City shall promptly review such bonds and approve them if they satisfy the criteria set forth above and include any other modification reasonably requested by the City. If the payment and performance bonds are not approved by the City, the City shall set forth in writing and notify the Developer of the City’s reasons for withholding such approval. The Developer shall thereafter submit revised payment and performance bonds for City approval, which approval shall be granted or denied in five (5) business days in accordance with the criteria and procedures set forth above. Section 2.12 Developer Organizational Documents. The Developer has provided the Developer organizational documents to the City for its review and the City has approved the documents. Section 2.13 Authority Loans. The Authority must be ready to make the applicable Authority Loan in the amount necessary to acquire the Phase I Parcel or Phase II Parcel, as appropriate, and the Developer shall have delivered the applicable City/Authority Documents, duly executed, to the Authority. Section 2.14 Tax Credit Equity. The City has approved the Developer’s proposed uses of any tax credit equity paid as of the Close of Escrow to the Developer. Section 2.15 City Easements. The Developer and City have agreed upon the final forms of the Phase I and Phase II Access Easement, the Parcel 9 Easement and the Maintenance Easement. Section 2.16 Phase II Conveyance. As a condition to the Close of Escrow for the Phase II Parcel only, the Close of Escrow for the Phase I Parcel shall have occurred, and Developer shall not be in default under this DDLA or under the Authority loan relating to the Phase I Parcel. Section 2.17 AHAP. The Developer and the Housing Authority of the County of Riverside have entered into an Agreement to Enter into a Housing Assistance Payments Contract. Section 2.18 Title Report Approved. The Developer has approved the following preliminary report and the title exceptions therein (the “Title Report”) from the Title Company: Amended Preliminary Report issued on August 22, 2022 under Order Number 997-30064151-A- TC1. City shall not further encumber the Property after the date hereof without the prior written consent of Developer. ARTICLE 3 DISPOSITION OF PROPERTY Section 3.1 Conveyances of Phase I Parcel and Phase II Parcel. Subject to the satisfaction of the conditions to closing set forth above (which apply to each Phase, except as noted in Section 2.15), the City will sell to the Developer, and the Developer will purchase from the City, the Property under the terms, covenants, and conditions of this Agreement. Page 281 of 855 -18- P6401-0001\2941992v2.doc Section 3.2 Purchase Prices. The Purchase Price for the Phase I Parcel shall be One Million Nine Hundred Sixty-Five Thousand Five Hundred Thirty-Nine Dollars ($1,965,539.00). The Purchase Price for the Phase II Parcel shall be One Million Four Hundred Fifty-Nine Thousand Four Hundred Sixty-One Dollars ($1,459,461.00). Section 3.3 Deposits. Within thirty (30) days following the Effective Date, Developer shall deposit $58,966.00 into Escrow as a good faith deposit for the acquisition of the Phase I Parcel (the “Phase I Deposit”). Upon the Close of Escrow for Phase I, the Phase I Deposit shall not be applied to the purchase price for the Phase II Parcel, but shall be returned to Developer, as the Purchase Price is being paid by the loan from the Authority. If this Agreement is terminated prior to the Close of Escrow for the Phase I Parcel for any reason other than a default by the Developer, the Phase I Deposit shall be immediately refunded to the Developer upon the date the Agreement is terminated. Within thirty days after the Close of Escrow for Phase I Parcel, the Developer shall deposit $43,784 into a Phase II Escrow as a good faith deposit for the acquisition of the Phase II Parcel (the “Phase II Deposit”). Upon the Close of Escrow for Phase II, the Phase I Deposit shall not be applied to the purchase price for the Phase II Parcel, but shall be returned to Developer, as the Purchase Price is being paid by the loan from the Authority. If this Agreement is terminated as to Phase II, and the termination is not due to a default by the Developer, the Phase II Deposit shall be immediately refunded to the Developer upon the date the Agreement is terminated. The Phase I Deposit and the Phase II Deposit shall each constitute liquidated damages to the City upon a termination of this Agreement as to the applicable Phase/parcel due to a default by Developer. BUYER ACKNOWLEDGES THAT BY ENTERING INTO THIS AGREEMENT, SELLER MAY REMOVE THE PROPERTY FROM THE ACTIVE REAL ESTATE MARKET AND THUS SUSTAIN MISSED OPPORTUNITIES AND EXTENDED CARRYING COSTS, AS WELL AS OTHER DAMAGES. IN THE EVENT THAT THE ESCROW AND THIS TRANSACTION FAIL TO CLOSE AS A RESULT OF THE DEFAULT OF BUYER IN THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT, BUYER AND SELLER AGREE THAT SELLER WILL SUSTAIN THESE AND OTHER DAMAGES, AND THAT SELLER’S ACTUAL DAMAGES WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO DETERMINE. THE PARTIES THEREFORE AGREE THAT IN THE EVENT THAT ESCROW AND THIS TRANSACTION FAIL TO CLOSE AS A RESULT OF A MATERIAL DEFAULT OF BUYER, AND SELLER IS READY, WILLING AND ABLE TO PERFORM ITS OBLIGATIONS HEREUNDER, SELLER, AS SELLER’S SOLE AND EXCLUSIVE REMEDY, IS ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF THE INITIAL DEPOSIT THERETOFORE MADE. IN THE EVENT ESCROW FAILS TO CLOSE SOLELY AS A RESULT OF BUYER’S DEFAULT AND SELLER IS READY, WILLING AND ABLE TO PERFORM ITS OBLIGATIONS HEREUNDER, THEN (A) THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF BUYER AND SELLER HEREUNDER AND THE ESCROW CREATED HEREBY SHALL TERMINATE, AND (B) ESCROW AGENT SHALL, AND IS HEREBY AUTHORIZED AND INSTRUCTED TO, RETURN PROMPTLY TO BUYER AND SELLER ALL DOCUMENTS AND INSTRUMENTS TO THE PARTIES WHO DEPOSITED THE SAME. THE PAYMENT OF SUCH AMOUNT AS LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369 BUT IS Page 282 of 855 -19- P6401-0001\2941992v2.doc INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. SELLER HEREBY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 3389. SELLER AND BUYER ACKNOWLEDGE THAT THEY HAVE READ AND UNDERSTAND THE PROVISIONS OF THIS SECTION 3.3(b), AND BY THEIR INITIALS IMMEDIATELY BELOW, AGREE TO BE BOUND BY ITS TERMS. SELLERS’ INITIALS: __________________________ BUYER’S INITIALS _________________ Section 3.4 Opening Escrow. To accomplish the transfer of the Phase I Parcel and the Phase II Parcel from the City to the Developer, the Parties will promptly establish an escrow for each transfer with the Title Company after the Effective Date. The Parties will execute and deliver reasonable written instructions to the Title Company to accomplish the terms hereof, which instructions must be consistent with this Agreement. Section 3.5 Close of Escrow. The Close of Escrow shall occur within thirty (30) days after the Developer has met all of the closing conditions as set forth in Article 2 above for a particular Parcel, but in no event shall the Close of Escrow occur later than March 1, 2025 for the Phase I Parcel, and in no event shall the Close of Escrow occur later than March 1, 2026 for the Phase II Parcel. At the applicable Close of Escrow, the City shall convey a fee interest in the applicable Parcel to the Developer by the delivery of a Grant Deed to Escrow in the form set forth in the attached Exhibit C for recording at the Close of Escrow. At the Close of Escrow for Phase I, the Developer shall execute and deliver to Escrow for recording at the Close of Escrow, the Phase I and Phase II Access Easement, the Parcel 9 Easement and the Maintenance Easement. Developer’s obligation to proceed with the acquisition of the Property from the City pursuant to the terms of this Agreement is subject to the fulfillment or waiver by Developer of each and all of the conditions precedent described below (“Developer Conditions Precedent”). The Developer Conditions Precedent are solely for the benefit of the Developer and shall be fulfilled or waived within the time periods provided for herein, and in any event, no later than the date specified in the Schedule of Performance. There exists no condition, event or act which would constitute a breach or default under this Agreement, the City Documents, the Development Approvals, or under any other project financing agreements or contracts related to the Development, or which, upon the giving of notice or the passage of time, or both, would constitute such a breach or default by the City. Subject to payment of the applicable fees, City shall be ready to issue the building permit(s) necessary for the Developer to Commence Construction of the Development. The Title Company shall, upon payment of Title Company’s regularly scheduled premium, be irrevocably committed to issue an owner’s title policy upon recordation of the applicable Grant Deed insuring Developer’s interest in the Property, subject only to the exceptions in Section 3.7 below. Page 283 of 855 -20- P6401-0001\2941992v2.doc The Parcel Map has been approved by the City and the Developer and has been recorded or is ready to be recorded currently with the Close of Escrow in the Official Records of Riverside County. There shall be an absence of any condemnation, environmental or other pending governmental or any type of administrative or legal proceedings with respect to the Property which would materially and adversely affect Developer’s intended uses of the Property or the value of the Property. The City has executed and delivered to Escrow (x) the Phase I and Phase II Access Easement, (y) the Parcel 9 Easement and (z) the Maintenance Easement. The City has executed and delivered to Escrow applicable Housing Agreement and Notice of Affordability Restrictions, duly executed and acknowledged. There shall not have occurred between the Effective Date and the Closing a material adverse change to the physical condition of the Property. There is no existing, pending or threatened litigation, suit, action or proceeding before any court or administrative agency affecting the City or the Developer or the Property that would, if adversely determined, materially adversely affect the Development or the Developer’s or the City’s ability to perform their obligations under this Agreement or the Developers’ ability to develop and operate the Development. Section 3.6 Costs of Escrow and Closing. The Developer must pay all of the City’s and Authority’s legal fees and costs, the cost of title insurance, transfer tax, Title Company document preparation, recordation fees, and the escrow fees of the Title Company, if any, and any additional costs to close the applicable escrow. The costs borne by the Developer are in addition to the Purchase Prices of the Parcels. Section 3.7 Condition of Title. Upon the Close of Escrow for each Phase, the Developer will take title subject to all title exceptions in the Title Report and all other liens, encumbrances, clouds and conditions, rights of occupancy or possession, except, applicable building and zoning laws and regulations; (a) The conditions and easements on the Parcel Map; (b) the Phase I and Phase II Access Easement; (c) the applicable Housing Agreement; (d) the applicable Density Bonus Agreement; (e) the applicable Deed of Trust and Notice of Restrictions; (f) any lien for current taxes and assessments or taxes and assessments accruing subsequent to Close of Escrow; Page 284 of 855 -21- P6401-0001\2941992v2.doc (g) the liens of any Approved Financing (approved by the City); (h) any other matters created by or with the consent of Developer. Section 3.8 Condition of Property; City Information. In fulfillment of the purposes of Health and Safety Code Section 25359.7(a), to the City’s Current Actual Knowledge, no release of Hazardous Materials has come to be located on or beneath the Property except as previously disclosed by the City to the Developer. The Developer has completed all due diligence activities, including but not limited to a physical adequacy determination of the Property, and may not terminate this Agreement as a result of the purported physical unsuitability of the Property. As used in this Agreement, the phrase “to the City’s Current Actual Knowledge” and words of similar import shall mean the actual knowledge of the City Manager (the “City Representative”), on behalf of the City, as of the Effective Date, without any duty of separate inquiry and investigation. The City represents and warrants that the City Representative is that person affiliated with the City most knowledgeable regarding the ownership and operation of the Property. Developer hereby agrees that the foregoing person shall not have or incur any personal liability for the breach of any representation or warranty in this Agreement, and that Developer’s sole remedy for any such breach shall be against the City. Section 3.9 “As is” Conveyance. Prior to the effective date, the Developer was provided the opportunity to investigate the Property and has approved the physical condition of the Property. The Developer specifically acknowledges and agrees that the City is selling each Phase of the Property to the Developer and the Developer is buying each Phase of the Property from the City (and all thereon) on an “as is with all faults” basis and that the Developer is not relying on any representations or warranties of any kind whatsoever, express (except as expressly set forth in this agreement) or implied, from the City as to any matters concerning the Property, including without limitation: (1) the quality, nature, adequacy and physical condition of the Property (including, without limitation, topography, climate, air, water rights, water, gas, electricity, utility services, grading, drainage, sewers, access to public roads and related conditions); (2) the quality, nature, adequacy, and physical condition of soils, geology, and groundwater; (3) the existence, quality, nature, adequacy and physical condition of utilities serving the Property; (4) the development potential of the Property, and the Property’s use, habitability, merchantability, or fitness, suitability, value or adequacy of the Property for any particular purpose; (5) public or private restrictions on the use of the Property; (6) the compliance of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances, covenants, conditions and restrictions of any governmental or quasi-governmental entity or of any other person or entity; (7) the presence or absence of hazardous materials on, under or about the Property or the adjoining or neighboring property; and (8) the condition of title to the Property. The Developer affirms that the Developer has not relied on the skill or judgment of the City or any of its agents, employees or contractors to select or furnish the Property for any particular purpose, and that the City makes no warranty that the Property is fit for any particular purpose. The Developer acknowledges that it shall use its independent judgment and make its own determination as to the scope and breadth of its due diligence investigation which it shall make relative to the Property and shall rely upon its own investigation of the physical, environmental, economic, and legal condition of the Property (including, without limitation, whether the Property is located in any area which is designated as a special flood hazard area, dam failure inundation area, earthquake fault zone, seismic hazard zone, high fire severity area or wildland fire area, by any federal, state Page 285 of 855 -22- P6401-0001\2941992v2.doc or local agency). The Developer undertakes and assumes all risks associated with all matters pertaining to the Property’s location in any area designated as a special flood hazard area, dam failure inundation area, earthquake fault zone, seismic hazard zone, high fire severity area or wildland fire area by any federal, state or local agency. Section 3.10 Survival. The terms and conditions of this Section expressly survive the Close of Escrow. The City is not liable or bound in any manner by any oral or written statements, representations, or information pertaining to the Property furnished by any contractor, agent, employee, servant, or other person. The Developer acknowledges that the lease price will reflect the “as is” nature of this sale and any faults, liabilities, defects, or other adverse matters that may be associated with the Property. The Developer has fully reviewed the disclaimers and waivers set forth in this Agreement with the Developer’s counsel and understands the significance and effect thereof. Section 3.11 Acknowledgment. The Developer acknowledges and agrees that: (1) to the extent required to be operative, the disclaimers of warranties contained in this Section are “conspicuous” disclaimers for purposes of all applicable laws and other legal requirements; and (2) the disclaimers and other agreements set forth in such sections are an integral part of this Agreement, that the lease price will be adjusted to reflect the same and that the City would not have agreed to lease the Property to the Developer without the disclaimers and other agreements set forth in this Section. Section 3.12 Developer’s Release. The Developer, on behalf of itself and anyone claiming by, through or under the Developer hereby waives its right to recover from and fully and irrevocably releases the City and the Authority, and City Council members, Authority board members and the officers, directors, representatives, consultants, employees and agents of City and/or Authority (the “Released Parties”) from any and all claims, responsibility, and/or liability that the Developer may have or hereafter acquire against any of the Released Parties for any costs, loss, liability, damage, expenses, demand, action or cause of action arising from or related to: (1) the condition (including any construction defects, errors, omissions or other conditions, latent or otherwise), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever; (2) any presence of Hazardous Materials; and (3) any information furnished by the Released Parties under or in connection with this Agreement. Section 3.13 Scope of Release. The release set forth in Section 3.7(e) above includes claims of which the Developer is presently unaware or which the Developer does not presently suspect to exist which, if known by the Developer, would materially affect the Developer’s release of the Released Parties. The Developer specifically waives the provision of any statute or principle of law that provides otherwise. In this connection and to the extent permitted by law, the Developer agrees, represents and warrants that the Developer realizes and acknowledges that factual matters now unknown to the Developer may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and the Developer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that the Developer nevertheless hereby intends to release, discharge and acquit the Released Parties from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Accordingly, the Developer, Page 286 of 855 -23- P6401-0001\2941992v2.doc on behalf of itself and anyone claiming by, through or under the Developer, hereby assumes the above-mentioned risks and hereby expressly waives any right the Developer and anyone claiming by, through or under the Developer, may have under Section 1542 of the California Civil Code, which reads as follows: “A general release does not extend to claims which the creditor or released party does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor or released party.” Developer’s Initials: __________ Notwithstanding the foregoing, this release does not apply to, nor will the City be released from, the City’s actual fraud or misrepresentation. ARTICLE 4 CONSTRUCTION OF DEVELOPMENT Section 4.1 Construction and Operation Consistent with Agreements. Unless modified by operation of Section 4.2, the Development must be constructed in accordance with the Scope of Development, the Construction Plans and the terms and conditions of the Approved Plans and the City Approvals. The Developer shall comply with all standards and requirements for construction, use, operation, maintenance, management and encumbrance of the Development which are set forth in this Agreement and the City Approvals. As between the City and the Developer, the Developer shall be solely responsible for all costs necessary for the construction and operation of the Development, including, but not limited to, any construction cost overruns. Developer shall defend, indemnify and hold City harmless from and against any and all claims, liabilities, damages, losses, costs and expenses arising directly or indirectly from or relating to any allegations that City is liable for failure by Developer to pay prevailing wages and/or comply with California Labor Code Sections 1720 et seq. (The foregoing is not an admission by Developer or City that prevailing wages are required in connection with any development on either Phase.) Section 4.2 Commencement of Developments; Interim Deadlines. The Developer must commence construction of the Phase I Development no later than May 30, 2025. The Developer must commence construction of the Phase II Development no later than May 30, 2026. For purposes of this Section 4.2, commencement of construction means the material commencement of grading of the Phase. Section 4.3 Completion of the Developments. Subject to Section 10.3 below, the Developer must diligently prosecute to completion the construction of each Phase, and the Phase I Development must be completed no later than May 30, 2027, and the Phase II Development must be completed no later than May 30, 2028. Section 4.4 Equal Opportunity. During the construction of the Development, the Developer, and its successors, assigns, and subcontractors must not discriminate against any employee or applicant for employment in connection with the construction of the Development on Page 287 of 855 -24- P6401-0001\2941992v2.doc any basis listed in Section 12940 of the Government Code. Each of the following activities must be conducted in a non-discriminatory manner: hiring; upgrading; demotion and transfers; recruitment and recruitment advertising; layoff and termination; rate of pay and other forms of compensation; and selection for training including apprenticeship. Section 4.5 Construction Under Laws. (a) Compliance with Project Documents. Developer shall construct the Development in conformance with the Approved Plans, Approved Financing, and Financing Proposal and consistent with the City Approvals. Developer shall notify the City in a timely manner of any changes in the work required to be performed under this Agreement, including any additions, changes, or deletions to the plans and specifications approved by the City. (b) Compliance with Laws. Developer shall cause all construction work to be performed in compliance with, without limitation: (1) all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies now in force or that may be enacted hereafter, including without limitation state prevailing wages pursuant to Labor Code Sections 1770 et seq., and the regulations pursuant thereto; (2) all applicable federal and state accessibility requirements; and (3) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The work shall proceed only after procurement of each permit, license, or other authorization that may be required by any governmental agency having jurisdiction, and Developer shall be responsible to the City for the procurement and maintenance thereof, as may be required of Developer and all entities engaged in work on the construction. (c) Prevailing Wage Laws. The Project is a work of public improvement such that Developer shall pay prevailing wages under California Labor Code Sections 1770 et seq. and shall comply with the other requirements of such statutes. Developer shall defend, indemnify and hold City and Authority harmless from and against any and all claims, liabilities, losses, damages, costs and expenses arising from or relating to any failure by Developer to do so. Section 4.6 Progress Reports. Until such time as the Developer has completed construction of the Development, as evidenced by the Certificate of Completion, the Developer must provide the City with quarterly progress reports regarding the status of the construction of the Development. Section 4.7 Construction Responsibilities. The Developer shall comply with the Schedule of Performance. (a) The Developer is solely responsible for all aspects of the Developer’s conduct in connection with the Development, including but not limited to the quality and suitability of the Construction Plans, the supervision of construction work, and the qualifications, financial condition, and performance of all architects, engineers, contractors, subcontractors, suppliers, consultants, and property managers. Any review or inspection undertaken by the City with reference to the Development is solely for the purpose of determining whether the Developer is properly discharging its obligations to the City and should not be relied upon by the Developer or by any third parties as a warranty or representation by the City as to the quality of the design or construction of the Development. Page 288 of 855 -25- P6401-0001\2941992v2.doc Section 4.8 Mechanics Liens, Stop Notices, and Notices of Completion. If any claim of lien is filed against the Property or the Development or a stop notice is served on any lender or other third party in connection with the Development, then the Developer must, within twenty (20) days after such filing or service, either pay and fully discharge or cause the Developer’s contractor to pay and fully discharge, the lien or stop notice, effect the release of such lien or stop notice by delivering to the City a surety bond from a surety reasonably acceptable to the City in sufficient form and amount, or provide the City with other assurance reasonably satisfactory to the City that the claim of lien or stop notice will be paid or discharged. (a) If the Developer fails to discharge any lien, encumbrance, charge, or claim in the manner required in this Section or obtain a surety bond, then in addition to any other right or remedy, the City may (but is under no obligation to) discharge such lien, encumbrance, charge, or claim at the Developer’s expense. Alternatively, the City may require the Developer to immediately deposit with the City the amount necessary to satisfy such lien or claim and any costs, pending resolution thereof. The City may use such deposit to satisfy any claim or lien that is adversely determined against the Developer. (b) The Developer must file a valid notice of cessation or notice of completion upon cessation of construction of the Development for a continuous period of thirty (30) days or more and take all other reasonable steps to forestall the assertion of claims of lien against the Property or the Development. The Developer authorizes the City, but without any obligation, to record any notices of completion or cessation of labor, or any other notice that the City deems necessary or desirable to protect its interest in the Development and Property. Section 4.9 Inspections. The Developer must permit and facilitate, and require its contractors to permit and facilitate, observation and inspection at the Development by the City and the Authority during business hours with reasonable notice. Section 4.10 Records. The Developer must maintain complete, accurate, and current records pertaining to the Development for a period of seven (7) years after the creation of such records, and permit any duly authorized representative of the City to inspect and copy records during regular business days/hours. Records must be kept accurate and current, and shall be kept at Developer’s corporate office at 100 Pacifica, Suite 203, Irvine, California. Upon reasonable written notice from the City requesting to review specified Developer records, the Developer shall deliver the records to the City’s offices within fifteen (15) days following the City’s request. (a) The City will notify the Developer of any records it deems insufficient. The Developer will have thirty (30) days after delivery of such a notice to correct any deficiency in the records specified by the City in such notice, or if a period longer than thirty (30) days is reasonably necessary to correct the deficiency, then the Developer must begin to correct the deficiency within thirty (30) days and complete the correction of the deficiency as soon as reasonably possible. Section 4.11 Certificate of Completion. Promptly after completing the Development on a Parcel (Phase I or II) in accordance with those provisions of this Agreement that relate solely to the obligations of Developer to construct the Development (including the dates for beginning and completion thereof), the City will provide a Certificate of Completion so Page 289 of 855 -26- P6401-0001\2941992v2.doc certifying (the “Certificate of Completion”). The Certificate of Completion will be the conclusive determination that certain covenants in this Agreement with respect to the obligations of the Developer to construct the Development (excluding the Developer’s compliance with Section 4.6) and the dates for the beginning and completion thereof have been met. The Certificate of Completion shall be in such form as will enable such certificate to be recorded in the Official Records. The Certificate of Completion will not constitute evidence of compliance with or satisfaction of any obligation of the Developer to: (a) any holder of a Security Financing Interest. The Certificate of Completion may not be deemed a notice of completion under the California Civil Code. ARTICLE 5 AUTHORITY LOAN PROVISIONS Section 5.1 Authority Loans. Subject to the terms and conditions set forth in this Agreement, the Authority shall make a loan to the Developer for the Phase I Development in the original principal amount of $1,965,539 and a loan for the Phase II Development in the original principal amount of not less than $4,789,461. The Authority Loan shall be evidenced by two promissory notes: (a) a Promissory Note for the Phase I Development executed by Developer in favor of City in the amount of $1,965,539 secured by the Deed of Trust executed by the Developer as trustor in favor of the City as beneficiary and recorded against the Developer’s fee interest in the Phase I Parcel. and (b) a Promissory Note for the Phase II Development executed by Developer in favor of City in the amount not less than $4,789,461 secured by the Deed of Trust executed by the Developer as trustor in favor of the City as beneficiary and recorded against the Developer’s fee interest in the Phase II Parcel. Section 5.2 Use of Authority Loan. The proceeds of the Authority Loans shall be used to fund the acquisition (pay the purchase prices) of the Parcels, and the remainder of the Authority Loan for the Phase II Development shall be used for construction costs of the Phase II Development. Section 5.3 Delivery of Promissory Notes; Recording of Housing Agreements; Deeds of Trust; Notices of Restrictions. Prior to the Close of Escrow and in accordance with the Schedule of Performance, the City shall cause escrow holder to first record the Subdivision Map. Upon and as a condition to the Close of Escrow for a Parcel, the escrow holder shall first record the applicable grant deed, and then the applicable Housing Agreement and Density Bonus Agreement for that Phase, the applicable Notice of Restrictions and then the applicable Deed of Trust for the applicable Agency Loan (with no intervening recordings). The Housing Agreement and Notice of Restrictions shall remain in full force and effect for fifty-five (55) years after the issuance of the final Certificate of Occupancy for the Development on the applicable Phase, regardless of any repayment of the applicable Authority Loan following a Developer Event of Default or otherwise. The Executive Director of the Authority shall have the authority to execute reasonable subordination agreements subordinating the Authority Deed of Trust for a Phase to the deeds of trust securing other construction and permanent financing, provided copies of the senior loan documents shall have been provided for the City’s reasonable review. Section 5.4 Term of the Authority Loan. Unless sooner due under the terms of the applicable Note, all principal and interest on the applicable Authority Loan shall be due upon Page 290 of 855 -27- P6401-0001\2941992v2.doc the earliest of: a Transfer of any portion of the applicable collateral Property or the Developer’s interest in such Property other than a Transfer permitted or approved by the Authority as provided in Section 10.6; (a) the occurrence of a Developer Event of Default for which the Authority exercises its right to cause the Authority Loan indebtedness to become immediately due and payable, or (b) a default under the Housing Agreement which has not been cured within the time periods specified therein. (c) Fifty-five (55) years from the date of the applicable final Certificate of Occupancy. Section 5.5 Interest; Payments. Simple interest at three percent (3%) per annum shall accrue on the outstanding principal amount of the applicable Authority Loan except in a Developer Event of Default, whereupon interest shall accrue from and after the date of the applicable Promissory Note until paid at the rate of ten percent (10%) or the highest rate permitted by law. Payments shall be structured as residual receipts payments over the course of the applicable Authority Loan and shall first be applied to interest then to principal. Section 5.6 Disbursement of Authority Loans; Disbursement of Authority Loan for Phase I. The Authority shall deposit into Escrow the Phase I loan. The Phase I funds shall be disbursed by escrow holder to pay the Phase I Purchase Price. Section 5.7 Disbursement of Authority Loan for Phase II. The Authority shall deposit into Escrow the Phase II loan in the amount of the Phase II Parcel purchase price. The Authority shall also deposit into Escrow the remainder of such loan together with a counterpart of the agreement with the primary construction lender governing that lender’s holding and disbursement of the City’s construction loan funds, with instructions to deliver such funds to such lender provided Escrow has an executed counterpart of such agreement from such lender that is to be delivered to the Authority. If no such agreement is reached or executed and delivered, then Authority shall disburse the construction loan portion of its Phase II loan, not more often that once every thirty (30) days, pursuant to normal and reasonable construction loan disbursement conditions, including that Developer not be in default under the applicable loan documents, that Developer shall have submitted a draw request certifying that the Authority loan is “in balance” (enough undisbursed funds from committed loans exist to pay all Project construction costs) and specifying the costs to be paid (by line item in the budget) with reasonable evidence of such costs, conditional partial mechanics lien releases from payees of the current draw and unconditional partial mechanics lien releases for the costs/work paid with the previous draw of construction loan funds. Section 5.8 Repayment Schedule. The Authority Loans shall be repaid as follows: (a) Payments. Commencing on the first June 1st following the completion of the Phase, and on each June 1st thereafter until the applicable Promissory Note is paid in full, the Developer shall make repayments of the applicable Authority Loan from fifty Page 291 of 855 -28- P6401-0001\2941992v2.doc percent (50%) of Residual Receipts. The Authority will share the fifty percent (50%) of Residual Receipts payment with the other public entities providing loans to the Developer for the respective Phase. The Authority’s percentage share of fifty percent (50%) of Residual Receipts shall be equal to the percentage derived by dividing the Authority loan amount by the combined total of the Authority Loan and the other public entity loans committed to the Developer. The Developer shall provide the Authority, within one hundred eighty (180) days following the end of each calendar year, an Annual Financial Statement showing the actual income and expenditures with respect to the Development for the immediately preceding calendar year. Payments made shall be credited first against accrued interest and then against outstanding principal. (b) Payment in Full. All principal and interest, if any, on the applicable Authority Loan shall, at the option of the Authority, be due and payable upon the earliest of: (1) a Transfer other than a Transfer permitted or approved by the Authority as provided in Article 7 below; (2) the occurrence of an Event of Default for which the Authority exercises its right to cause the applicable Authority Loan indebtedness to become immediately due and payable; or (3) the maturity date of the applicable Promissory Note. (c) Prepayment. The Developer shall have the right to prepay the Authority Loans at any time. Section 5.9 Reports and Accounting of Residual Receipts; Audited Financial Statement. In connection with the annual repayment of the Authority Loans, the Developer shall furnish to the Authority an Annual Financial Statement. Section 5.10 Books and Records. The Developer shall keep and maintain full, complete and appropriate books, record and accounts relating to the Development, including all such books, records and accounts necessary or prudent to evidence and substantiate in full detail the Developer’s calculation of the applicable Residual Receipts, at the Developer’s corporate office currently at 100 Pacifica, Suite 203 in the City of Irvine. Books, records and accounts relating to the Developer’s compliance with the terms, provisions, covenants and conditions of this Agreement shall be kept and maintained in accordance with generally accepted accounting principles consistently applied and shall be consistent with requirements of this Agreement which provide for the calculation of Residual Receipts on a cash basis. All such books, records, and accounts shall be open to and available for inspection by the Authority, its auditors or other authorized representatives at reasonable intervals during normal business hours on reasonable prior notice to the Developer. Copies of all tax returns and other reports that the Developer may be required to furnish any governmental agency shall at all reasonable times be open for inspection by the Authority at the place that the books, records and accounts of the Developer are kept. The Developer shall preserve records on which any statement of Residual Receipts is based for a period of not less than five (5) years after such statement is rendered. Section 5.11 Non-Recourse. Following recordation of the applicable Deed of Trust, and except as provided below, the Developer shall not have any direct or indirect personal liability for payment of the principal of, or interest on, the applicable Authority Loan or the performance of the covenants of the Developer under the applicable Deed of Trust. The sole recourse of the Authority with respect to the principal of, or interest on, the applicable Promissory Note and defaults by the Developer in the performance of its covenants under the applicable Deed Page 292 of 855 -29- P6401-0001\2941992v2.doc of Trust shall be to the property described in such Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability shall: (a) limit or impair the enforcement against all such security for the applicable Promissory Note of all the rights and remedies of the Authority thereunder; or (b) be deemed in any way to impair the right of the Authority to assert the unpaid principal amount of the applicable Promissory Note as demand for money within the meaning and intendment of Section 431.70 of the California Code of Civil Procedure or any successor provision thereto. The foregoing limitation of liability is intended to apply only to the obligation for the repayment of the principal of, and payment of interest on the applicable Promissory Note, except as hereafter set forth; nothing contained herein is intended to relieve the Developer of personal liability for (1) fraud or willful misrepresentation; (2) the failure to pay taxes, assessments or other charges (which are not contested by Developer in good faith) which may create liens on the Property or Phase that are payable or applicable prior to any foreclosure under the applicable Deed of Trust (to the full extent of such taxes, assessments or other charges); (3) the Developer’s indemnification obligations under this Agreement; (4) misappropriation of any rents, security deposits, insurance proceeds, condemnation awards or any other proceeds derived from the collateral security and (5) payment to the Authority of any rental income or other income arising with respect to the Property received by the Developer after the Authority has given notice to the Developer of the occurrence of an Event of Default, subject to the rights of any lender providing a loan secured by the Property to which Authority has subordinated the Deed of Trust. ARTICLE 6 ONGOING DEVELOPER OBLIGATIONS Section 6.1 Applicability. The conditions and obligations set forth in this Article 6 apply throughout the term of the Regulatory Agreement, unless a different period of applicability is specified for a particular condition or obligation. Section 6.2 Use of Development. The Developer hereby agrees that, for the entire Term, the Development will be used and continuously operated only as affordable housing in accordance with all applicable requirements of the California Community Redevelopment Law (the “Law”), including, but not limited to, the requirement that such housing be provided to households described in Section 50079.5 of the Law, at rents not exceeding the amounts set forth in Section 50053(b)(3). In the event of any conflict between the terms of this Agreement and the Regulatory Agreement, the Developer shall comply with the stricter requirement. In addition, the Developer shall comply with the TCAC Regulatory Agreement (each while they are in effect) all other applicable laws, statutes, and regulations governing the Development, including, but not limited to affordability restrictions of all other public entities encumbering the Phase and the applicable requirements of Code Section 42, and all TCAC regulations, for such time that the Development is subject to such regulations. Section 6.3 Maintenance. The Developer agrees to maintain all interior and exterior portions of the Development, including landscaping, of the Development in first-class condition and repair and in a sanitary condition (and, as to landscaping, in a healthy condition, subject to any restrictions on water use) and all applicable laws, rules, ordinances, orders, and Page 293 of 855 -30- P6401-0001\2941992v2.doc regulations of all federal, state, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials. (a) The Developer acknowledges the great emphasis the City places on quality maintenance to protect its investment and to provide quality affordable and market-rate housing for area residents. In addition, the Developer must keep the Development free from all graffiti, and any accumulation of shopping carts, debris or waste material. The Developer must promptly make all repairs and replacements necessary to keep the Development in first-class condition and repair and promptly eliminate all graffiti and replace dead and diseased plants and landscaping with comparable approved materials. (b) In the event that the Developer breaches any of the covenants contained in this Section and such default continues for a period of seven (7) days after written notice from the City with respect to graffiti, debris, waste material, and general maintenance or thirty (30) days after written notice from the City with respect to landscaping and building maintenance, then the City, in addition to whatever other remedy it may have at law or in equity, will have the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the default. Under such right of entry, the City will be permitted (but is not required) to enter upon the Property and perform all acts and work necessary to protect, maintain, and preserve the Development and landscaped areas on the Property, and Developer shall reimburse City for the costs thereof and a ten percent (10%) administrative charge within ten (10) days after written demand with evidence of the costs. Section 6.4 Taxes and Assessments. The Developer must pay all real and personal property taxes, assessments and charges and all franchise, income, employment, social security benefit, withholding, sales, and other taxes assessed against it, or payable by it, at such times and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching to the Property; provided, however, that the Developer has the right to contest in good faith, any such taxes, assessments, or charges. In the event the Developer exercises its right to contest any tax, assessment, or charge against it, the Developer, on final determination of the proceeding or contest, must immediately pay or discharge any decision or judgment rendered against it, together with all costs, charges and interest. Section 6.5 Mandatory Language in All Subsequent Deeds, Leases and Contracts; Basic Requirement. The Developer may not restrict the rental, sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Development on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code. Developer or any person claiming under or through the Developer may not establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the Development. The foregoing covenant runs with the land. Section 6.6 Provisions in Conveyance Documents. All deeds, leases or contracts made or entered into by Developer, and its successor and assigns permitted under this Agreement, as to any portion of the Property must contain therein the following language: (1) In Deeds: Page 294 of 855 -31- P6401-0001\2941992v2.doc “(1) Grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed, nor shall the grantee or any person claiming under or through the grantee, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the property herein conveyed. The foregoing covenant shall run with the land. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).” (2) In Leases: “(1) Lessee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the lessee or any person claiming under or through the lessee, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).” (3) In Contracts: “(1) There shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Page 295 of 855 -32- P6401-0001\2941992v2.doc Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property nor shall the transferee or any person claiming under or through the transferee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1).” Section 6.7 Management Agent. The Developer shall manage or cause the Development to be managed in a prudent and business-like manner, consistent with good property management standards for other comparable high quality, well-managed affordable rental housing projects in the City of Palm Desert. The Developer shall be responsible for all repair and maintenance functions of the Development, including ordinary maintenance and replacement of capital items. The Developer shall ensure maintenance of units and common areas in accordance with local health, building and housing codes. Developer may contract with an experienced property management company or property manager, to operate and maintain the Development (“Property Manager”). The Property Management contract shall be subject to prior written approval by the City and shall contain a provision allowing the Developer, with the approval of the lenders and the California Tax Allocation Committee, to terminate the contract without penalty upon no more than thirty (30) days’ notice. (a) The Developer will develop a management plan and deliver a copy thereof to City as a condition to the closing of each Phase (a “Property Management Plan”). The Property Management Plan shall include the following: (1) The role and responsibility of the Developer and its delegation of authority, if any, to the Property Manager; (2) Personnel policy and staffing arrangements, including ongoing training of staff in best practices for serving the Project tenants; (3) Plans and procedures for publicizing and achieving early and continued occupancy; (4) Procedures for determining tenant eligibility, and selecting tenants, and for certifying and annually recertifying household status, income and size; (5) Plans for carrying out an effective maintenance and repair program; (6) Rent collection policies and procedures; (7) Plans for enhancing tenant-management relations; Page 296 of 855 -33- P6401-0001\2941992v2.doc (8) Appeal and grievance procedures; (9) Description of how service staff and property management staff will work together to prevent evictions and to facilitate the implementation of reasonable accommodation policies. (b) Upon a determination by the City that the Property Manager has failed to operate the Development in accordance with the Management Plan, the City shall provide written notice to the Developer specifying the Property Manager’s breach of the Management Plan and providing the Developer at least thirty (30) days to cure the specified breach. Within thirty (30) days the Developer must either use good faith efforts to cure the breach or, if such cure is of the nature to take longer than thirty (30) days, the Developer shall commence the cure during the thirty (30) day period and complete the cure by the conclusion of one hundred eighty (180) days the Developer’s receipt of the City’s notice, or in such other time period as the parties may mutually agree. If the Developer has failed to cure the breach of the Management Plan by the expiration of the relevant cure period, the City may immediately provide a written notice to the Developer requiring that the Developer promptly terminate the existing Property Manager and contract with an alternative qualified management agent to operate the Project, each with the approval of the lenders and the California Tax Allocation Committee, or to make such other arrangements as the City deems reasonably necessary to ensure performance of the functions and obligations set forth in the applicable Property Management Plan. Section 6.8 Insurance Requirements; Required Coverage. The Developer must maintain and keep in force, at the Developer’s sole cost and expense, the following insurance applicable to the Development: (a) Workers’ Compensation insurance, as required by the State of California and consistent with statutory limits, and Employers’ Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident for bodily injury or disease. (b) Commercial General Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence and Five Million Dollars ($5,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broad form Property Damage, Products and Completed Operations. Products and Completed Operations coverage must be obtained no later than completion of construction of the Development. The Developer shall cause the Developer’s general contractor to maintain Commercial General Liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence and Four Million Dollars ($4,000,000) aggregate combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broad form Property Damage, Products and Completed Operations. (c) Commercial Automobile Liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence combined single limit for Bodily Injury and Property Damage, including coverages for owned, non-owned and hired vehicles, as applicable; provided, however, that if the Developer does not own or lease vehicles, or operate any Page 297 of 855 -34- P6401-0001\2941992v2.doc non-owned vehicles for purposes of this Agreement, then no automobile liability insurance will be required and both Parties to this Agreement must initial this provision signifying same. (d) Professional liability insurance in an amount not less than One Million Dollars ($1,000,000) each occurrence and Two Million Dollars ($2,000,000) aggregate policy limit. Developer may meet this requirement by requiring any design professional retained by the Developer or general contractor to maintain professional liability insurance in the minimum amounts specified in this subsection. (e) Builders’ risk insurance during the course of construction (and upon completion of construction, property insurance) covering the Development and covering all risks of loss, excluding earthquake and including flood (if required), for one hundred percent (100%) of the replacement value, with deductible, if any, acceptable to the City. Section 6.9 Subcontractor’s Insurance. Developer must require and verify that all subcontractors and agents working on the Development maintain Workers’ Compensation insurance meeting all the requirements stated in this Section, and Developer must ensure that City and the Authority are both additional insureds on insurance required from subcontractors as described in subsection (c)(2) of this Section. (a) General Requirements. (1) Except for professional liability, the required insurance must be provided under an occurrence form, and the Developer must maintain such coverage continuously throughout the Term. Should any of the required insurance be provided under a form of coverage that includes an annual aggregate limit or provides that claims investigation or legal defense costs be included in such annual aggregate limit, such annual aggregate limit must be three (3) times the occurrence limits specified above. (2) All Commercial General Liability, Commercial Automobile Liability and Property insurance policies (including builders’ risk) must be endorsed to name as additional insureds the City, the Authority and their elected officials, officers, directors, representatives, consultants, employees, and agents. The endorsement must include liability arising out of work or operations performed by or on behalf of Developer including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed by or on behalf of Developer. For commercial general liability, the policy must be endorsed with a form at least as broad as ISO form CG 20 10 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used. (3) Developer’s insurance must be primary to any other insurance (including self-insurance) available to the City or the Authority (including elected officials, officers, directors, representatives, consultants, employees, and agents) with respect to any claim arising out of this Agreement. Any insurance maintained by the City or Authority shall be excess of the Developer’s insurance and shall not contribute with it. (4) No policy shall be canceled, limited, or allowed to expire without renewal until after thirty (30) days written notice has been given to the City and Authority by first class mail. Page 298 of 855 -35- P6401-0001\2941992v2.doc (5) Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity. Exception may be made for the State Compensation Insurance Fund when not specifically rated. (b) Deductibles. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: (1) Developer must reduce or eliminate such deductibles or self- insured retentions as respects the City and its elected officials, officers, directors, representatives, consultants, employees, and agents; or, (2) Developer must provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. (c) Subrogation Waiver. Developer hereby grants to City and the Authority a waiver of any right to subrogation which any insurer of Developer may acquire against the City by virtue of the payment of any loss under such insurance. Developer agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation. The Workers’ Compensation policy must be endorsed with a waiver of subrogation in favor of City for all work performed by Developer, its employees, agents, and subcontractors. This provision applies regardless of whether or not the City or Authority has requested or received a waiver of subrogation endorsement from the insurer. Section 6.10 Certificates of Insurance. As a condition to the Close of Escrow for each Phase, the Developer must provide certificates of insurance, in form and with insurers reasonably acceptable to the City, evidencing compliance with the requirements of this Section, and must provide complete copies of such insurance policies, including endorsements as required by this Section. However, failure to obtain the required documents before the work beginning shall not waive Developer’s obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. Section 6.11 Additional Coverage. Developer may carry, at its own expense, any additional insurance it deems necessary or prudent. If Developer maintains higher levels than the minimums shown above, City requires and shall be entitled to coverage for the higher limits maintained by Developer. Any available insurance proceeds in excess of the specified minimum levels of insurance and coverage shall be available to the City. Section 6.12 Audits. The Developer must make available for examination at reasonable intervals and during normal business hours to the Authority and the City all books, accounts, reports, files, and other papers or property with respect to all matters covered by this Agreement, and permit the Authority and the City to audit, examine, and make excerpts or transcripts from such records, and such records shall be kept at 100 Pacifica, Suite 203 in the City of Irvine. The Authority and the City may make audits of such records. Page 299 of 855 -36- P6401-0001\2941992v2.doc ARTICLE 7 ASSIGNMENTS AND TRANSFERS Section 7.1 Definitions. As used in this Article 7, the term “Transfer” means: Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode or form, of or with respect to this Agreement or of the Development or any part thereof or any interest therein or any contract or agreement to do any of the same; (a) Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode or form, of or with respect to any ownership interest in Developer or any contract or agreement to do any of the same; (b) Any merger, consolidation, sale or lease of all or substantially all of the assets of the Developer; or (c) The leasing of part or all of the Development thereon; provided, however, that leasing of the Units included within the Development to tenant occupants in accordance with the Regulatory Agreement or the leasing of the Commercial Space in the Development in accordance with this Agreement shall not be deemed a Transfer for purposes of this Article 7. Section 7.2 Purpose of Restrictions on Transfer. This Agreement is entered into solely for the purpose of the development and operation of the Development and its subsequent use in accordance with the terms hereof. The Developer recognizes that the qualifications and identity of Developer are of particular concern to the City, in view of: (a) The importance of the redevelopment of the Property to the general welfare of the community; (b) The land acquisition assistance and other public aids that have been made available by law and by the government for the purpose of making such redevelopment possible; (c) The reliance by the City upon the unique qualifications and ability of the Developer to serve as the catalyst for development of the Property; (d) The fact that a change in ownership or Control of the Developer, or of a substantial part thereof, or any other act or transaction involving or resulting in a significant change in ownership or with respect to the identity of the parties in Control of the Developer is for practical purposes a transfer or disposition of the Property; (e) The fact that the Property is not to be acquired or used for speculation, but only for development and operation by the Developer in accordance with this Agreement and the Regulatory Agreement; and Page 300 of 855 -37- P6401-0001\2941992v2.doc (f) The Developer further recognizes that it is because of such qualifications and identity that the City is entering into this Agreement with the Developer and that Transfers are permitted only as provided in this Agreement. Section 7.3 Prohibited Transfers. Any Transfer made in contravention of this Section and is void and are deemed to be a Developer Event of Default under this Agreement whether or not the Developer knew of or participated in such Transfer. Except for permitted Transfers described in Section 7.4, no Transfer shall be permitted in the absence of specific written agreement by the City, and, unless approved by the City in writing, no Transfer or assignment will be deemed to relieve the Developer or any other party from any obligations under this Agreement. Section 7.4 Permitted Transfers. Notwithstanding the provisions of Section 7.3, the following Transfers are permitted and are hereby approved by the City without further review. Any consent by the City under this Section 7.4 shall constitute the consent of the Authority: (a) Notwithstanding the provisions of Section 7.3, the following Transfers shall be permitted and are hereby approved by the City: (1) Any Transfer creating a Security Financing Interest permitted pursuant to the approved Financing Proposal; (2) Any Transfer of an entire Phase to a limited partnership in which the Developer or an entity Controlled by the Developer is the administrative general partner of such limited partnership (provided City shall have been given a copy of the limited partnership, and copies of the organizational documents of the general partner). (3) The Transfer of an entire Phase to a nonprofit managing general partner pursuant to a right of first refusal agreement given by a limited partnership owner of the Phase. (4) The Transfer of an entire Phase to the administrative general partner pursuant to an option agreement given by a limited partnership owner of the Phase. (5) The admission of a tax credit investor limited partner to Developer, and any subsequent transfer of investor limited partner interest thereafter. (6) Any Transfer directly resulting from the foreclosure of a Security Financing Interest or the granting of a deed in lieu of foreclosure of a Security Financing Interest or as otherwise permitted under Article; (7) The leasing of residential units within the Development in accordance with the applicable Housing Agreement; (8) The granting of reasonable easements or permits to facilitate the Development of the Property. Section 7.5 Other Transfers with City Consent. Any Transfers not permitted under Section 7.4 shall require the prior written approval of the City Manager. Page 301 of 855 -38- P6401-0001\2941992v2.doc (a) No Transfer of this Agreement permitted under this Section will be effective unless, at the time of the Transfer, the transferor and transferee enter into and records an assignment and assumption agreement in a form reasonably approved by the City Manager. Section 7.6 Termination of Limitations on Transfers. The limitations on Transfers set forth in this Article 7 shall apply with respect to the Property or a Phase until issuance by the City of a Certificate of Completion for the Phase. ARTICLE 8 DEFAULT AND REMEDIES Section 8.1 General Applicability. The provisions of this Article 8 govern the Parties’ remedies for breach or failure of this Agreement. If a closing condition does not occur, then either Party shall not be obligated to convey or accept the applicable parcel, may terminate the obligation to convey/accept and the Deposit shall be returned to the Developer; however, the foregoing does not relieve a party from the implied covenant of good faith and fair dealing (with the understanding that such implied covenant does not apply to the City acting in its governmental capacity). Section 8.2 Fault of City. Each of the following events, if uncured after expiration of the applicable cure period in constitutes a “City Event of Default”. The City, without good cause, fails to sell the Property to the Developer in the manner set forth in Article 3 and the Developer is otherwise entitled by this Agreement to such conveyance; or (a) The City breaches any other material provision of this Agreement which is materially adverse to Developer. Section 8.3 Fault of Authority. Each of the following events, if uncured after expiration of the applicable cure period, constitutes an “Authority Event of Default”: (a) The Authority, without good cause, fails to disburse the Authority Loan to the Developer in the manner set forth in Article 5 and the Developer is otherwise entitled by this Agreement to the disbursement; or (b) The Authority breaches any other material provision of this Agreement which is materially adverse to Developer. Section 8.4 Fault of Developer. Each of the following events, if uncured after expiration of the applicable cure period, constitutes a “Developer Event of Default”: (a) The Developer fails to exercise good faith and diligent efforts to satisfy, within the time and in the manner set forth in Article 3, one or more of the conditions precedent to the City’s obligation to convey the Property to the Developer; Page 302 of 855 -39- P6401-0001\2941992v2.doc (b) The Developer refuses to accept conveyance from the City of the Property within the time periods and under the terms set forth in Article 3 and fails to cure the default within thirty (30) days after notice of default from City or Authority; (c) The Developer fails to construct the Development in violation of Article 4 cure the default within thirty (30) days after notice of default from City or Authority; (d) The Developer fails to comply with any construction deadlines in the Schedule of Performance. (e) Any default by the Developer under the Housing Agreement shall also be a Developer Event of Default under this Agreement and the Authority Loan Documents, subject to any required notice and cure period under the Housing Agreement; (f) A Transfer occurs, either voluntarily or involuntarily, in violation of Article 7; (g) Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted to the City in connection with this Agreement proves to have been incorrect in any material and adverse respect when made; (h) A court having jurisdiction makes or enters any decree or order: (1) adjudging the Developer to be bankrupt or insolvent; (2) approving as properly filed a petition seeking reorganization of the Developer, or seeking any arrangement for the Developer, under the bankruptcy law or any other applicable debtor’s relief law or statute of the United States or any state or other jurisdiction; (3) appointing a receiver, trustee, liquidator, or assignee of the Developer, in bankruptcy or insolvency or for any of their properties; or (4) directing the winding up or liquidation of the Developer, if any such decree or order described in clauses (1) to (4), inclusive, continued unstayed or undischarged for a period of ninety (90) days unless a lesser time period is permitted for cure under any other mortgage on the Property, in which event such lesser time period will apply under this subsection (i) as well; or the Developer, admits in writing its inability to pay its debts as they fall due or voluntarily submits to or files a petition seeking any decree or order of the nature described in clauses (1) to (4), inclusive; (i) The Developer assigns its assets for the benefit of its creditors or suffered a sequestration or attachment of or execution on any substantial part of its property, unless the property so assigned, sequestered, attached or executed upon have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure under any other mortgage on the Property, in which event such lesser time period will apply under this subsection as well) or prior to sooner sale under such sequestration, attachment, or execution; (j) The Developer voluntarily suspends its business or, the Developer is dissolved or terminated; (k) There occurs any default declared by any entity under any loan document to which City or Authority is not a party/beneficiary, and which is related to any loans secured by a deed of trust on the Development or any such deed of trust or any regulatory Page 303 of 855 -40- P6401-0001\2941992v2.doc agreement recorded against the Property (other than the Housing Agreement), after the expiration of applicable cure periods in the applicable documents; or (l) The Developer breaches any other provision of this Agreement and fails to cure the default within thirty (30) days after notice of default from City or Authority, or the Developer breaches any other provision of any Authority Loan Documents and fails to cure the same within: (a) the cure period in the Authority Loan Documents, if any applicable to the default; or (b) if no cure period applies, and the default is not included/described in the preceding subsections, then Developer fails to cure the default within thirty (30) days after written notice from Authority. Section 8.5 Notice and Cure Period Regarding City/Authority Defaults. Before initiating any action for relief against City or Authority for an alleged breach of this Agreement, Developer must deliver to City or Authority, as applicable, a written notice of breach specifying all of the reasons for the allegation of default with reasonable particularity. Within thirty (30) days, City or Authority (as applicable) must either: (1) use good faith efforts to cure the breach or, if such cure is of the nature to take longer than thirty (30) days, to follow the procedures specified in subsection (b) below; or (2) if in the determination of the City or Authority, the event does not constitute a breach of this Agreement, the City or Authority, as applicable, within thirty (30) days of receipt of the Notice of Default, must deliver to Developer a notice which sets forth with reasonable particularity the reasons that a default has not occurred. Failure to respond within the thirty (30) day period may not be deemed an admission of the default. (a) If the City or Authority, as applicable, believes that the Default cannot practically be cured within the thirty (30)-day period, it shall not be in Default provided that: (1) the cure is commenced during the thirty (30) day period after receipt of the Notice of Default; (2) within the thirty (30) day period, the Defaulting Party provides a schedule to Developer for cure, ; and (3) the cure is thereafter diligently prosecuted to completion, and City or Authority as applicable uses good faith efforts to comply with the schedule. Section 8.6 Remedies; City Remedies. With respect to an uncured Developer Event of Default, the City shall be entitled to take any or all of the following remedies: (a) Terminating this Agreement by giving written notice to the Developer; provided, however, that the City’s remedies under this Article 8 and the indemnification provisions of this Agreement survive such termination. If the City elects to terminate this Agreement, the provisions of this Agreement that are specified to survive such termination shall remain in full force and effect. (b) Prosecuting an action for damages (excluding specific performance, punitive damages and indirect consequential damages); or seeking any other remedy available at law or in equity (excluding punitive damages and indirect consequential damages). Section 8.7 Developer Remedies. With respect to an uncured City Event of Default or Authority Event of Default, the Developer shall be entitled to take any or all of the following remedies: Page 304 of 855 -41- P6401-0001\2941992v2.doc (a) Terminating this Agreement by giving written notice to the Developer; provided, however, that the Developer’s remedies under this Article 8 and the indemnification provisions of this Agreement survive such termination. If the Developer elects to terminate this Agreement, the provisions of this Agreement that are specified to survive such termination shall remain in full force and effect. (b) Prosecuting an action for damages (excluding specific performance, punitive damages, lost profits and indirect consequential damages); or seeking any other remedy available at law or in equity (excluding punitive damages and indirect consequential damages). Section 8.8 Authority Remedies. With respect to an uncured Developer Event of Default as to a Phase, the Authority shall be entitled to exercise any or all remedies permitted at law or in equity, and any remedies under the Promissory Note and Deed of Trust for that Phase (including acceleration of the applicable loan). Section 8.9 Rights of Mortgagees. Any rights of the City or Authority under this Article 8 will not defeat, limit or render invalid any Security Financing Interest permitted by this Agreement or any rights provided for in this Agreement for the protection of holders of Security Financing Interests. Section 8.10 Remedies Cumulative. No right, power, or remedy given to the City by the terms of this Agreement is intended to be exclusive of any other right, power, or remedy; and each and every such right, power, or remedy will be cumulative and in addition to every other right, power, or remedy given by the terms of any such instrument, or by any statute or otherwise. Neither the failure nor any delay to exercise any such rights and remedies will operate as a waiver thereof, nor will any single or partial exercise of any such right or remedy preclude any other or further exercise of such right or remedy, or any other right or remedy. ARTICLE 9 SECURITY FINANCING AND RIGHTS OF HOLDERS Section 9.1 No Encumbrances Except for Development Purposes. Notwithstanding any other provision of this Agreement, mortgages and deeds of trust, or any other reasonable method of security are permitted to be placed upon the Developer’s fee interest in the Property, but only for the purpose of securing loans approved by the City under the approved Financing Proposal. Mortgages, deeds of trust, or other reasonable security instruments securing loans approved by the City under the approved Financing Proposal are each referred to as a “Security Financing Interest.” The words “mortgage” and “deed of trust” as used in this Agreement include all other appropriate modes of financing real estate acquisition, construction, and land development. Section 9.2 Holder Not Obligated to Construct. The holder of any Security Financing Interest authorized by this Agreement is not obligated to construct or complete any Development or to guarantee such construction or completion; nor will any covenant or any other provision in conveyances from the City to the Developer evidencing the realty comprising the Property or any part thereof be construed so to obligate such holder. However, no such holder Page 305 of 855 -42- P6401-0001\2941992v2.doc shall devote the Property or any portion thereof to any uses, or to construct any Development thereon, other than the Development provided for or authorized by this Agreement and the Housing Agreement. Section 9.3 Notice of Default and Right to Cure. Whenever the City under its rights set forth in Article 8 of this Agreement delivers any notice or demand to the Developer with respect to the commencement, completion, or cessation of the construction of the Development, the City will at the same time deliver to each holder of record of any Security Financing Interest creating a lien upon the Developer’s fee interest in the Property or any portion thereof, and the Investor, a copy of such notice or demand provided City shall have been given written notice of its address for notice by the Developer. Each such holder (insofar as the rights of the City are concerned) has the right, but not the obligation, at its option, within ninety (90) days after the delivery of the notice, to cure or remedy or commence to cure or remedy any such default or breach affecting the Property which is subject to the lien of the Security Financing Interest held by such holder and to add the cost thereof to the security interest debt and the lien on its security interest. Nothing contained in this Agreement is deemed to permit or authorize such holder to undertake or continue the construction or completion of the Development (beyond the extent necessary to conserve or protect such Development or construction already made) without first having expressly assumed in writing the Developer’s obligations to the City relating to such Development under this Agreement under an assignment and assumption agreement prepared by the City and recordable among the Official Records (the “Security Financing Interest Assignment”). The holder in that event must agree to complete, in the manner provided in this Agreement (or as may be amended by the Security Financing Interest Assignment; provided, however, the City is under no obligation to extend the dates for performance set forth in this Agreement), the Development to which the lien or title of such holder relates. Any such holder properly completing such Development under this paragraph must assume all rights and obligations of Developer under this Agreement and will be entitled, upon completion and written request made to the City, to a Certificate of Completion from the City. Section 9.4 Failure of Holder to Complete Development. In any case where six (6) months after default by the Developer in completion of construction of the Development under this Agreement, the holder of record of any Security Financing Interest, having first exercised its option to construct under the Security Financing Interest Assignment, has not proceeded diligently with construction (as reasonably determined by the City), the City and Authority must be afforded those rights against such holder it would otherwise have against Developer under this Agreement. Section 9.5 Right of Cure. In the event of a default or breach by the Developer of a Security Financing Interest prior to the completion of the Development, and the holder has not exercised its option to complete the Development on the Property, the City or Authority may cure the default, prior to the completion of any foreclosure. In such event the City or Authority as applicable will be entitled to reimbursement from the Developer of all costs and expenses incurred bin curing the default. The City will also be entitled to a lien upon the Property or any portion thereof to the extent of such costs and disbursements, or in the case of the Authority, the Developer’s obligation to reimburse for costs and disbursements shall be included in the obligations secured by the applicable Deed of Trust. The City agrees that such lien will be subordinate to any Security Financing Interest, and the City will execute from time to time any and all documentation reasonably requested by Developer to effect such subordination. Page 306 of 855 -43- P6401-0001\2941992v2.doc Section 9.6 Right of City to Satisfy Other Liens. After the conveyance of title to the Property or any portion thereof and after the Developer has had a reasonable time to challenge, cure or satisfy any liens or encumbrances on the Property or any portion thereof, the City will have the right to satisfy any such lien or encumbrances; provided, however, that nothing in this Agreement will require the Developer to pay or make provision for the payment of any tax, assessment, lien or charge so long as the Developer in good faith may contest the validity or amount therein and so long as such delay in payment is not subject the Property or any portion thereof to forfeiture or sale. Section 9.7 Holder to be Notified. The Developer will insert each term contained in this Article 9 into each Security Financing Interest or will procure acknowledgement of such terms by each prospective holder of a Security Financing Interest prior to its coming into any security right or interest in the Property or portion thereof. Section 9.8 Estoppel Certificates. Any Party may at any time, and from time to time, deliver written notice to another Party requesting such other party to certify in writing that, to the knowledge of the certifying Party: (a) this Agreement is in full force and effect and a binding obligation of the Parties; (b) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments; and (c) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, the notice shall describe the nature and amount of any such default. A Party receiving a request shall execute and return such certificate within fifteen (15) days following receipt of the request. The City Manager is authorized to execute any estoppel certificate requested by the Developer on behalf of the City. The Authority’s Executive Director is authorized to execute any estoppel certificate requested by the Developer on behalf of the Authority. ARTICLE 10 GENERAL PROVISIONS Section 10.1 Notices, Demands and Communications. Formal notices, demands, and communications between the City and the Developer will be sufficiently given if, and not be deemed given unless, dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered by reputable overnight delivery service, to the principal office of the City and the Developer as follows: City and Authority: City of Palm Desert/Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: Housing Division Developer: Palm Communities 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President Page 307 of 855 -44- P6401-0001\2941992v2.doc Such written notices, demands and communications may be sent in the same manner to such other addresses as the affected Party may from time to time designate by notice as provided in this Section. Section 10.2 Non-Liability of Officials, Employees and Agents. No City Council members, or Authority board members, or any of the officers, directors, representatives, consultants, employees and agents of the City or Authority may be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or Authority or for any amount which may become due to the Developer or successor or on any obligation under the terms of this Agreement. Absent fraud or willful misconduct by the responsible party, no members, officers, directors, representatives, consultants, employees and agents of the Developer may be personally liable to the City or Authority, or any successor in interest, in the event of any default or breach by the Developer or for any amount which may become due to the City or Authority or successor or on any obligation under the terms of this Agreement. Section 10.3 Forced Delay. In addition to specific provisions of this Agreement, any Party hereunder shall not be deemed to be in default with respect to a construction obligation/deadline where delays or defaults are due to war; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority (except for restrictions or priorities established by the Party required to perform the action required under this Agreement); unusually severe weather; inability to secure necessary labor, materials or tools; acts or the failure to act of any public or governmental agency or entity (except that acts or the failure to act of a Party shall not excuse performance by such Party, including without limitation the Developer’s inability to obtain financing for the Development or the economic infeasibility of the Development) (“Force Majeure”). An extension of time for Force Majeure shall only be for the period of the enforced delay, which period shall commence to run from the time of the notification of the delay by the Party requesting the extension to the other Party. The Party requesting an extension of time under this Section 10.3 shall give notice promptly following knowledge of the delay to the other Party. If, however, notice by the Party claiming such extension is sent to the other Party more than thirty (30) days after knowledge of the commencement of the delay, the period shall commence to run upon the earlier of (i) thirty (30) days prior to the giving of such notice or (ii) the date that the other Party received knowledge of the events giving rise to the delay. Section 10.4 Inspection of Books and Records. Upon request, the Developer must permit the City and Authority to inspect at reasonable times and on a confidential basis those books, records and all other documents of the Developer necessary to determine Developer’s compliance with the terms of this Agreement. Title of Parts and Sections. Any titles of the articles, sections or subsections of this Agreement are inserted for convenience of reference only and should be disregarded in construing or interpreting any part of its provision. Section 10.5 No Third-Party Beneficiaries. There are no third party beneficiaries to this Agreement. Page 308 of 855 -45- P6401-0001\2941992v2.doc Section 10.6 Applicable Law. This Agreement must be interpreted under and under the laws of the State of California. Venue shall be Riverside County. Section 10.7 No Brokers. Each Party represents to the other that it has not had any contact or dealings regarding the Property, or any communication in connection with the subject matter of this transaction, through any real estate broker or other person who can claim a right to a commission or finder’s fee. If any broker or finder makes a claim for a commission or finder’s fee based upon a contact, dealings, or communications, the Party through whom the broker or finder makes this claim must indemnify, defend with counsel of the indemnified Party’s choice, and hold the indemnified Party harmless from all expense, loss, damage and claims, including the indemnified Party’s reasonable attorneys’ fees, if necessary, arising out of the broker’s or finder’s claim. The provisions of this Section survive expiration of the Term or other termination of this Agreement and will remain in full force and effect. Section 10.8 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, each Party shall bear their own attorneys’ fees and no attorneys’ fees may be awarded to the Party prevailing in the action. Section 10.9 Severability. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions will continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. Section 10.10 Binding Upon Successors. This Agreement is binding upon and inures to the benefit of the heirs, administrators, executors, successors in interest and assigns of each of the Parties hereto, except that there may be no Transfer of any interest by any of the Parties hereto except under the terms of this Agreement. Any reference in this Agreement to a specifically named Party is deemed to apply to any successor, heir, administrator, executor or assignee of such Party who has acquired an interest in compliance with the terms of this Agreement, or under law. Section 10.11 Parties Not Co-Venturers. Nothing in this Agreement is intended to or does establish the Parties as partners, co-venturers, or principal and agent with one another. Section 10.12 Discretion Retained by City. The City’s execution of this Agreement does not constitute approval by the City and in no way limits the discretion or any governmental rights or powers of the City in the permit and approval process in connection with construction of the Development. Section 10.13 Time of the Essence. In all matters under this Agreement, the Parties agree that time is of the essence. Section 10.14 Representation and Warranties of Developer. The Developer hereby represents and warrants to the City and Authority as follows: Page 309 of 855 -46- P6401-0001\2941992v2.doc (a) Organization. The Developer is a duly organized, validly existing corporation, is in good standing under the laws of the State of California and has the power and authority to own its property and carry on its business as now being conducted. (b) Authority of Developer. The Developer has full power and authority to execute and deliver this Agreement and to perform and observe the terms and provisions of all of the above. (c) Authority of Persons Executing Documents. This Agreement and all other documents or instruments executed and delivered, or to be executed and delivered, under this Agreement have been executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of Developer, and all actions required under the Developer’s organizational documents and applicable governing law for the authorization, execution, delivery and performance of this Agreement and all other documents or instruments executed and delivered, or to be executed and delivered, under this Agreement, have been duly taken. (d) Valid Binding Agreements. This Agreement and all other documents or instruments which have been executed and delivered under or in connection with this Agreement constitute or, if not yet executed or delivered, will when so executed and delivered constitute, legal, valid and binding obligations of the Developer enforceable against it in accordance with their respective terms. (e) No Breach of Law or Agreement. Neither the execution nor delivery of this Agreement or of any other documents or instruments executed and delivered, or to be executed or delivered, under this Agreement, nor the performance of any provision, condition, covenant or other term hereof or thereof, will conflict with or result in a breach of any statute, rule or regulation, or any judgment, decree or order of any court, City Council, commission or agency whatsoever binding on the Developer, or any provision of the organizational documents of the Developer, or will conflict with or constitute a breach of or a default under any agreement to which the Developer is a party. Section 10.15 Entire Understanding of the Parties. This Agreement constitutes the entire understanding and agreement of the Parties. All prior discussions, understandings and written agreements are superseded by this Agreement. Section 10.16 Amendments. The Parties can amend this Agreement only by means of a writing executed by the Developer, the Authority and the City. Section 10.17 Approvals. Whenever this Agreement permits City approval, consent, or waiver, to be authorized by the City Manager, the City Manager’s signature shall constitute the approval, consent, or waiver of the City, without further authorization required from the City Council unless required by law or the terms of this Agreement. Whenever this Agreement permits Authority approval, consent, or waiver, to be authorized by the Authority’s Executive Director, the Authority’s Executive Director signature shall constitute the approval, consent, or waiver of the Authority, without further authorization required from the Authority’s governing board unless required by law or the terms of this Agreement. Page 310 of 855 -47- P6401-0001\2941992v2.doc Section 10.18 Counterparts; Multiple Originals. This Agreement may be executed in counterparts, each of which is deemed to be an original. The City, the Authority and the Developer are signing this Agreement as of the Effective Date. CITY: CITY OF PALM DESERT, a municipal corporation By: L. Todd Hileman City Manager DEVELOPER: PALM COMMUNITIES, a California corporation By: Danavon L. Horn President APPROVED AS TO FORM: Richard, Watson & Gerson By: Special Counsel AUTHORITY: PALM DESERT HOUSING AUTHORITY By: ___ L. Todd Hileman Executive Director APPROVED AS TO FORM: Richard, Watson & Gerson By: Special Counsel Page 311 of 855 Page 312 of 855 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY The land referred to is situated in the City of Palm Desert, State of California, and is described as follows: THOSE PORTIONS OF PARCEL 8 AND PARCEL 9 OF PARCEL MAP NO. 36792, IN THE. CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 239 OF PARCEL MAPS, PAGES 9 THROUGH 15, INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL 8; THENCE ALONG THE SOUTH LINE OF SAID PARCEL 9, SOUTH 89°56’08” WEST 72.55 FEET TO A LINE THAT IS PARALLEL WITH AND DISTANT EASTERLY 138.45 FEET, MEASURED AT RIGHT ANGLES, FROM THE EAST RIGHT OF WAY LINE OF DINAH SHORE DRIVE, AS SHOWN ON SAID PARCEL MAP NO. 36792; THENCE LEAVING SAID SOUTH LINE AND ALONG SAID PARALLEL LINE, NORTH 0°00’00” EAST 31711 FEET; THENCE NORTH 90°00’00” EAST 65.55 FEET TO A LINE THAT IS PARALLEL WITH AND DISTANT WESTERLY 7.00 FEET, MEASURED AT RIGHT ANGLES FROM THE WEST LINE OF SAID PARCEL 8; THENCE NORTH 0°00’00” EAST 102.00 FEET ALONG LAST SAID PARALLEL LINE TO A LINE THAT IS PARALLEL WITH AND DISTANT NORTHERLY 1,00 FEET; MEASURED AT RIGHT ANGLES, FROM THE NORTH LINE OF SAID PARCEL 8; THENCE NORTH 90°00’00” EAST 275.69 FEET ALONG LAST SAID PARALLEL LINE TO AN INTERSECTION WITH THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF SAID PARCEL 8; THENCE SOUTH 68°15’29” EAST 409,78 FEET ALONG SAID NORTHWESTERLY PROLONGATION AND SAID NORTHEASTERLY LINE OF PARCEL 8 TO A TANGENT CURVE, CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 1445.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE AND SAID NORTHEASTERLY LINE OF PARCEL 8 AN ARC LENGTH OF 535.73 FEET, THROUGH A CENTRAL ANGLE OF 21°14’32” TO A NON- TANGENT LINE, SAID NON- TANGENT LINE BEING PARALLEL WITH AND DISTANT WESTERLY 36.00 FEET, MEASURED AT RIGHT ANGLES, FROM THE MOST EASTERLY LINE OF SAID PARCEL 8; THENCE LEAVING SAID NORTHEASTERLY LINE OF PARCEL 8, ALONG LAST SAID PARALLEL LINE, SOUTH 07°03’09” EAST 105.97 FEET TO A POINT ON THE SOUTHEASTERLY LINE OF SAID PARCEL 8, BEING A NON- TANGENT CURVE, CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 73.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 36°36’07” WEST; THENCE ALONG THE SOUTHEASTERLY LINE OF SAID PARCEL 8 THE FOLLOWING FIVE (5) COURSES,. SOUTHERLY ALONG SAID NON-TANGENT CURVE AN ARC LENGTH OF 28.61 FEET, THROUGH A CENTRAL ANGLE OF 22°27’11” TO THE BEGINNING OF A REVERSE CURVE, CONCAVE NORTHWESTERLY HAVING A RADIUS OF 60.00 FEET; A LINE RADIAL TO SAID BEGINNING OF CURVE BEARS SOUTH 59°03’18” EAST; THENCE SOUTHWESTERLY LONG LAST SAID CURVE AN ARC LENGTH OF 38.39 FEET THROUGH A CENTRAL ANGLE OF 36°39’18” TO THE BEGINNING OF A REVERSE CURVE, CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 336.00 FEET; A LINE Page 313 of 855 A-3- P6401-0001\2940216v1.doc RADIAL TO LAST SAID BEGINNING OF CURVE BEARS NORTH 22°24’00” WEST; THENCE SOUTHEASTERLY ALONG LAST SAID CURVE AN ARC LENGTH OF 120.80 FEET; THROUGH A CENTRAL ANGLE OF 20°36’00”; THENCE SOUTH 47°00’00” WEST 102.69 FEET; THENCE NORTH 89°13’34” WEST 25.84 FEET TO THE BEGINNING OF A NON-TANGENT CURVE, CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 1075.00 FEET, A LINE RADIAL TO SAID BE-GINNING OF CURVE BEARS NORTH 44°07’38” EAST; THENCE ALONG THE SOUTHERLY LINE OF SAID PARCEL 8 THE FOLLOWING TWO (2) COURSES NORTHWESTERLY ALONG LAST SAID CURVE AN ARC LENGTH OF 829.14 FEET; THROUGH A CENTRAL ANGLE OF 44°11’30”; THENCE SOUTH 89°56’08” WEST 112.85 FEET TO SAID SOUTHWEST CORNER OF PARCEL 8 AND THE POINT OF BEGINNING. Page 314 of 855 EXHIBIT A-1 LEGAL DESCRIPTION OF PHASE I PARCEL Page 315 of 855 EXHIBIT A-2 LEGAL DESCRIPTION OF PHASE II PARCEL Page 316 of 855 EXHIBIT A-3 LEGAL DESCRIPTION OF PARCEL 9 Page 317 of 855 EXHIBIT B-1 PHASE II EASEMENT Page 318 of 855 B-1-8 P6401-0001\2940216v1.doc Page 319 of 855 B-1-9 P6401-0001\2940216v1.doc Page 320 of 855 B-1-10 P6401-0001\2940216v1.doc Page 321 of 855 B-1-11 P6401-0001\2940216v1.doc Page 322 of 855 B-1-12 P6401-0001\2940216v1.doc Page 323 of 855 B-1-13 P6401-0001\2940216v1.doc Page 324 of 855 B-1-14 P6401-0001\2940216v1.doc Page 325 of 855 B-1-15 P6401-0001\2940216v1.doc Page 326 of 855 B-1-16 P6401-0001\2940216v1.doc Page 327 of 855 B-1-17 P6401-0001\2940216v1.doc Page 328 of 855 B-1-18 P6401-0001\2940216v1.doc Page 329 of 855 B-1-19 P6401-0001\2940216v1.doc Page 330 of 855 B-1-20 P6401-0001\2940216v1.doc Page 331 of 855 EXHIBIT B-2 PARCEL 9 EASEMENT Page 332 of 855 B-2-22 P6401-0001\2940216v1.doc Page 333 of 855 B-2-23 P6401-0001\2940216v1.doc Page 334 of 855 B-2-24 P6401-0001\2940216v1.doc Page 335 of 855 B-2-25 P6401-0001\2940216v1.doc Page 336 of 855 B-2-26 P6401-0001\2940216v1.doc Page 337 of 855 B-2-27 P6401-0001\2940216v1.doc Page 338 of 855 B-2-28 P6401-0001\2940216v1.doc Page 339 of 855 B-2-29 P6401-0001\2940216v1.doc Page 340 of 855 B-2-30 P6401-0001\2940216v1.doc Page 341 of 855 EXHIBIT B-3 MAINTENANCE EASEMENT Page 342 of 855 B-3-32 P6401-0001\2940216v1.doc Page 343 of 855 B-3-33 P6401-0001\2940216v1.doc Page 344 of 855 B-3-34 P6401-0001\2940216v1.doc Page 345 of 855 B-3-35 P6401-0001\2940216v1.doc Page 346 of 855 B-3-36 P6401-0001\2940216v1.doc Page 347 of 855 B-3-37 P6401-0001\2940216v1.doc Page 348 of 855 B-3-38 P6401-0001\2940216v1.doc Page 349 of 855 B-3-39 P6401-0001\2940216v1.doc Page 350 of 855 EXHIBIT C FORM OF GRANT DEED Recording Requested By: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Attention: Housing Division AFTER RECORDATION MAIL TO AND MAIL TAX STATEMENTS TO: _____________________________ 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President _______________ _______________________________________________________ SPACE ABOVE THIS LINE FOR RECORDER’S USE APN# ________________ THE UNDERSIGNED GRANTOR(S) DECLARE(S): Documentary Transfer Tax is $___________City Transfer Tax is $0  computed on full value of property conveyed, or  computed on full value less value of liens and/or encumbrances remaining at time of sale,  Unincorporated Area [___], County of Riverside EXEMPT FROM BUILDING HOMES AND JOBS ACTS FEE PER GOVERNMENT CODE 27388.1(a)(2) GRANT DEED For valuable consideration, the receipt of which is hereby acknowledged, City of Palm Desert, a municipal corporation (herein called “Grantor”) grants to ________________________, a California limited partnership (herein called “Grantee”), the real property located at __________________________ in the City of Palm Desert, CA (the “Property”), as legally described in the document attached hereto, labeled Exhibit A, and incorporated herein by this reference, together with all of Grantor’s right, title and interest in and to all easements, privileges and rights appurtenant to the Property, subject to (a) all non-delinquent real property taxes, (b) all non-delinquent special assessments, if any, (c) all other liens, leases, easements, encumbrances, covenants, conditions, restrictions and other matters of record, and (d) all matters affecting the status of title that would be revealed by an accurate survey of the Page 351 of 855 C-41 P6401-0001\2940216v1.doc subject property. Grantor disclaims any and all express or implied warranties regarding the Property other than the implied warranties stated in Section 1113 of the California Civil Code. 1. The Property is conveyed subject to the Amended and Restated Disposition, Development and Loan Agreement dated in April, 2024, by and between Grantor and Palm Communities, predecessor in interest to Grantee, (the “Agreement”). The Agreement shall apply to this Grant Deed only until the termination of the Agreement by its terms and thereafter shall have no further force or effect by reference in this Grant Deed. 2. Grantee herein covenants by and for itself, its successors and assigns that there shall be no discrimination against or segregation of a person or of a group of persons on account of race, color, religion, creed, national origin, ancestry, disability (actual or perceived), medical condition, age, source of income, familial status, marital status, domestic partner status, sex, sexual preference/orientation, Acquired Immune Deficiency Syndrome (AIDS) – acquired or perceived, or any additional basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, as such provisions may be amended from time to time, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property herein conveyed nor shall the Grantee or any person claiming under or through the Grantee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, vendees, or employees in the Property herein conveyed. The foregoing covenant shall run with the land. All deeds, leases or other real property conveyance contracts entered into by the Grantee on or after the date of this Grant Deed as to any portion of the Property shall contain the following language: (a) In Deeds: “Grantee herein covenants by and for itself, its successors and assigns that there shall be no discrimination against or segregation of a person or of a group of persons on account of race, color, religion, creed, national origin, ancestry, disability (actual or perceived), medical condition, age, source of income, familial status, marital status, domestic partner status, sex, sexual preference/orientation, Acquired Immune Deficiency Syndrome (AIDS) – acquired or perceived, or any additional basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, as such provisions may be amended from time to time, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed nor shall the grantee or any person claiming under or through the grantee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, vendees, or employees in the property herein conveyed. The foregoing covenant shall run with the land.” Page 352 of 855 C-42 P6401-0001\2940216v1.doc (b) In Leases: “The lessee herein covenants by and for the lessee and lessee’s heirs, personal representatives and assigns and all persons claiming under or through the lessee that his lease is made subject to the condition that there shall be no discrimination against or segregation of any person or of a group of persons on account of race, color, religion, creed, national origin, ancestry, disability (actual or perceived), medical condition, age, source of income, familial status, marital status, domestic partner status, sex, sexual preference/orientation, Acquired Immune Deficiency Syndrome (AIDS) – acquired or perceived, or any additional basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, as such provisions may be amended from time to time, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the land herein leased nor shall the lessee or any person claiming under or through the lessee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants, vendees, or employees in the land herein leased.” (c) In Contracts: “There shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, creed, national origin, ancestry, disability (actual or perceived), medical condition, age, source of income, familial status, marital status, domestic partner status, sex, sexual preference/orientation, Acquired Immune Deficiency Syndrome (AIDS) – acquired or perceived, or any additional basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, as such provisions may be amended from time to time, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property nor shall the transferee or any person claiming under or through the transferee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, vendees, or employees of the land.” 3. The covenants contained in this Grant Deed shall be construed as covenants running with the land. [SIGNATURES ON FOLLOWING PAGE] Page 353 of 855 C-43 P6401-0001\2940216v1.doc IN WITNESS WHEREOF, the Grantor has caused this Grant Deed to be executed by its duly authorized representative. Executed as of the __ day of _______________, 202_ CITY CITY OF PALM DESERT a municipal corporation By: __________________________ Mayor ATTEST: By: __________________________ _____________, City Clerk Page 354 of 855 C-44 P6401-0001\2940216v1.doc EXHIBIT A LEGAL DESCRIPTION OF LAND THE LAND IN THE CITY OF PALM DESERT, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: Page 355 of 855 C-45 P6401-0001\2940216v1.doc 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 County of On before me, , notary public personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WITNESS my hand and official seal. (Seal) Page 356 of 855 EXHIBIT D FORMS OF DENSITY BONUS AGREEMENTS Page 357 of 855 Exhibit D-1 Form of Density Bonus Agreement for Phase I RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: _________________ SPACE ABOVE THIS LINE FOR RECORDER’S USE ONLY This Document is recorded for the benefit of the City of Palm Desert and is exempt from recording fees pursuant to Sections 6103, 27383 and 27388.1 of the California Government Code. HOUSING AGREEMENT (Density Bonus Agreement; Phase I) by and between the CITY OF PALM DESERT, and __________________________ DATED AS OF _________ ____, 202__ Page 358 of 855 HOUSING AGREEMENT THIS HOUSING AGREEMENT (the “Agreement”) is dated as of ______________ ___, 202__, and is by and between the CITY OF PALM DESERT, a municipal corporation (the “City”), and ____________________________ (the “Owner”). City and Owner are sometimes referred to herein individually as a “Party” and collectively as “Parties”. RECITALS This Agreement is predicated upon the following facts: A. The Owner is the owner of the land described in “Exhibit A” attached hereto (the “Property”). B. The City, the Palm Desert Housing Authority (“Authority”) and Owner have entered into that certain Amended and Restated Disposition, Development and Loan Agreement dated in April, 2024 (“DDLA”), pursuant to which the City conveyed the Property to the Owner for the development described in the DDLA (“Development” or “Apartment Community”) and the Authority made a loan to Owner for the purchase price of the Property (“Authority Loan”). Capitalized terms used but not defined herein shall have the meaning set forth in the DDLA. C. Pursuant to the DDLA, the Owner executed a Promissory Note in favor of Authority and a deed of trust in favor of Authority securing such Promissory Note and the Authority is obligated to make disbursements of loan proceeds subject to and in accordance with the DDLA. D. Additionally, Owner has applied for and obtained a density bonus from the City for the Development which permits greater density and less parking that would otherwise be required, and in exchange, City also requires that the apartment units be so restricted of record, and that such restrictions not be subordinate or subordinated to any deeds of trust or other consensual liens. E. This Agreement is that density bonus restrictions agreement. NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and the Owner hereby agree as follows: ARTICLE 1. DEFINITIONS AND INTERPRETATION. 1.1 Definitions. Capitalized terms used herein shall have the following meanings unless the context in which they are used clearly requires otherwise. “Affordable Units” shall mean twelve (12) of the units in the Apartment Community available to and occupied by, or held vacant for occupancy only by, Very Low Income Households Page 359 of 855 -3- P6401-0001\2940764v2.doc and rented at an Affordable Rent. The Affordable Units will include the number of bedrooms shown on the following table: Bedroom Size Very Low Income Household Units One 2 Two 7 Three 3 Total: 12 “Affordable Rent” shall mean rent for an Affordable Unit, including a Reasonable Utility Allowance, determined pursuant to California Health and Safety Code Section 50053(b) and the state regulations adopted by the California Department of Housing and Community Development (“HCD”) pursuant thereto, as amended from time to time, based upon the AMI adjusted for a Household Size Appropriate to the Affordable Unit. More specifically, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty percent (50%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve. “AMI” shall mean the area median income for Riverside County as published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50052.5, or successor statute, as adjusted for family size in accordance with the state regulations adopted pursuant to California Health and Safety Code Section 50052.5. “Household Size Appropriate to the Affordable Unit” in the absence of pertinent federal statutes or regulations applicable to the Apartment Community, shall have the meaning set forth in California Health and Safety Code Section 50052.5(h), as amended from time to time. “Reasonable Utility Allowance” shall mean a utility allowance for utilities paid by a tenant (not including telephone, internet or cable service) utilizing the utility allowance schedule published annually by the Housing Authority of the County of Riverside. “Required Covenant Period” shall mean the period commencing on the date all units in the Apartment Community have been completed as evidenced by the City’s issuance of a final Certificate of Occupancy for the Apartment Community, and ending as of the fifty-fifth (55th) anniversary thereof. “Very Low Income Household” shall mean persons and families who meet the fifty percent (50%) or less of AMI income qualification limits set forth in California Health and Safety Code Section 50105 and Title 25 of the California Code of Regulations, including Section 6910, as such statute and regulations are amended from time to time. 1.2 Rules of Construction. Page 360 of 855 -4- P6401-0001\2940764v2.doc 1.2.1 The singular form of any word used herein, including the terms defined herein shall include the plural and vice versa. The use herein of a word of any gender shall include correlative words of all genders. 1.2.2 Unless otherwise specified, references to articles, sections, and other subdivisions of this Agreement are to the designated articles, sections, and other subdivisions of this Agreement as originally executed. The words “hereof,” “herein,” “hereunder,” and words of similar import shall refer to this Agreement as a whole. 1.2.3 All of the terms and provisions hereof shall be construed to effectuate the purposes set forth in this Agreement and to sustain the validity hereof. 1.2.4 Headings or titles of the several articles and sections hereof and the table of contents appended to copies hereof shall be solely for convenience of reference and shall not affect the meaning, construction, or effect of the provisions hereof. ARTICLE 2. ONGOING APARTMENT COMMUNITY OBLIGATIONS. 2.1 Apartment Community and Affordable Units. The Owner shall develop and construct the Apartment Community on the Property in conformity with the DDLA. Thereafter, during the Required Covenant Period, the Owner agrees that not less than twelve (12) units in the Apartment Community shall be Affordable Units under this Agreement, meaning that such units shall be continually available to and occupied by, or held vacant for occupancy only by, Very Low Income Households. All of the rental units in the Apartment Community shall be similarly constructed and all of the Affordable Units shall be generally constructed at the same time as those units which are available to other tenants, and distributed in terms of location throughout the Apartment Community. The Affordable Units shall be of comparable quality to those rental units in the Apartment Community which are available to other tenants. The Owner agrees that, to the extent commercially reasonable, Affordable Units will not be underutilized. No persons shall be permitted to occupy any Affordable Unit in excess of applicable limit of maximum occupancy set by the City’s Municipal Code and the laws of the State of California. 2.2 Residential Rental Property. The Owner covenants to operate the Apartment Community as residential rental property. During the Required Covenant Period, the Affordable Units will be held and used for the purpose of providing residential living, and the Owner shall own, manage and operate, or cause the management and operation of, the Apartment Community to provide such affordable rental housing. All of the rental units in the Apartment Community with the exception of one (1) manager unit will be available for rental on a continuous basis to members of the general public and the Owner will not give preference to any particular class or group in renting the units in the Apartment Community, except as required under this Agreement. The Owner shall not convert any Affordable Unit(s) to condominiums or cooperative ownership or sell condominium or cooperative conversion rights to any Affordable Unit(s) during the term of this Agreement. 2.3 Very Low Income Households. Page 361 of 855 -5- P6401-0001\2940764v2.doc 2.3.1 Income Qualification; Initial Certification. Subject to the applicable provisions hereof, throughout the Required Covenant Period, the Affordable Units restricted by this Agreement will be exclusively occupied by, or available for occupancy only by Very Low Income Households on a continuous basis. Prior to the rental or lease of an Affordable Unit and in accordance with Section 2.6 hereof, the Owner will obtain and maintain on file a Household Income Certification (“Income Certification”) substantially in the form attached hereto as Exhibit “B” and incorporated herein by this reference for each Very Low Income Household, and shall provide copies of same to the City at such times as the City may, from time to time, reasonably require. In addition, the Owner will provide such further information as may reasonably be required in the future by the City. The Income Certification shall be dated immediately prior to the applicable household’s initial occupancy of an Affordable Unit. The Owner shall make a good faith effort to verify that the income provided by an applicant in an Income Certification is accurate by taking any one or more of the following steps as part of the verification process for all household members over the age of eighteen (18) as appropriate: (i) Obtain two (2) pay stubs for the two (2) most recent pay periods; • Obtain a true copy of an income tax return for the most recent tax year in which a return was filed; (ii) Obtain an income verification form from the household member’s current employer; (iii) Obtain an income verification form from the Social Security Administration and/or the State Department of Social Services, or its equivalent, if the household member receives assistance from either of those agencies; (iv) If the household member is unemployed and has no tax return, obtain another form of independent verification; or (v) Obtain such other documentation as may be reasonably acceptable pursuant to Title 25 of the California Code of Regulations, as amended from time to time, to verify income. 2.3.2 Certificate of Continuing Program Compliance; Annual Report. Throughout the Required Covenant Period, the Owner will prepare and submit to the City, at such periodic frequency as the City might reasonably require, but not more than once annually, a Certificate of Continuing Compliance in substantially the form attached hereto as Exhibit “C” and incorporated herein by this reference, and executed by the Owner. The Owner will also prepare and submit to the City on or before each anniversary date of the commencement of the Required Covenant Period, and for the preceding calendar year, a report in form and substance reasonably satisfactory to the City summarizing the vacancy rate of the Apartment Community, including the number of Affordable Units held vacant for occupancy by Very Low Income Households for such calendar year. 2.4 Affordable Rent. Throughout the Required Covenant Period, an Affordable Rent shall be charged to the Very Low Income Household occupants of Affordable Units, as more specifically described above. Page 362 of 855 -6- P6401-0001\2940764v2.doc 2.5 Rent Increases. Rents for Affordable Units may be increased not more than once per year and twelve (12) months must have elapsed since the date of the tenant’s initial occupancy or the last rent increase. The rents charged following such an increase, or upon a vacancy and new occupancy by a Very Low Income Household shall not exceed an Affordable Rent. The Owner shall, consistent with applicable law, give proper written notice to tenants of all rent increases, and upon written request, provide the City with reasonable detail concerning the amount of and rationale for such rent increases. 2.6 Income Recertification of Affordable Units. Annually, on the anniversary date of occupancy of an Affordable Unit by a Very Income Household, the Owner shall obtain and maintain on file an annual income certification, in form and substance reasonably satisfactory to the City, from each household occupying an Affordable Unit, based upon the current income of each household member over the age of eighteen (18). The Owner shall make a good faith effort to verify that the income provided by the household is accurate in accordance with Section 2.3.1, above. 2.6.1 A rental unit occupied by a household that qualifies as a Very Low Income Household at the time the household first occupies an Affordable Unit shall be deemed to continue to be so occupied until a recertification of such household’s income demonstrates that such household no longer qualifies as a Very Low Income Household. At such time as a household ceases to qualify as a Very Low Income Household based on income recertification, the Owner shall designate the next available unit (one that is not occupied by a tenant) with the same number of bedrooms as the occupied Affordable Unit and it shall be leased to a Very Low Income Household, so that the number of Affordable Units occupied by or reserved for occupancy by Very Low Income Households will remain constant. For purposes of this Agreement, such designated unit will be considered an Affordable Unit if it is held vacant and available solely for occupancy by a Very Low Income Household and, upon occupancy, the income eligibility of the household as a Very Low Income Household is verified and the unit is rented at Affordable Rent. 2.7 Lease or Occupancy Agreement. Prior to the rental or lease of an Affordable Unit to a Very Low Income Household, the Owner shall require the tenant to execute a written lease or occupancy agreement. The Owner shall maintain on file throughout the Required Covenant Period and for a four (4) year period thereafter, the executed lease or occupancy agreement of each tenant occupying an Affordable Unit. The form of lease or occupancy agreement used by the Owner for the lease or rental of Affordable Units shall be that which is reasonable and customary in residential leasing. In addition, each lease or occupancy agreement for an Affordable Unit shall (i) provide that the tenants of such Affordable Unit shall be subject to annual recertification of income and subject to rental increases in accordance with Sections 2.5 and 2.6 of this Agreement, and (ii) contain a provision to the effect that the Owner has relied on the income certification and supporting information supplied by the tenant in determining qualification for occupancy of the Affordable Unit, and that any material misstatement in such certification (whether or not intentional) may be cause for immediate termination of such lease or occupancy agreement. 2.7.1 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. Page 363 of 855 -7- P6401-0001\2940764v2.doc 2.7.2 The covenants established herein shall, without regard to technical classification and designation, be binding for the benefit and in favor of the City, and its successors and assigns, and shall burden and run with the Property. 2.7.3  The City is deemed to be the beneficiary of the terms and provisions of the covenants herein, both for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, for whose benefit these covenants running with the land have been provided. 2.8 Security Deposits. The Owner may require security deposits on Affordable Units in amounts which are consistent with applicable law. 2.9 Additional Information; Books and Records. The Owner shall provide any additional information concerning the Affordable Units reasonably requested by the City. The Owner will maintain complete and accurate records pertaining to the Affordable Units throughout the Covenant Period and for a four (4) year period thereafter. The City shall have the right upon written notice of no less than two (2) business days to the Owner, at any time during normal business hours of 9:00 am to 5:00 pm, to examine of all books, records or other documents maintained by the Owner or by any of the Owner’s agents which pertain to any Affordable Unit, including all executed leases or occupancy agreements and all Income Certifications, and obtain copies of any requested executed leases, occupancy agreements and Income Certifications within ten (10) business days following such examination and the City’s written request. 2.10 Specific Performance. The Owner hereby agrees that specific enforcement of the Owner’s agreement to comply with the allowable rent and occupancy restrictions and covenants contained herein is one of the reasons and consideration for the City having granted a density bonus and that, in the event of the Owner’s breach of such requirements, potential monetary damages to the City, as well as to existing and prospective Very Low Income Households, would be difficult, if not impossible, to evaluate and quantify. Therefore, in addition to any other relief to which the City may be entitled as a consequence of the breach hereof, the Owner agrees to the imposition of the remedy of specific performance against it in the case of any event of default by the Owner in complying with any provision of this Agreement beyond any applicable notice and cure period. 2.11 Audit. The City shall have the right to perform an audit of the Apartment Community to determine compliance with the provisions of this Agreement. Such audit shall not be undertaken more often than once each calendar year. All costs and expenses associated with the audit shall be paid by the Owner. 2.12 Management. The Owner and/or the management agent (if not the Owner) shall operate the Apartment Community in a manner that will provide decent, safe and sanitary residential facilities to the occupants thereof, and will comply with provisions of this Agreement. Upon the written request of the City, the Owner shall cooperate with the City in the periodic review (but not more than once each calendar year) of the management practices and financial status of the Affordable Units. The purpose of each periodic review will be to enable the City to determine if the Affordable Units are being operated and managed in accordance with the requirements and standards of this Agreement. Results of such City review shall be provided to the Owner, and the Page 364 of 855 -8- P6401-0001\2940764v2.doc City shall have the authority to require the Owner to make modifications that are reasonably necessary to ensure the objectives of this Agreement are met. 2.13 Binding for Term. It is intended by the Parties that except as may be otherwise expressly provided herein, the provisions of this Agreement shall apply to the Apartment Community throughout the entire term hereof, as established in Section 3.1 below. ARTICLE 3. TERM AND RECORDATION. 3.1 Term of Agreement. This Agreement shall remain in full force and effect for the Required Covenant Period, unless the Owner and the City agree, in writing, to terminate this Agreement prior to the expiration of the Required Covenant Period. Unless terminated earlier pursuant to the prior sentence of this Section 3.1, or Section 3.3 below, the Parties intend that the provisions and effect of this Agreement and specifically of Article 2 hereof, shall remain in full force and effect for the entire Required Covenant Period. 3.2 Agreement to Record. The Owner represents, warrants, and covenants that this Agreement will be recorded in the real property records of Riverside County. 3.2 Suspension of Restrictions. Notwithstanding the generality of the foregoing provisions of this Article 3 or any other provisions hereof, this Agreement and all of the terms and restrictions contained herein shall be suspended for any period of involuntary noncompliance as a result of unforeseen events such as fire or act of God which leaves the entire Apartment Community uninhabitable (and the proceeds of insurance available to the Owner as a result thereof are insufficient to reconstruct the Apartment Community), or a change in a federal or state law or an action by the federal government, the State or a court of competent jurisdiction, after the date of recordation hereof, that prevents the City from enforcing the provisions of this Agreement, or a condemnation or a similar event. ARTICLE 4. DEFAULT; REMEDIES. 4.1 An Event of Default. Each of the following shall constitute an “Event of Default” by the Owner under this Agreement: 4.1.1 Failure by the Owner to duly perform, comply with and observe any of the conditions, terms, or covenants of any agreement with the City concerning the Apartment Community, or of this Agreement, if such failure remains uncured thirty (30) days after written notice of such failure from the City to the Owner in the manner provided herein or, with respect to a default that cannot be cured within thirty (30) days, if the Owner fails to commence such cure within such thirty (30) day period or thereafter fails to diligently and continuously proceed with such cure to completion. However, if a different period or notice requirement is specified under any other section of this Agreement, then the specific provision shall control. 4.1.2 Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted by the Owner to the City proves to have been incorrect in any material respect when made. Page 365 of 855 -9- P6401-0001\2940764v2.doc 4.1.3 A court having jurisdiction shall have made or rendered a decree or order: (i) adjudging the Owner to be bankrupt or insolvent; (ii) approving as properly filed a petition seeking reorganization of the Owner or seeking any arrangement on behalf of the Owner under the bankruptcy laws or any other applicable debtor’s relief law or statute of the United States or of any state or other jurisdiction; (iii) appointing a receiver, trustee, liquidator, or assignee of the Owner in bankruptcy or insolvency or for any of its properties; or (iv) directing the winding up or liquidation of the Owner, providing, however, that any such decree or order described in any of the foregoing subsections shall have continued unstayed or undischarged for a period of ninety (90) days. 4.1.4 The Owner shall have assigned its assets for the benefit of its creditors or suffered a sequestration or attachment or execution on any substantial part of its property, unless the property so assigned, sequestered, attached, or executed upon shall have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure hereunder) or prior to sale pursuant to such sequestration, attachment, or execution. If the Owner is diligently working to obtain a return or release of the property and the City’s interests hereunder are not imminently threatened in its reasonable business judgment, then the City shall not declare a default under this subsection. 4.1.5 The Owner shall have voluntarily suspended its business or dissolved. 4.1.6 The seizure or appropriation of all or, in the reasonable opinion of the City, a substantial part of the Apartment Community, except for condemnation initiated by the City or any governmental agency or authority. 4.1.7 There should occur any default declared by any lender under any loan document or deed of trust relating to any loan made in connection with the Apartment Community, which loan is secured by a deed of trust or other instrument affecting the Apartment Community, and such default remains uncured following the expiration of any applicable cure period. 4.2 City’s Option to Lease. [INTENTIONALLY OMITTED} 4.3 City Remedies. The City shall have the right to mandamus or other suit, action or proceeding at law or in equity to require the Owner to perform its obligations and covenants under this Agreement or to enjoin acts or things which may be unlawful or in violation of the provisions hereof, provided that in any such case the City has first provided the required notice of any alleged default and the Owner has had the requisite opportunity to cure pursuant to Section 4.1.1, above. 4.4 Action at Law; No Remedy Exclusive. The City may take whatever action at law or in equity as may be necessary to enforce performance and observance of any obligation, agreement or covenant of the Owner under this Agreement. No remedy herein conferred upon or reserved by the City is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of such right or power, but any such right or power may be exercised from time to time and as often as the City may deem expedient. In order to entitle the City to Page 366 of 855 -10- P6401-0001\2940764v2.doc exercise any remedy reserved to it in this Agreement, it shall not be necessary to give any notice, other than such notice as may be herein otherwise expressly required or required by law to be given. ARTICLE 5. GENERAL PROVISIONS. 5.1 Limitations on Recourse. Notwithstanding anything to the contrary contained in this Agreement, except in the event of fraud, waste, or illegal acts, or with regard to any indemnity obligations imposed upon the Owner under the terms of this Agreement, (i) no partner, member, officer or director, as applicable, of the Owner (each, an “Owner Affiliate”) shall have any direct, indirect or derivative personal liability for the obligations of the Owner under this Agreement, and (ii) the City shall not exercise any rights or institute any action against any Owner Affiliate directly, indirectly or derivatively for the payment of any sum of money that is or may become payable hereunder. 5.2 Maintenance, Repair, Alterations. The Owner shall maintain and preserve the Apartment Community in good condition and repair in accordance with the Ground Lease, and shall otherwise comply with the Ground Lease and all laws, ordinances, rules, regulations, covenants, conditions, restrictions, and orders of any governmental authority now or hereafter affecting the conduct or operation of the Apartment Community or any part thereof or requiring any alteration or improvement to be made thereon. The Owner shall not commit, suffer, or permit any act to be done in, upon, or to the Apartment Community or any part thereof in violation of any such laws, ordinances, rules, regulations, or orders. The Owner hereby agrees that the City may conduct from time to time through representatives, upon reasonable notice of no less than twenty-four (24) hours, on-site inspections and observation of: (i) the maintenance and repair of the Apartment Community, including a review of all maintenance and repair programs and practices and all reports and records pertaining thereto, including records of expenditures relating thereto; and (ii) such other facilities, practices, and records of the Owner relating to the Affordable Units as the City reasonably deems to be necessary or appropriate in order to monitor the Owner’s compliance with the provisions of this Agreement. 5.3 Notices. All notices (other than telephone notices), certificates or other communications (other than telephone communications) required or permitted hereunder shall be sufficiently given and should be deemed given when sent by certified mail, postage prepaid, or twenty-four (24) hours following delivery of such notice to Federal Express or similar commercial carrier for next business day or overnight delivery, addressed as follows: If to the City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: Housing Division Page 367 of 855 -11- P6401-0001\2940764v2.doc If to the Owner 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President 5.4 Relationship of Parties. Nothing contained in this Agreement shall be interpreted or understood by any of the Parties, or by any third persons, as creating the relationship of employer and employee, principal and agent, limited or general partnership, or joint venture between the City and the Owner or the Owner’s agents, employees or contractors, and the Owner shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which it or its agents, or both, perform the services required of it by the terms of this Agreement for the operation of the Apartment Community. The Owner has and hereby retains the right to exercise full control of employment, direction, compensation and discharge of all persons assisting in the performance of services hereunder. In regards to the on-site operation of the Apartment Community, the Owner shall be solely responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding and all other laws and regulations governing such matters. The Owner agrees to be solely responsible for its own acts and those of its agents and employees. 5.5 No Claims. Nothing contained in this Agreement shall create or justify any claim against the City by any person the Owner may have employed or with whom the Owner may have contracted relative to the purchase of materials, supplies or equipment, or the furnishing or the performance of any work or services with respect to the operation of the Affordable Units. 5.6 Conflict of Interests. No member, official or employee of the City shall make any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No officer or employee of the Owner shall acquire any interest in conflict with or inimical to the interests of the City. 5.7 Non-Liability of City Officials, Employees and Agents. No member, official, employee or agent of the City shall be personally liable to the Owner, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Owner or successor in connection with this Agreement or on any obligation of the City under the terms of this Agreement. 5.8 Unavoidable Delay; Extension of Time of Performance. In addition to specific provisions of this Agreement, performance by either Party hereunder that relates to a construction obligation shall not be deemed to be in default where it is due to an “Unavoidable Delay.” “Unavoidable Delay” means a delay due to the elements (including unseasonable weather), fire, earthquakes or other acts of God, strikes, pandemics, labor disputes, lockouts, shortages of construction materials experienced generally in the construction industry in the local area, acts of the public enemy, riots, insurrections or governmental regulation of the sale or transportation of materials, supply or labor; provided, however, that to the extent a delay is caused by any other reason that the Owner reasonably believes is beyond its control, the Owner may request, on a case-by-case basis, that the Page 368 of 855 -12- P6401-0001\2940764v2.doc City excuse any such delay as an Unavoidable Delay and the City shall make its determination as to whether such delay constitutes an Unavoidable Delay using its reasonable judgment. 5.9 Indemnity. The Owner shall indemnify, defend and hold harmless the City and all officials, employees and agents of City (with counsel reasonably satisfactory to the City) against any costs, liabilities, damages or judgments arising from claims or litigation of any nature whatsoever brought by third parties and directly or indirectly arising from the Owner’s ownership or operation of the Apartment Community, or the Owner’s performance of its obligations under this Agreement, and in the event of settlement, compromise or judgment hold the City free and harmless therefrom. Notwithstanding the foregoing, the indemnity provisions contained in this Section 5.9 shall not apply with respect to any costs, liabilities, damages or judgments arising directly or indirectly from the City’s rental of units within the Apartment Community as described in Section 4.2 hereof. The provisions of this Section 5.9 shall survive the term of this Agreement. 5.10 Rights and Remedies Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise or failure to exercise one or more of such rights or remedies by either Party shall not preclude the exercise by it, at the same time or different times, of any right or remedy for the same default or any other default by the other Party. No waiver of any default or breach by the Owner hereunder shall be implied from any omission by the City to take action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default specified in the waiver, and such wavier shall be operative only for the time and to the extent therein stated. Waivers of any covenant, term, or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition. The consent or approval by the City to or of any act by the Owner requiring further consent or approval shall not be deemed to waive or render unnecessary the consent or approval to or of any subsequent similar act. The exercise of any right, power, or remedy shall in no event constitute a cure or a waiver of any default under this Agreement, nor shall it invalidate any act done pursuant to notice of default, or prejudice the City in the exercise of any right, power, or remedy hereunder or under any agreements ancillary or related hereto. 5.11 Applicable Law. This Agreement shall be interpreted under and pursuant to the laws of the State of California. 5.12 Severability. If any term, provision, covenant or condition of this Agreement is held in a final disposition by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. 5.13 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, the Party prevailing in any such action shall be entitled to recover against the Party not prevailing all reasonable attorneys’ fees and costs incurred in such action (including all legal fees incurred in any appeal or in any action to enforce any resulting judgment), as awarded by a court of competent jurisdiction. 5.14 Binding Upon Successors. This Agreement shall be binding upon and inure to the benefit of the permitted heirs, administrators, executors, successors in interest and assigns of each of the Page 369 of 855 -13- P6401-0001\2940764v2.doc Parties. Any reference in this Agreement to a specifically named Party shall be deemed to apply to any successor, heir, administrator, executor or assign of such Party who has acquired an interest in compliance with the terms hereof or under law. 5.15 Time of the Essence. In all matters under this Agreement, time is of the essence. 5.16 Approvals by the City. Any approvals required under this Agreement shall be made by the City Manager or his or her designee, and shall not be unreasonably withheld, conditioned, delayed or made, except where it is specifically provided herein that another standard applies, in which case the specified standard shall apply. 5.17 Complete Understanding of the Parties. This Agreement and the attached Exhibits constitute the entire understanding and agreement of the Parties with respect to the matters described herein. 5.18 Covenants to Run With the Land. The Owner hereby subjects the Apartment Community to the covenants, reservations, and restrictions set forth in this Agreement. The City 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 Apartment Community; provided, however, that on the termination of this Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Apartment Community or any portion thereof shall conclusively be held 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. No breach of any of the provisions of this Agreement shall defeat or render invalid the lien of a mortgage or deed of trust made in good faith and for value encumbering the Property or any interest of the Owner therein. 5.19 Burden and Benefit. The City and the Owner hereby declare their understanding and intent that: (i) the burden of the covenants, reservations, restrictions, and agreements set forth herein touch and concern the Property and the Apartment Community, in that Owner’s legal interest in the Apartment Community is rendered less valuable thereby, (ii) the covenants, reservations, restrictions, and agreements set forth herein directly benefit the Property and the Apartment Community (a) by enhancing and increasing the enjoyment and use of the Apartment Community by certain Very Low Income Households, the intended beneficiaries of such covenants, reservations, restrictions, and agreements, (b) by making possible the obtaining of advantageous financing for the Property and the Apartment Community, and (c) by furthering the public purposes advanced by the City, and (iii) the covenants, reservations, restrictions and agreements set forth herein shall run with the Property and shall be binding for the benefit of and enforceable by the City and its successors and assigns for the entire Term of this Agreement. 5.20 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 5.21 Amendments. This Agreement may be amended only by the written agreement of the City and the Owner. Page 370 of 855 -14- P6401-0001\2940764v2.doc WHEREFORE, the undersigned has executed this Agreement as of the date first-above written. OWNER: _____________________________ CITY: CITY OF PALM DESERT By: ________________________ Print Name: ___________________ Title: ________________________ Page 371 of 855 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 372 of 855 P6401-0001\2940764v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 373 of 855 P6401-0001\2940764v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 374 of 855 EXHIBIT “A” LEGAL DESCRIPTION OF THE PROPERTY Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: Page 375 of 855 EXHIBIT “B” HOUSEHOLD INCOME CERTIFICATION (Attached) Page 376 of 855 B-20- P6401-0001\2940764v2.doc Page 377 of 855 B-21- P6401-0001\2940764v2.doc Page 378 of 855 B-22- P6401-0001\2940764v2.doc Page 379 of 855 EXHIBIT “C” CERTIFICATE OF CONTINUING COMPLIANCE (Attached) Page 380 of 855 C- P6401-0001\2940764v2.doc Page 381 of 855 C- P6401-0001\2940764v2.doc Page 382 of 855 C- P6401-0001\2940764v2.doc Page 383 of 855 C- P6401-0001\2940764v2.doc Page 384 of 855 Exhibit D-1 Form of Density Bonus Agreement for Phase II RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: _________________ SPACE ABOVE THIS LINE FOR RECORDER’S USE ONLY This Document is recorded for the benefit of the City of Palm Desert and is exempt from recording fees pursuant to Sections 6103, 27383 and 27388.1 of the California Government Code. HOUSING AGREEMENT (Density Bonus Agreement; Phase II) by and between the CITY OF PALM DESERT, and __________________________ DATED AS OF _________ ____, 202__ Page 385 of 855 HOUSING AGREEMENT THIS HOUSING AGREEMENT (the “Agreement”) is dated as of ______________ ___, 202__, and is by and between the CITY OF PALM DESERT, a municipal corporation (the “City”), and ____________________________ (the “Owner”). City and Owner are sometimes referred to herein individually as a “Party” and collectively as “Parties”. RECITALS This Agreement is predicated upon the following facts: A. The Owner is the owner of the land described in “Exhibit A” attached hereto (the “Property”). B. The City, the Palm Desert Housing Authority (“Authority”) and Owner have entered into that certain Amended and Restated Disposition, Development and Loan Agreement dated in April, 2024 (“DDLA”), pursuant to which the City conveyed the Property to the Owner for the development described in the DDLA (“Development” or “Apartment Community”) and the Authority made a loan to Owner for the purchase price of the Property and for construction costs (“Authority Loan”). Capitalized terms used but not defined herein shall have the meaning set forth in the DDLA. C. Pursuant to the DDLA, the Owner executed a Promissory Note in favor of Authority and a deed of trust in favor of Authority securing such Promissory Note and the Authority is obligated to make disbursements of loan proceeds subject to and in accordance with the DDLA. D. Additionally, Owner has applied for and obtained a density bonus from the City for the Development which permits greater density and less parking that would otherwise be required, and in exchange, City also requires that the apartment units be so restricted of record, and that such restrictions not be subordinate or subordinated to any deeds of trust or other consensual liens. E. This Agreement is that density bonus restrictions agreement. NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and the Owner hereby agree as follows: ARTICLE 1. DEFINITIONS AND INTERPRETATION. 1.1 Definitions. Capitalized terms used herein shall have the following meanings unless the context in which they are used clearly requires otherwise. “Affordable Units” shall mean twelve (12) of the units in the Apartment Community available to and occupied by, or held vacant for occupancy only by, Very Low Income Households Page 386 of 855 -3- P6401-0001\2940773v2.doc and rented at an Affordable Rent. The Affordable Units will include the number of bedrooms shown on the following table: Bedroom Size Very Low Income Household Units One 2 Two 7 Three 3 Total: 12 “Affordable Rent” shall mean rent for an Affordable Unit, including a Reasonable Utility Allowance, determined pursuant to California Health and Safety Code Section 50053(b) and the state regulations adopted by the California Department of Housing and Community Development (“HCD”) pursuant thereto, as amended from time to time, based upon the AMI adjusted for a Household Size Appropriate to the Affordable Unit. More specifically, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty percent (50%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve. “AMI” shall mean the area median income for Riverside County as published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50052.5, or successor statute, as adjusted for family size in accordance with the state regulations adopted pursuant to California Health and Safety Code Section 50052.5. “Household Size Appropriate to the Affordable Unit” in the absence of pertinent federal statutes or regulations applicable to the Apartment Community, shall have the meaning set forth in California Health and Safety Code Section 50052.5(h), as amended from time to time. “Reasonable Utility Allowance” shall mean a utility allowance for utilities paid by a tenant (not including telephone, internet or cable service) utilizing the utility allowance schedule published annually by the Housing Authority of the County of Riverside. “Required Covenant Period” shall mean the period commencing on the date all units in the Apartment Community have been completed as evidenced by the City’s issuance of a final Certificate of Occupancy for the Apartment Community, and ending as of the fifty-fifth (55th) anniversary thereof. “Very Low Income Household” shall mean persons and families who meet the fifty percent (50%) or less of AMI income qualification limits set forth in California Health and Safety Code Section 50105 and Title 25 of the California Code of Regulations, including Section 6910, as such statute and regulations are amended from time to time. 1.2 Rules of Construction. Page 387 of 855 -4- P6401-0001\2940773v2.doc 1.2.1 The singular form of any word used herein, including the terms defined herein shall include the plural and vice versa. The use herein of a word of any gender shall include correlative words of all genders. 1.2.2 Unless otherwise specified, references to articles, sections, and other subdivisions of this Agreement are to the designated articles, sections, and other subdivisions of this Agreement as originally executed. The words “hereof,” “herein,” “hereunder,” and words of similar import shall refer to this Agreement as a whole. 1.2.3 All of the terms and provisions hereof shall be construed to effectuate the purposes set forth in this Agreement and to sustain the validity hereof. 1.2.4 Headings or titles of the several articles and sections hereof and the table of contents appended to copies hereof shall be solely for convenience of reference and shall not affect the meaning, construction, or effect of the provisions hereof. ARTICLE 2. ONGOING APARTMENT COMMUNITY OBLIGATIONS. 2.1 Apartment Community and Affordable Units. The Owner shall develop and construct the Apartment Community on the Property in conformity with the DDLA. Thereafter, during the Required Covenant Period, the Owner agrees that not less than twelve (12) units in the Apartment Community shall be Affordable Units under this Agreement, meaning that such units shall be continually available to and occupied by, or held vacant for occupancy only by, Very Low Income Households. All of the rental units in the Apartment Community shall be similarly constructed and all of the Affordable Units shall be generally constructed at the same time as those units which are available to other tenants, and distributed in terms of location throughout the Apartment Community. The Affordable Units shall be of comparable quality to those rental units in the Apartment Community which are available to other tenants. The Owner agrees that, to the extent commercially reasonable, Affordable Units will not be underutilized. No persons shall be permitted to occupy any Affordable Unit in excess of applicable limit of maximum occupancy set by the City’s Municipal Code and the laws of the State of California. 2.2 Residential Rental Property. The Owner covenants to operate the Apartment Community as residential rental property. During the Required Covenant Period, the Affordable Units will be held and used for the purpose of providing residential living, and the Owner shall own, manage and operate, or cause the management and operation of, the Apartment Community to provide such affordable rental housing. All of the rental units in the Apartment Community with the exception of one (1) manager unit will be available for rental on a continuous basis to members of the general public and the Owner will not give preference to any particular class or group in renting the units in the Apartment Community, except as required under this Agreement. The Owner shall not convert any Affordable Unit(s) to condominiums or cooperative ownership or sell condominium or cooperative conversion rights to any Affordable Unit(s) during the term of this Agreement. 2.3 Very Low Income Households. Page 388 of 855 -5- P6401-0001\2940773v2.doc 2.3.1 Income Qualification; Initial Certification. Subject to the applicable provisions hereof, throughout the Required Covenant Period, the Affordable Units restricted by this Agreement will be exclusively occupied by, or available for occupancy only by Very Low Income Households on a continuous basis. Prior to the rental or lease of an Affordable Unit and in accordance with Section 2.6 hereof, the Owner will obtain and maintain on file a Household Income Certification (“Income Certification”) substantially in the form attached hereto as Exhibit “B” and incorporated herein by this reference for each Very Low Income Household, and shall provide copies of same to the City at such times as the City may, from time to time, reasonably require. In addition, the Owner will provide such further information as may reasonably be required in the future by the City. The Income Certification shall be dated immediately prior to the applicable household’s initial occupancy of an Affordable Unit. The Owner shall make a good faith effort to verify that the income provided by an applicant in an Income Certification is accurate by taking any one or more of the following steps as part of the verification process for all household members over the age of eighteen (18) as appropriate: (i) Obtain two (2) pay stubs for the two (2) most recent pay periods; • Obtain a true copy of an income tax return for the most recent tax year in which a return was filed; (ii) Obtain an income verification form from the household member’s current employer; (iii) Obtain an income verification form from the Social Security Administration and/or the State Department of Social Services, or its equivalent, if the household member receives assistance from either of those agencies; (iv) If the household member is unemployed and has no tax return, obtain another form of independent verification; or (v) Obtain such other documentation as may be reasonably acceptable pursuant to Title 25 of the California Code of Regulations, as amended from time to time, to verify income. 2.3.2 Certificate of Continuing Program Compliance; Annual Report. Throughout the Required Covenant Period, the Owner will prepare and submit to the City, at such periodic frequency as the City might reasonably require, but not more than once annually, a Certificate of Continuing Compliance in substantially the form attached hereto as Exhibit “C” and incorporated herein by this reference, and executed by the Owner. The Owner will also prepare and submit to the City on or before each anniversary date of the commencement of the Required Covenant Period, and for the preceding calendar year, a report in form and substance reasonably satisfactory to the City summarizing the vacancy rate of the Apartment Community, including the number of Affordable Units held vacant for occupancy by Very Low Income Households for such calendar year. 2.4 Affordable Rent. Throughout the Required Covenant Period, an Affordable Rent shall be charged to the Very Low Income Household occupants of Affordable Units, as more specifically described above. Page 389 of 855 -6- P6401-0001\2940773v2.doc 2.5 Rent Increases. Rents for Affordable Units may be increased not more than once per year and twelve (12) months must have elapsed since the date of the tenant’s initial occupancy or the last rent increase. The rents charged following such an increase, or upon a vacancy and new occupancy by a Very Low Income Household shall not exceed an Affordable Rent. The Owner shall, consistent with applicable law, give proper written notice to tenants of all rent increases, and upon written request, provide the City with reasonable detail concerning the amount of and rationale for such rent increases. 2.6 Income Recertification of Affordable Units. Annually, on the anniversary date of occupancy of an Affordable Unit by a Very Income Household, the Owner shall obtain and maintain on file an annual income certification, in form and substance reasonably satisfactory to the City, from each household occupying an Affordable Unit, based upon the current income of each household member over the age of eighteen (18). The Owner shall make a good faith effort to verify that the income provided by the household is accurate in accordance with Section 2.3.1, above. 2.6.1 A rental unit occupied by a household that qualifies as a Very Low Income Household at the time the household first occupies an Affordable Unit shall be deemed to continue to be so occupied until a recertification of such household’s income demonstrates that such household no longer qualifies as a Very Low Income Household. At such time as a household ceases to qualify as a Very Low Income Household based on income recertification, the Owner shall designate the next available unit (one that is not occupied by a tenant) with the same number of bedrooms as the occupied Affordable Unit and it shall be leased to a Very Low Income Household, so that the number of Affordable Units occupied by or reserved for occupancy by Very Low Income Households will remain constant. For purposes of this Agreement, such designated unit will be considered an Affordable Unit if it is held vacant and available solely for occupancy by a Very Low Income Household and, upon occupancy, the income eligibility of the household as a Very Low Income Household is verified and the unit is rented at Affordable Rent. 2.7 Lease or Occupancy Agreement. Prior to the rental or lease of an Affordable Unit to a Very Low Income Household, the Owner shall require the tenant to execute a written lease or occupancy agreement. The Owner shall maintain on file throughout the Required Covenant Period and for a four (4) year period thereafter, the executed lease or occupancy agreement of each tenant occupying an Affordable Unit. The form of lease or occupancy agreement used by the Owner for the lease or rental of Affordable Units shall be that which is reasonable and customary in residential leasing. In addition, each lease or occupancy agreement for an Affordable Unit shall (i) provide that the tenants of such Affordable Unit shall be subject to annual recertification of income and subject to rental increases in accordance with Sections 2.5 and 2.6 of this Agreement, and (ii) contain a provision to the effect that the Owner has relied on the income certification and supporting information supplied by the tenant in determining qualification for occupancy of the Affordable Unit, and that any material misstatement in such certification (whether or not intentional) may be cause for immediate termination of such lease or occupancy agreement. 2.7.1 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. Page 390 of 855 -7- P6401-0001\2940773v2.doc 2.7.2 The covenants established herein shall, without regard to technical classification and designation, be binding for the benefit and in favor of the City, and its successors and assigns, and shall burden and run with the Property. 2.7.3  The City is deemed to be the beneficiary of the terms and provisions of the covenants herein, both for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, for whose benefit these covenants running with the land have been provided. 2.8 Security Deposits. The Owner may require security deposits on Affordable Units in amounts which are consistent with applicable law. 2.9 Additional Information; Books and Records. The Owner shall provide any additional information concerning the Affordable Units reasonably requested by the City. The Owner will maintain complete and accurate records pertaining to the Affordable Units throughout the Covenant Period and for a four (4) year period thereafter. The City shall have the right upon written notice of no less than two (2) business days to the Owner, at any time during normal business hours of 9:00 am to 5:00 pm, to examine of all books, records or other documents maintained by the Owner or by any of the Owner’s agents which pertain to any Affordable Unit, including all executed leases or occupancy agreements and all Income Certifications, and obtain copies of any requested executed leases, occupancy agreements and Income Certifications within ten (10) business days following such examination and the City’s written request. 2.10 Specific Performance. The Owner hereby agrees that specific enforcement of the Owner’s agreement to comply with the allowable rent and occupancy restrictions and covenants contained herein is one of the reasons and consideration for the City having granted a density bonus and that, in the event of the Owner’s breach of such requirements, potential monetary damages to the City, as well as to existing and prospective Very Low Income Households, would be difficult, if not impossible, to evaluate and quantify. Therefore, in addition to any other relief to which the City may be entitled as a consequence of the breach hereof, the Owner agrees to the imposition of the remedy of specific performance against it in the case of any event of default by the Owner in complying with any provision of this Agreement beyond any applicable notice and cure period. 2.11 Audit. The City shall have the right to perform an audit of the Apartment Community to determine compliance with the provisions of this Agreement. Such audit shall not be undertaken more often than once each calendar year. All costs and expenses associated with the audit shall be paid by the Owner. 2.12 Management. The Owner and/or the management agent (if not the Owner) shall operate the Apartment Community in a manner that will provide decent, safe and sanitary residential facilities to the occupants thereof, and will comply with provisions of this Agreement. Upon the written request of the City, the Owner shall cooperate with the City in the periodic review (but not more than once each calendar year) of the management practices and financial status of the Affordable Units. The purpose of each periodic review will be to enable the City to determine if the Affordable Units are being operated and managed in accordance with the requirements and standards of this Agreement. Results of such City review shall be provided to the Owner, and the Page 391 of 855 -8- P6401-0001\2940773v2.doc City shall have the authority to require the Owner to make modifications that are reasonably necessary to ensure the objectives of this Agreement are met. 2.13 Binding for Term. It is intended by the Parties that except as may be otherwise expressly provided herein, the provisions of this Agreement shall apply to the Apartment Community throughout the entire term hereof, as established in Section 3.1 below. ARTICLE 3. TERM AND RECORDATION. 3.1 Term of Agreement. This Agreement shall remain in full force and effect for the Required Covenant Period, unless the Owner and the City agree, in writing, to terminate this Agreement prior to the expiration of the Required Covenant Period. Unless terminated earlier pursuant to the prior sentence of this Section 3.1, or Section 3.3 below, the Parties intend that the provisions and effect of this Agreement and specifically of Article 2 hereof, shall remain in full force and effect for the entire Required Covenant Period. 3.2 Agreement to Record. The Owner represents, warrants, and covenants that this Agreement will be recorded in the real property records of Riverside County. 3.2 Suspension of Restrictions. Notwithstanding the generality of the foregoing provisions of this Article 3 or any other provisions hereof, this Agreement and all of the terms and restrictions contained herein shall be suspended for any period of involuntary noncompliance as a result of unforeseen events such as fire or act of God which leaves the entire Apartment Community uninhabitable (and the proceeds of insurance available to the Owner as a result thereof are insufficient to reconstruct the Apartment Community), or a change in a federal or state law or an action by the federal government, the State or a court of competent jurisdiction, after the date of recordation hereof, that prevents the City from enforcing the provisions of this Agreement, or a condemnation or a similar event. ARTICLE 4. DEFAULT; REMEDIES. 4.1 An Event of Default. Each of the following shall constitute an “Event of Default” by the Owner under this Agreement: 4.1.1 Failure by the Owner to duly perform, comply with and observe any of the conditions, terms, or covenants of any agreement with the City concerning the Apartment Community, or of this Agreement, if such failure remains uncured thirty (30) days after written notice of such failure from the City to the Owner in the manner provided herein or, with respect to a default that cannot be cured within thirty (30) days, if the Owner fails to commence such cure within such thirty (30) day period or thereafter fails to diligently and continuously proceed with such cure to completion. However, if a different period or notice requirement is specified under any other section of this Agreement, then the specific provision shall control. 4.1.2 Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted by the Owner to the City proves to have been incorrect in any material respect when made. Page 392 of 855 -9- P6401-0001\2940773v2.doc 4.1.3 A court having jurisdiction shall have made or rendered a decree or order: (i) adjudging the Owner to be bankrupt or insolvent; (ii) approving as properly filed a petition seeking reorganization of the Owner or seeking any arrangement on behalf of the Owner under the bankruptcy laws or any other applicable debtor’s relief law or statute of the United States or of any state or other jurisdiction; (iii) appointing a receiver, trustee, liquidator, or assignee of the Owner in bankruptcy or insolvency or for any of its properties; or (iv) directing the winding up or liquidation of the Owner, providing, however, that any such decree or order described in any of the foregoing subsections shall have continued unstayed or undischarged for a period of ninety (90) days. 4.1.4 The Owner shall have assigned its assets for the benefit of its creditors or suffered a sequestration or attachment or execution on any substantial part of its property, unless the property so assigned, sequestered, attached, or executed upon shall have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure hereunder) or prior to sale pursuant to such sequestration, attachment, or execution. If the Owner is diligently working to obtain a return or release of the property and the City’s interests hereunder are not imminently threatened in its reasonable business judgment, then the City shall not declare a default under this subsection. 4.1.5 The Owner shall have voluntarily suspended its business or dissolved. 4.1.6 The seizure or appropriation of all or, in the reasonable opinion of the City, a substantial part of the Apartment Community, except for condemnation initiated by the City or any governmental agency or authority. 4.1.7 There should occur any default declared by any lender under any loan document or deed of trust relating to any loan made in connection with the Apartment Community, which loan is secured by a deed of trust or other instrument affecting the Apartment Community, and such default remains uncured following the expiration of any applicable cure period. 4.2 City’s Option to Lease. [INTENTIONALLY OMITTED} 4.3 City Remedies. The City shall have the right to mandamus or other suit, action or proceeding at law or in equity to require the Owner to perform its obligations and covenants under this Agreement or to enjoin acts or things which may be unlawful or in violation of the provisions hereof, provided that in any such case the City has first provided the required notice of any alleged default and the Owner has had the requisite opportunity to cure pursuant to Section 4.1.1, above. 4.4 Action at Law; No Remedy Exclusive. The City may take whatever action at law or in equity as may be necessary to enforce performance and observance of any obligation, agreement or covenant of the Owner under this Agreement. No remedy herein conferred upon or reserved by the City is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of such right or power, but any such right or power may be exercised from time to time and as often as the City may deem expedient. In order to entitle the City to Page 393 of 855 -10- P6401-0001\2940773v2.doc exercise any remedy reserved to it in this Agreement, it shall not be necessary to give any notice, other than such notice as may be herein otherwise expressly required or required by law to be given. ARTICLE 5. GENERAL PROVISIONS. 5.1 Limitations on Recourse. Notwithstanding anything to the contrary contained in this Agreement, except in the event of fraud, waste, or illegal acts, or with regard to any indemnity obligations imposed upon the Owner under the terms of this Agreement, (i) no partner, member, officer or director, as applicable, of the Owner (each, an “Owner Affiliate”) shall have any direct, indirect or derivative personal liability for the obligations of the Owner under this Agreement, and (ii) the City shall not exercise any rights or institute any action against any Owner Affiliate directly, indirectly or derivatively for the payment of any sum of money that is or may become payable hereunder. 5.2 Maintenance, Repair, Alterations. The Owner shall maintain and preserve the Apartment Community in good condition and repair in accordance with the Ground Lease, and shall otherwise comply with the Ground Lease and all laws, ordinances, rules, regulations, covenants, conditions, restrictions, and orders of any governmental authority now or hereafter affecting the conduct or operation of the Apartment Community or any part thereof or requiring any alteration or improvement to be made thereon. The Owner shall not commit, suffer, or permit any act to be done in, upon, or to the Apartment Community or any part thereof in violation of any such laws, ordinances, rules, regulations, or orders. The Owner hereby agrees that the City may conduct from time to time through representatives, upon reasonable notice of no less than twenty-four (24) hours, on-site inspections and observation of: (i) the maintenance and repair of the Apartment Community, including a review of all maintenance and repair programs and practices and all reports and records pertaining thereto, including records of expenditures relating thereto; and (ii) such other facilities, practices, and records of the Owner relating to the Affordable Units as the City reasonably deems to be necessary or appropriate in order to monitor the Owner’s compliance with the provisions of this Agreement. 5.3 Notices. All notices (other than telephone notices), certificates or other communications (other than telephone communications) required or permitted hereunder shall be sufficiently given and should be deemed given when sent by certified mail, postage prepaid, or twenty-four (24) hours following delivery of such notice to Federal Express or similar commercial carrier for next business day or overnight delivery, addressed as follows: If to the City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: Housing Division If to the Owner: Page 394 of 855 -11- P6401-0001\2940773v2.doc _________________________ 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President 5.4 Relationship of Parties. Nothing contained in this Agreement shall be interpreted or understood by any of the Parties, or by any third persons, as creating the relationship of employer and employee, principal and agent, limited or general partnership, or joint venture between the City and the Owner or the Owner’s agents, employees or contractors, and the Owner shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which it or its agents, or both, perform the services required of it by the terms of this Agreement for the operation of the Apartment Community. The Owner has and hereby retains the right to exercise full control of employment, direction, compensation and discharge of all persons assisting in the performance of services hereunder. In regards to the on-site operation of the Apartment Community, the Owner shall be solely responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding and all other laws and regulations governing such matters. The Owner agrees to be solely responsible for its own acts and those of its agents and employees. 5.5 No Claims. Nothing contained in this Agreement shall create or justify any claim against the City by any person the Owner may have employed or with whom the Owner may have contracted relative to the purchase of materials, supplies or equipment, or the furnishing or the performance of any work or services with respect to the operation of the Affordable Units. 5.6 Conflict of Interests. No member, official or employee of the City shall make any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No officer or employee of the Owner shall acquire any interest in conflict with or inimical to the interests of the City. 5.7 Non-Liability of City Officials, Employees and Agents. No member, official, employee or agent of the City shall be personally liable to the Owner, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Owner or successor in connection with this Agreement or on any obligation of the City under the terms of this Agreement. 5.8 Unavoidable Delay; Extension of Time of Performance. In addition to specific provisions of this Agreement, performance by either Party hereunder that relates to a construction obligation shall not be deemed to be in default where it is due to an “Unavoidable Delay.” “Unavoidable Delay” means a delay due to the elements (including unseasonable weather), fire, earthquakes or other acts of God, strikes, pandemics, labor disputes, lockouts, shortages of construction materials experienced generally in the construction industry in the local area, acts of the public enemy, riots, insurrections or governmental regulation of the sale or transportation of materials, supply or labor; provided, however, that to the extent a delay is caused by any other reason that the Owner reasonably believes is beyond its control, the Owner may request, on a case-by-case basis, that the City excuse any such delay as an Unavoidable Delay and the City shall make its determination as to whether such delay constitutes an Unavoidable Delay using its reasonable judgment. Page 395 of 855 -12- P6401-0001\2940773v2.doc 5.9 Indemnity. The Owner shall indemnify, defend and hold harmless the City and all officials, employees and agents of City (with counsel reasonably satisfactory to the City) against any costs, liabilities, damages or judgments arising from claims or litigation of any nature whatsoever brought by third parties and directly or indirectly arising from the Owner’s ownership or operation of the Apartment Community, or the Owner’s performance of its obligations under this Agreement, and in the event of settlement, compromise or judgment hold the City free and harmless therefrom. Notwithstanding the foregoing, the indemnity provisions contained in this Section 5.9 shall not apply with respect to any costs, liabilities, damages or judgments arising directly or indirectly from the City’s rental of units within the Apartment Community as described in Section 4.2 hereof. The provisions of this Section 5.9 shall survive the term of this Agreement. 5.10 Rights and Remedies Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise or failure to exercise one or more of such rights or remedies by either Party shall not preclude the exercise by it, at the same time or different times, of any right or remedy for the same default or any other default by the other Party. No waiver of any default or breach by the Owner hereunder shall be implied from any omission by the City to take action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default specified in the waiver, and such wavier shall be operative only for the time and to the extent therein stated. Waivers of any covenant, term, or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition. The consent or approval by the City to or of any act by the Owner requiring further consent or approval shall not be deemed to waive or render unnecessary the consent or approval to or of any subsequent similar act. The exercise of any right, power, or remedy shall in no event constitute a cure or a waiver of any default under this Agreement, nor shall it invalidate any act done pursuant to notice of default, or prejudice the City in the exercise of any right, power, or remedy hereunder or under any agreements ancillary or related hereto. 5.11 Applicable Law. This Agreement shall be interpreted under and pursuant to the laws of the State of California. 5.12 Severability. If any term, provision, covenant or condition of this Agreement is held in a final disposition by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. 5.13 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, the Party prevailing in any such action shall be entitled to recover against the Party not prevailing all reasonable attorneys’ fees and costs incurred in such action (including all legal fees incurred in any appeal or in any action to enforce any resulting judgment), as awarded by a court of competent jurisdiction. 5.14 Binding Upon Successors. This Agreement shall be binding upon and inure to the benefit of the permitted heirs, administrators, executors, successors in interest and assigns of each of the Parties. Any reference in this Agreement to a specifically named Party shall be deemed to apply to any successor, heir, administrator, executor or assign of such Party who has acquired an interest in compliance with the terms hereof or under law. Page 396 of 855 -13- P6401-0001\2940773v2.doc 5.15 Time of the Essence. In all matters under this Agreement, time is of the essence. 5.16 Approvals by the City. Any approvals required under this Agreement shall be made by the City Manager or his or her designee, and shall not be unreasonably withheld, conditioned, delayed or made, except where it is specifically provided herein that another standard applies, in which case the specified standard shall apply. 5.17 Complete Understanding of the Parties. This Agreement and the attached Exhibits constitute the entire understanding and agreement of the Parties with respect to the matters described herein. 5.18 Covenants to Run With the Land. The Owner hereby subjects the Apartment Community to the covenants, reservations, and restrictions set forth in this Agreement. The City 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 Apartment Community; provided, however, that on the termination of this Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Apartment Community or any portion thereof shall conclusively be held 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. No breach of any of the provisions of this Agreement shall defeat or render invalid the lien of a mortgage or deed of trust made in good faith and for value encumbering the Property or any interest of the Owner therein. 5.19 Burden and Benefit. The City and the Owner hereby declare their understanding and intent that: (i) the burden of the covenants, reservations, restrictions, and agreements set forth herein touch and concern the Property and the Apartment Community, in that Owner’s legal interest in the Apartment Community is rendered less valuable thereby, (ii) the covenants, reservations, restrictions, and agreements set forth herein directly benefit the Property and the Apartment Community (a) by enhancing and increasing the enjoyment and use of the Apartment Community by certain Very Low Income Households, the intended beneficiaries of such covenants, reservations, restrictions, and agreements, (b) by making possible the obtaining of advantageous financing for the Property and the Apartment Community, and (c) by furthering the public purposes advanced by the City, and (iii) the covenants, reservations, restrictions and agreements set forth herein shall run with the Property and shall be binding for the benefit of and enforceable by the City and its successors and assigns for the entire Term of this Agreement. 5.20 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 5.21 Amendments. This Agreement may be amended only by the written agreement of the City and the Owner. WHEREFORE, the undersigned has executed this Agreement as of the date first-above written. Page 397 of 855 -14- P6401-0001\2940773v2.doc OWNER: _____________________________ CITY: CITY OF PALM DESERT By: ________________________ Print Name: ___________________ Title: ________________________ Page 398 of 855 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 399 of 855 -16- P6401-0001\2940773v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 400 of 855 -17- P6401-0001\2940773v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 401 of 855 EXHIBIT “A” LEGAL DESCRIPTION OF THE PROPERTY Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: Page 402 of 855 EXHIBIT “B” HOUSEHOLD INCOME CERTIFICATION (Attached) Page 403 of 855 -20- P6401-0001\2940773v2.doc Page 404 of 855 -21- P6401-0001\2940773v2.doc Page 405 of 855 -22- P6401-0001\2940773v2.doc Page 406 of 855 -23- P6401-0001\2940773v2.doc EXHIBIT “C” CERTIFICATE OF CONTINUING COMPLIANCE (Attached) Page 407 of 855 -24- P6401-0001\2940773v2.doc Page 408 of 855 -25- P6401-0001\2940773v2.doc Page 409 of 855 -26- P6401-0001\2940773v2.doc Page 410 of 855 -27- P6401-0001\2940773v2.doc Page 411 of 855 EXHIBIT E FORM OF PROMISSORY NOTE SECURED PROMISSORY NOTE , 202___ Palm Desert, California $ .00 FOR VALUE RECEIVED, the undersigned, _________________________ (“Maker” or “Developer”), having its principal place of business at 100 Pacifica, Suite 203, Irvine, CA 92618 promises to pay to the order of the PALM DESERT HOUSING AUTHORITY (“Payee”), at 73- 510 Fred Waring Drive, Palm Desert, CA 92260, Attn: _____________________, or at such other place as the holder of this Note from time to time may designate in writing, the principal sum of $______________________ (the “Principal Amount”), together with interest on the unpaid principal amount disbursed under this promissory note (“Note”) from time to time outstanding at the “Applicable Interest Rate,” as defined below, in lawful money of the United States of America. This Note is being delivered, and the loans evidenced hereby are being made, pursuant to the terms of an Amended and Restated Disposition, Development and Loan Agreement between Developer and Payee dated in April, 2024 (“DDLA”). All capitalized terms used herein which are not separately defined herein shall have the meanings set forth therefor in the DDLA. As of the date of this Note, $__________________ of principal has been disbursed to the City of Palm Desert as a purchase money loan to Maker for its acquisition from the City of the property encumbered by the deed of trust securing this Note (the “Property”). [FOR PHASE II NOTE ONLY:][The remainder of the Principal Amount shall be disbursed as a construction loan as described in Section 5.6 of the DDLA.] “Applicable Interest Rate” means three percent (3%) per annum, simple interest, accruing on all principal sums disbursed and outstanding, except that amounts not paid when due shall accrue interest from the date due until the date paid at the lesser of: (i) ten percent (10%) per annum, simple interest, or (ii) the maximum rate permitted by applicable law. 1. Payments. Payments under this Note shall be due and payable as follows: ____ percent of Residual Receipts, as defined in the DDLA, from the Development on the Property for each calendar year shall be paid to Payee on an annual basis on the first June 1st after the issuance of a final certificate of occupancy for such Development , and each June 1st thereafter (with respect to the Residual Receipts for the preceding calendar year, until all outstanding principal and accrued interest under this Note has been paid in full. Payments shall first be applied to accrued interest, then to remaining outstanding principal. In addition, the entire amount of outstanding principal and accrued interest and any additional amounts which become owing hereunder shall be paid by Maker to Payee as of the earliest of: (i) an Event of Default by Maker under the DDLA (including, without limitation, an uncured default under the Housing Agreement for the Property, any uncured default under any other loan provided by Maker to Payee or any affiliate of Payee, and any uncured default under any other Housing Agreement following the expiration of any applicable cure period Page 412 of 855 E-48 P6401-0001\2940216v1.doc executed by Payee or any affiliate of Payee in connection with the remainder of the Property described in the DDLA); (ii) as provided in Section 4 below; or (iii) fifty-five (55) years after the date a final certificate of occupancy is issued for the Development (the “Maturity Date”). 2. Secured by Deed of Trust. Repayment of this Note is secured by a deed of trust (the “Deed of Trust”) executed by Maker for the benefit of Payee encumbering the Property described in the Deed of Trust on which a portion of the Development described in the DDLA is to be developed/constructed. 3. Prepayment. Maker shall have the right to prepay amounts owing under this Note at any time, without premium. 4. Due on Sale or Encumbrance. In the event of any transfer of the Property, or any portion thereof or interest therein, not permitted by the DDLA or approved in writing by Payee, Payee shall have the absolute right at its option, without prior demand or notice, to declare all sums secured hereby immediately due and payable. Failure of Payee to exercise the option to declare all sums secured hereby immediately due and payable upon a Transfer will not constitute waiver of the right to exercise this option in the event of any subsequent Transfer. 5. Miscellaneous. (a) Governing Law. All questions with respect to the construction of this Note and the rights and liabilities of the parties to this Note shall be governed by the laws of the State of California. (b) Attorneys’ Fees. (i) Maker shall reimburse Payee for all reasonable attorneys’ fees, costs and expenses, incurred by Payee in connection with the enforcement of Payee’s rights under this Note, including, without limitation, reasonable attorneys’ fees, costs and expenses for trial, appellate proceedings, out-of-court negotiations, workouts and settlements or for enforcement of rights under any state or federal statute, including, without limitation, reasonable attorneys’ fees, costs and expenses incurred to protect Payee’s security and attorneys’ fees, costs and expenses incurred in bankruptcy and insolvency proceedings such as (but not limited to) seeking relief from stay in a bankruptcy proceeding. The term “expenses” means any expenses incurred by Payee in connection with any of the out-of-court, or state, federal or bankruptcy proceedings referred to above, including, without limitation, the fees and expenses of any appraisers, consultants and expert witnesses retained or consulted by Payee in connection with any such proceeding. (ii) Payee shall also be entitled to its attorneys’ fees, costs and expenses incurred in any post-judgment proceedings to collect and enforce the judgment. This provision is separate and several and shall survive the merger of this Note into any judgment on this Note. (c) Entire Agreement. This Note, the DDLA, the Deed of Trust and the Housing Agreement required by the DDLA, Density Bonus Agreement, and the other documents described in the DDLA constitute the entire agreement and understanding between and among the parties in respect of the subject matter of such agreements and supersede all prior agreements and understandings with respect to such subject matter, whether oral or written. Page 413 of 855 E-49 P6401-0001\2940216v1.doc (d) Time of the Essence. Time is of the essence with respect to every provision hereof. (e) Waivers by Maker. Maker waives: presentment; demand; notice of dishonor; notice of default or delinquency; notice of acceleration; notice of protest and nonpayment; notice of costs, expenses or losses and interest thereon; and diligence in taking any action to collect any sums arising under this Note or in any proceeding against any of the rights or interests in or to properties securing payment of this Note. (f) Non-waivers. No previous waiver and no failure or delay by Maker in acting with respect to the terms of this Note, the DDLA the Deed of Trust or any Housing Agreement, shall constitute a waiver of any breach, default, or failure of condition under any of them. A waiver of any term must be made in writing and shall be limited to the express written terms of such waiver. (g) Non-Recourse. Repayment of this Note and all other obligations of Borrower hereunder, under the DDLA, Housing Agreement or Deed of Trust shall be a non- recourse obligation of Borrower, such that the general partner of Maker shall not have any personal obligation to make any payments or perform any other obligations of Maker. (h) Cure by Limited Partner(s). Payee hereby agrees that any cure of any default made or tendered by Maker’s limited partner (whose name and notice address is as set forth below in this Section 5(h)) shall be deemed to be a cure by Maker and shall be accepted or rejected on the same basis as if made or tendered by Maker. Investor Limited Partner Name and Notice Address: ______________________ MAKER: _______________________________ a California limited partnership By: Print Name: Title: Page 414 of 855 EXHIBIT F FORM OF DEED OF TRUST RECORDING REQUESTED BY, AND WHEN RECORDED MAIL TO: Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: _______________ SPACE ABOVE THIS LINE FOR RECORDER'S USE DEED OF TRUST AND ASSIGNMENT OF RENTS THIS DEED OF TRUST AND ASSIGNMENT OF RENTS (this “Deed of Trust”) is dated as of _________, 202__, and is executed by ______________________ (“Trustor”), in favor of FIRST AMERICAN TITLE COMPANY, as “Trustee,” for the benefit of the PALM DESERT HOUSING AUTHORITY (“Beneficiary”). Trustor IRREVOCABLY GRANTS, TRANSFERS AND ASSIGNS TO TRUSTEE IN TRUST, WITH POWER OF SALE, that certain land in the City of Palm Desert, Riverside County, California, described on Exhibit “A” attached hereto; TOGETHER WITH the rents, issues and profits thereof and all leases and rental agreements related thereto, SUBJECT, HOWEVER, to the right, power, and authority hereinafter given to Trustor to collect and apply such rents, issues, and profits; TOGETHER WITH all buildings and improvements of every kind and description now or hereafter erected or placed thereon, and all fixtures, including but not limited to all gas and electric fixtures, engines and machinery, radiators, heaters, furnaces, heating equipment, laundry equipment, steam and hot water boilers, stoves, ranges, elevators and motors, bath tubs, sinks, water closets, basins, pipes, faucets and other plumbing and heating fixtures, mantels, cabinets, refrigerating plant and refrigerators, whether mechanical or otherwise, cooking apparatus and appurtenances, and all shades, awnings, screens, blinds and other furnishings, it being hereby agreed that all such fixtures and furnishings shall to the extent permitted by law be deemed to be permanently affixed to and a part of the realty; TOGETHER WITH all building materials and equipment now or hereafter delivered to the premises and intended to be installed therein; TOGETHER WITH all articles of personal property owned by the Trustor now or hereafter attached to or used in and about the building or buildings now erected or hereafter to be erected on the lands described which are necessary to the complete and comfortable use and occupancy of such building or buildings for the purposes for which they were or are to be erected, including all Page 415 of 855 F-51- P6401-0001\2940216v1.doc other goods and chattels and personal property as are ever used or furnished in operating a building, or the activities conducted therein, similar to the one herein described and referred to, and all renewals or replacements thereof or articles in substitution therefor, whether or not the same are, or shall be attached to the building or buildings in any manner. All of the foregoing, together with the real property, is herein referred to as the “Property.” For the purpose of securing (a) payment of the indebtedness evidenced by that certain promissory note (the “Note”) of substantially even date herewith, in the stated principal sum of $_______________________, executed by Trustor, as maker, in favor of Beneficiary, as payee, and all amendments thereof; and (b) sums owing by Trustor to Beneficiary under this Deed of Trust. (2) That it shall faithfully perform each and every covenant contained in the Note, the Disposition, Development and Loan Agreement (“Loan Agreement”) between Trustor and Beneficiary dated substantially concurrently herewith and the Housing Agreement and other documents described therein. Upon an Event Default under (and as defined in) the Loan Agreement, Beneficiary may accelerate the loan evidenced by the Note, and if not paid, may exercise any and all remedies permitted by law, including foreclosure of this Deed of Trust. (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorneys’ fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed of Trust. (4) To pay at least ten (10) calendar days before delinquency all property taxes and assessments and any other taxes affecting the Property, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on the Property or any part thereof, which appear to be prior or superior hereto (provided, however, that Trustor may dispute in good faith any such tax or assessment after posting bond on same). (5) That should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary, without obligation so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof may: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon the Property for such purposes with written notice to Trustor; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay its reasonable fees. (6) To pay immediately and without demand all sums so expended by Beneficiary hereunder, or under the Maintenance Agreement, in accordance with the terms thereof. (7) The Trustor further covenants that it will not voluntarily create, suffer, or permit to be created against the Property any lien or liens except for deeds of trust securing financing used to pay for construction of the Project, as defined in the Loan Agreement (or securing refinancing of Page 416 of 855 F-52- P6401-0001\2940216v1.doc such construction loans) and further that it will keep and maintain the Property free from the claims of all persons supplying labor or materials which will enter into the construction of any and all buildings now being erected or to be erected on the Property, or will cause the release of or will provide a bond against any such liens within ten (10) days of the attachment of the lien or liens. (8) That any award of damages in connection with any condemnation for public use of or injury to the Property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys it receives in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance. (9) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive its right either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. (10) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Trustee may: reconvey any part of the Property; consent to the making of any map or plat thereof; join in granting any easement thereon; or join in any extension agreement or any agreement subordinating the lien or charge hereof. (11) That upon written request of Beneficiary stating that all sums secured hereby have been paid or forgiven by Beneficiary, and upon surrender of the Note to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the Property then held hereunder. The recitals in such reconveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be described as “the person or persons legally entitled thereto.” (12) That Trustor hereby absolutely and unconditionally assigns and transfers to Beneficiary all the rents, income and profits of the Property encumbered hereby, and hereby give to and confer upon Beneficiary the right, power and authority to collect such rent, income, and profits, and Trustor irrevocably appoints Beneficiary Trustor’s true and lawful attorney at the option of Beneficiary, at any time, to give receipts, releases and satisfactions and to sue, either in the name of Trustor or in the name of Beneficiary, for all income, and apply the same to the indebtedness secured hereby; provided, however, so long as no default by Trustor in the payment of any indebtedness secured hereby shall exist and be continuing beyond any applicable cure period expressly provided therein, then, Trustor shall have the right to collect all rent, income and profits from the Property and to retain, use and enjoy the same. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of the Property or any part thereof, in its own name sue for or otherwise collect such rents, issues and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney’s fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of the Property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. Page 417 of 855 F-53- P6401-0001\2940216v1.doc (13) That upon a Default by Trustor under the Loan Agreement (after all notice and cure periods have elapsed), Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and election to cause to be sold the Property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed of Trust, the Note and all documents evidencing expenditures secured hereby. After the lapse of such time as may then be required by law following the recordation of the notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell the Property at the time and place fixed by it in the notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of the Property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the Property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at the sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of: all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the person or persons legally entitled thereto. (14) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where the Property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title estate, rights, powers and duties. The instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust is recorded and the name and address of the new Trustee. (15) That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the Note, whether or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. (16) If Trustor shall sell, convey, hypothecate, transfer, encumber or alienate the Property, or any part thereof, or any interest therein, or any interest in Trustor is transferred, or Trustor shall be divested of title or any interest in the Property in any manner or way, whether voluntarily or involuntarily, without the prior written consent of the Beneficiary being first had and obtained (if and to the extent such consent is required in the Loan Agreement or if the failure to get such consent would be an Event of Default under the Loan Agreement), or if an Event of Default by Trustor shall occur under the Loan Agreement, then Beneficiary shall have the right, at its option, Page 418 of 855 F-54- P6401-0001\2940216v1.doc to declare any indebtedness or obligations secured hereby, irrespective of the maturity date specified in any note evidencing the same, immediately due and payable. (17) That Trustor shall promptly pay when due the payments of interest, principal, and all other charges accruing under any superior or prior trust deed, mortgage, or other instrument encumbering the Property. Beneficiary shall have the right, but not the obligation, to cure any defaults on any superior or prior deed of trust or promissory note secured thereby and upon curing such default Trustor shall immediately reimburse Beneficiary for all costs and expenses incurred thereby, together with interest thereon at the maximum legal rate permitted to be charged by non- exempt lenders under the State of California, and Trustor’s failure to pay such amount on demand shall be a breach hereof. Trustor’s breach or default of any covenant or condition of any superior or prior trust deed, mortgage or other instrument encumbering the Property shall be a default under this Deed of Trust, whereupon Beneficiary shall have the right to declare all sums under the Note secured hereby immediately due and payable as provided in the Note. (18) The undersigned Trustor requests that a copy of any Notice of Default and of any Notice of Sale hereunder (and any other notices hereunder) be mailed to it at its address for notices in the DDLA. (19) Trustor shall not commit waste with respect to the Property. (20) Any notices, requests or approvals given under this Deed of Trust from one party to another must be in writing and may be personally delivered; or deposited with the United States Postal Service, postage prepaid, for delivery by registered or certified mail, return receipt requested; or sent by next business day delivery service such as FedEx, to the following address: If to Borrower: Palm Desert Palm Villas Partners LP, a California limited partnership 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: If to Beneficiary: Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 Either party may change its address for notice by giving written notice of its change of address to the other party. Notices are considered delivered on the date received if given next business day delivery service and three (3) business days after mailing if sent by United States Postal Service registered or certified mail. If a notice is sent by registered or certified mail and receipt is rejected it shall be considered delivered on the date delivery was attempted by the United States Postal Service. (21) Beneficiary acknowledges that Trustor and the California Tax Credit Allocation Committee have or intend to enter into, or concurrently with the execution and delivery of the Loan Documents are entering into, a Regulatory Agreement (the “TCAC Regulatory Agreement”), which constitutes the extended low-income housing commitment described in Section 42(h)(6)(B) Page 419 of 855 F-55- P6401-0001\2940216v1.doc of the Internal Revenue Code, as amended (the “Code”). Beneficiary acknowledges and agrees that, in the event of a foreclosure of its interest under the Deed of Trust or delivery by the Trustor of a deed in lieu thereof (collectively, a “Foreclosure”), the following rule contained in Section 42(h)(6)(E)(ii) of the Code shall apply: For a period of three (3) years from the date of Foreclosure, with respect to any unit that had been regulated by the TCAC Regulatory Agreement, (i) none of the eligible tenants occupying those units at the time of Foreclosure may be evicted or their tenancy terminated (other than for good cause, including but not limited to, the tenants’ ineligibility pursuant to Section 42 of the Code), (ii) nor may any rent be increased except as otherwise permitted under Section 42 of the Code. TRUSTOR: ______________________________ a California limited partnership By: Name: Title: Page 420 of 855 F-56- P6401-0001\2940216v1.doc State of California ) County of ______ ) On _________________________, before me, , (insert name and title of the officer) Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 421 of 855 EXHIBIT "A" DESCRIPTION OF LAND Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: [LEGAL DESCRIPTION TO BE PROVIDED.] Page 422 of 855 EXHIBIT G-1 FORM OF PHASE I NOTICE OF AFFORDABILITY RESTRICTIONS RECORDING REQUESTED BY, AND WHEN RECORDED MAIL TO: Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: Executive Director SPACE ABOVE THIS LINE FOR RECORDER’S USE FREE RECORDING REQUESTED PURSUANT TO GOVERNMENT CODE §6103 NOTICE OF AFFORDABILITY RESTRICTIONS IMPORTANT NOTICE TO OWNERS, PURCHASERS, TENANTS, LENDERS, BROKERS, ESCROW AND TITLE COMPANIES, AND OTHER PERSONS, REGARDING AFFORDABLE HOUSING RESTRICTIONS ON THE REAL PROPERTY DESCRIBED IN THIS NOTICE: RESTRICTIONS HAVE BEEN RECORDED WITH RESPECT TO THE PROPERTY DESCRIBED BELOW WHICH RESTRICT OCCUPANCY TO EXTREMELY LOW, VERY LOW AND LOW-INCOME HOUSEHOLDS AND THE RENTS WHICH MAY BE CHARGED. THESE RESTRICTIONS MAY LIMIT THE RENTS FOR EACH UNIT TO AN AMOUNT WHICH IS LESS THAN FAIR MARKET RENT. THESE RESTRICTIONS LIMIT THE INCOME OF PERSONS AND HOUSEHOLDS WHO ARE PERMITTED TO RENT AND OCCUPY THE UNITS. This NOTICE OF AFFORDABILITY RESTRICTIONS (the “Notice”), is dated as of ___________, ___, 202__, and is executed by ___________________, a __________________ (“Owner”), whose address is _________________, and by the PALM DESERT HOUSING AUTHORITY (the “PDHA”) in connection with that certain Housing Agreement (LMIHF Agreement, and City Loan Restrictions Agreement) among Owner, the City of Palm Desert and the PDHA dated substantially concurrently herewith and recorded in the Official Records of Riverside County substantially concurrently herewith (the “Housing Agreement”). RECITALS A. Owner owns the land described on Exhibit “A” in the City of Palm Desert, State of California and the improvements thereon (the “Property”), which is [part of] APN _________________ [ADDRESS?] B. Owner, City and PDHA are entering into and recording the Housing Agreement substantially concurrently herewith, which relates to and encumbers the Property. A. Capitalized terms used herein but not defined shall have the meaning set forth in the Housing Agreement. Page 423 of 855 G-1-59- P6401-0001\2940216v1.doc TERMS OF NOTICE 1. Requirement for Recorded Notice. This Notice is being executed and recorded pursuant to California Health and Safety Code Section 33334.3(f)(3)(B). 2. Housing Agreement (Regulatory Agreement). This Notice is being recorded substantially concurrently with the recordation of the Housing Agreement, which is incorporated herein by reference. 3. General Recitation of Affordability Restrictions; Term. The Housing Agreement restricts the occupancy of 120 rental units on the Property to occupancy by extremely low, very low and low-income households as their principal residence at an affordable rent (as more particularly described in and required by the Housing Agreement), and in compliance with California Health & Safety Code Sections 50052.5, 50053, 50079.5, 50106 and Title 25 of the California Code of Regulations Section 6910, et. seq., for a term commencing on the date thereof and continuing until fifty-five (55) years after issuance of a Certificate of Occupancy by the City of Palm Desert for the improvements required to be made by Owner to the Property under that certain Amended and Restated Disposition, Development and Loan Agreement among Owner, the PDHA and the City of Palm Desert dated in April, 2024. An additional unit is restricted to be used by an on-site manager as its residence. 4. Summary of Affordable Housing Restrictions. The Housing Agreement restricts the occupants (tenants) of the apartments on the Property to extremely low, very low and low income households and restrict the amount of rent which may be charged for the apartment, as follows: (a) Thirty-six (36) units shall be restricted to households whose income does not exceed thirty percent (30%) of Area Median Income (as defined below), adjusted by family size appropriate to the unit. Such units consist of 6 one-bedroom units, 27 two-bedroom units, and 3 three-bedroom units; (b) Sixty-one (61) units shall be restricted to households whose income does not exceed fifty-fine percent (59%) of Area Median Income (as defined below), adjusted by family size appropriate to the unit. Such units consist of 9 one-bedroom units, 48 two-bedroom units and 4 three-bedroom units. (c) Twenty-three (23) units shall be restricted to households whose income does not exceed eighty percent (80%) of Area Median Income, adjusted by family size appropriate to the unit. Such units consist of 23 three-bedroom units. (d) The remaining unit shall be used solely as a manager’s unit for on-site apartment managers. “Adjusted by family size appropriate to the unit” shall have the meaning set forth in California Health and Safety Code Section 50052.5(h). “Area Median Income” shall have the meaning set forth in California Health and Safety Code Sections 50106 and 50079.5. Rent Restrictions: Rent is restricted to an “affordable” rent for extremely low, very low and low-income households pursuant to Section 50053(b) of the California Health & Page 424 of 855 G-1-60- P6401-0001\2940216v1.doc Safety Code. However, households at 59% of Area Median Income households are to pay affordable rent based on 59% of the Area Median Income. This Notice does not contain a full description of the details of all of the terms and conditions of the Housing Agreement. You will need to obtain and read the Housing Agreement to fully understand the restrictions and requirements which apply to the Property. IN WITNESS WHEREOF, this Notice has been executed and made effective on the day and year first above written. PDHA: PALM DESERT HOUSING AUTHORITY By: ____________________, Executive Director OWNER: Page 425 of 855 G-1-61- P6401-0001\2940216v1.doc State of California ) County of ___________________ ) On _________________________, before me, , (insert name and title of the officer) Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 426 of 855 G-1-62- P6401-0001\2940216v1.doc State of California ) County of _________________ ) On _________________________, before me, , (insert name and title of the officer) Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 427 of 855 EXHIBIT “A” LEGAL DESCRIPTION OF LAND Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: Page 428 of 855 EXHIBIT G-2 FORM OF PHASE II NOTICE OF AFFORDABILITY RESTRICTIONS RECORDING REQUESTED BY, AND WHEN RECORDED MAIL TO: Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 Attn: Executive Director SPACE ABOVE THIS LINE FOR RECORDER’S USE FREE RECORDING REQUESTED PURSUANT TO GOVERNMENT CODE §6103 NOTICE OF AFFORDABILITY RESTRICTIONS IMPORTANT NOTICE TO OWNERS, PURCHASERS, TENANTS, LENDERS, BROKERS, ESCROW AND TITLE COMPANIES, AND OTHER PERSONS, REGARDING AFFORDABLE HOUSING RESTRICTIONS ON THE REAL PROPERTY DESCRIBED IN THIS NOTICE: RESTRICTIONS HAVE BEEN RECORDED WITH RESPECT TO THE PROPERTY DESCRIBED BELOW WHICH RESTRICT OCCUPANCY TO EXTREMELY LOW, VERY LOW AND LOW-INCOME HOUSEHOLDS AND THE RENTS WHICH MAY BE CHARGED. THESE RESTRICTIONS MAY LIMIT THE RENTS FOR EACH UNIT TO AN AMOUNT WHICH IS LESS THAN FAIR MARKET RENT. THESE RESTRICTIONS LIMIT THE INCOME OF PERSONS AND HOUSEHOLDS WHO ARE PERMITTED TO RENT AND OCCUPY THE UNITS. This NOTICE OF AFFORDABILITY RESTRICTIONS (the “Notice”), is dated as of ___________, ___, 202__, and is executed by ___________________, a __________________ (“Owner”), whose address is _________________, and by the PALM DESERT HOUSING AUTHORITY (the “PDHA”) in connection with that certain Housing Agreement (LMIHF Agreement, and City Loan Restrictions Agreement) among Owner, the City of Palm Desert and the PDHA dated substantially concurrently herewith and recorded in the Official Records of Riverside County substantially concurrently herewith (the “Housing Agreement”). RECITALS A. Owner owns the land described on Exhibit “A” in the City of Palm Desert, State of California and the improvements thereon (the “Property”), which is [part of] APN _________________ [ADDRESS?] B. Owner, City and PDHA are entering into and recording the Housing Agreement substantially concurrently herewith, which relates to and encumbers the Property. C. Capitalized terms used herein but not defined shall have the meaning set forth in the Housing Agreement. Page 429 of 855 G-2-65- P6401-0001\2940216v1.doc TERMS OF NOTICE 1. Requirement for Recorded Notice. This Notice is being executed and recorded pursuant to California Health and Safety Code Section 33334.3(f)(3)(B). 2. Housing Agreement (Regulatory Agreement). This Notice is being recorded substantially concurrently with the recordation of the Housing Agreement, which is incorporated herein by reference. 3. General Recitation of Affordability Restrictions; Term. The Housing Agreement restricts the occupancy of 119 units on the Property to occupancy by extremely low, very low and low-income households as their principal residence at an affordable rent (as more particularly described in and required by the Housing Agreement), and in compliance with California Health & Safety Code Sections 50052.5, 50053, 50079.5, 50106 and Title 25 of the California Code of Regulations Section 6910, et. seq., for a term commencing on the date thereof and continuing until fifty-five (55) years after issuance of a Certificate of Occupancy by the City of Palm Desert for the improvements required to be made by Owner to the Property under that certain Amended and Restated Disposition, Development and Loan Agreement among Owner, the PDHA and the City of Palm Desert dated in April, 2024. An additional unit is restricted to be used by an on-site manager as its residence. 4. Summary of Affordable Housing Restrictions. The Housing Agreement restricts the occupants (tenants) of the apartments on the Property to extremely low, very low and low income households and restrict the amount of rent which may be charged for the apartment, as follows: (a) Thirty-six (36) units shall be restricted to households whose income does not exceed thirty percent (30%) of Area Median Income (as defined below), adjusted by family size appropriate to the unit. Such units consist of 6 one-bedroom units, 47 two-bedroom units, and 4 three-bedroom units; (b) Sixty (60) units shall be restricted to households whose income does not exceed fifty-fine percent (59%) of Area Median Income (as defined below), adjusted by family size appropriate to the unit. Such units consist of 9 one-bedroom units, 47 two-bedroom units and 4 three-bedroom units. (c) Twenty-three (23) units shall be restricted to households whose income does not exceed eighty percent (80%) of Area Median Income, adjusted by family size appropriate to the unit. Such units consist of 23 three-bedroom units. (d) The remaining unit shall be used solely as a manager’s unit for on-site apartment managers. “Adjusted by family size appropriate to the unit” shall have the meaning set forth in California Health and Safety Code Section 50052.5(h). “Area Median Income” shall have the meaning set forth in California Health and Safety Code Sections 50106 and 50079.5. Page 430 of 855 G-2-66- P6401-0001\2940216v1.doc Rent Restrictions: Rent is restricted to an “affordable” rent for extremely low, very low and low-income households pursuant to Section 50053(b) of the California Health & Safety Code. However, the sixty (60) units with households of 59% of Area Median Income households are to pay affordable rent based on 59% of the Area Median Income. This Notice does not contain a full description of the details of all of the terms and conditions of the Housing Agreement. You will need to obtain and read the Housing Agreement to fully understand the restrictions and requirements which apply to the Property. IN WITNESS WHEREOF, this Notice has been executed and made effective on the day and year first above written. PDHA: PALM DESERT HOUSING AUTHORITY By: ____________________, Executive Director OWNER: Page 431 of 855 G-2-67- P6401-0001\2940216v1.doc State of California ) County of ___________________ ) On _________________________, before me, , (insert name and title of the officer) Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 432 of 855 G-2-68- P6401-0001\2940216v1.doc State of California ) County of _________________ ) On _________________________, before me, , (insert name and title of the officer) Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 433 of 855 Exhibit H-1 goes here Page 434 of 855 RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: _________________ SPACE ABOVE THIS LINE FOR RECORDER’S USE ONLY This Document is recorded for the benefit of the City of Palm Desert and is exempt from recording fees pursuant to Sections 6103, 27383 and 27388.1 of the California Government Code. HOUSING AGREEMENT (LMIHF Agreement; Phase I) by and between the PALM DESERT HOUSING AUTHORITY, and __________________________ DATED AS OF _________ ____, 202__ Page 435 of 855 HOUSING AGREEMENT THIS HOUSING AGREEMENT (the “Agreement”) is dated as of ______________ ___, 202__, and is by and between the PALM DESERT HOUSING AUTHORITY, a public body, corporate and politic (the “Authority”)and ____________________________ (the “Owner”). Authority, City and Owner are sometimes referred to herein individually as a “Party” and collectively as “Parties”. RECITALS This Agreement is predicated upon the following facts: A. The Owner is the owner of the land described in “Exhibit A” attached hereto (the “Property”). B. The City, the Authority and Owner have entered into that certain Amended and Restated Disposition, Development and Loan Agreement dated in April, 2024 (“DDLA”), pursuant to which the City conveyed the Property to the Owner for the development described in the DDLA (“Development” or “Apartment Community”) and made a loan to Owner for the purchase price of the Property (“City Loan”). Capitalized terms used but not defined herein shall have the meaning set forth in the DDLA. C. Pursuant to the DDLA, the Owner executed a Promissory Note in favor of Authority and a deed of trust in favor of Authority securing such Promissory Note and the Authority is obligated to make disbursements of loan proceeds subject to and in accordance with the DDLA. D. The Authority loan was made with moneys in the Low and Moderate Income Housing Asset Fund established and held by the Authority as successor to the housing assets of the former Palm Desert Redevelopment Agency, and California law and the DDLA require that the Authority obtain recorded restrictions on the Property and Development thereon restricting the apartment units on the Property to extremely low and low income households at an affordable rent. E. Additionally, the Owner has applied for and obtained a density bonus from the City for the Development which permits greater density and less parking than would otherwise be required, and in exchange, the City also requires that the apartment units be so restricted, and that such restrictions not be subordinate or subordinated to any deeds of trust or other consensual liens. Such restrictions are contained in a separate Housing Agreement between the City and the Owner. F. This Agreement is the restriction agreement described in Recital D above. NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and the Owner hereby agree as follows: ARTICLE 1. DEFINITIONS AND INTERPRETATION. Page 436 of 855 -3- P6401-0001\2940794v2.doc 1.1 Definitions. Capitalized terms used herein shall have the following meanings unless the context in which they are used clearly requires otherwise. “Affordable Units” shall mean 120 of the 121 units in the Apartment Community available to and occupied by, or held vacant for occupancy only by, Extremely Low Income Households, 59% AMI Low Income Households and 80% AMI Low Income Households and rented at an Affordable Rent. Specifically, the Affordable Units consist of 36 units for Extremely Low Income Households, 61 units for 59% AMI Low Income Households and 23 units for 80% AMI Low Income Households. The Affordable Units will include the number of bedrooms shown on the following table: Bedroom Size Extremely Low Income Household Affordable Units 59% AMI Low Income Household Affordable Units) 80% AMI Low Income Household Affordable Units One 6 9 0 Two 27 48 0 Three 3 4 23 Total 36 61 23 “Affordable Rent” hall mean rent for an Affordable Unit, including a Reasonable Utility Allowance, determined pursuant to California Health and Safety Code Section 50053(b) and the state regulations adopted by the California Department of Housing and Community Development (“HCD”) pursuant thereto, as amended from time to time, based upon the AMI adjusted for a Household Size Appropriate to the Affordable Unit. More specifically, (1) for each of the 36 Affordable Units reserved for Extremely Low Income Households, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of thirty percent (30%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve, (2) for each of the 61 Affordable Units reserved for 59% AMI Low Income Households, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty-nine percent (59%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve, and (3) for each of the 23 Affordable Units reserved for 80% AMI Low Income Households , the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty-nine percent (59%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve. “AMI” shall mean the area median income for Riverside County as published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50052.5, or successor statute, as adjusted for family size in accordance with the state regulations adopted pursuant to California Health and Safety Code Section 50052.5. Page 437 of 855 -4- P6401-0001\2940794v2.doc “Extremely Low Income Household” shall mean persons and families whose income does not exceed the qualifying limits for extremely low income households set forth in California Health and Safety Code Section 50106 and Title 25 of the California Code of Regulations, as such statute and regulations may be amended from time to time. “Household Size Appropriate to the Affordable Unit” in the absence of pertinent federal statutes or regulations applicable to the Apartment Community, shall have the meaning set forth in California Health and Safety Code Section 50052.5(h), as amended from time to time. “59% AMI Low Income Household” shall mean persons and families whose income does not exceed the 59% of the AMI as set forth in California Health and Safety Code Section 50079.5 and Title 25 of the California Code of Regulations, including Section 6912, as such statute and regulations may be amended from time to time. “80% AMI Low Income Household” shall mean persons and families whose income does not exceed the qualifying limits for lower income households set forth in California Health and Safety Code Section 50079.5 and Title 25 of the California Code of Regulations, including Section 6912, as such statute and regulations may be amended from time to time. “Reasonable Utility Allowance” shall mean a utility allowance for utilities paid by a tenant (not including telephone, internet or cable service) utilizing the utility allowance schedule published annually by the Housing Authority of the County of Riverside. “Required Covenant Period” shall mean the period commencing on the date all units in the Apartment Community have been completed as evidenced by the City’s issuance of a final Certificate of Occupancy for the Apartment Community, and ending as of the fifty-fifth (55th) anniversary thereof. 1.2 Rules of Construction. 1.2.1 The singular form of any word used herein, including the terms defined herein shall include the plural and vice versa. The use herein of a word of any gender shall include correlative words of all genders. 1.2.2 Unless otherwise specified, references to articles, sections, and other subdivisions of this Agreement are to the designated articles, sections, and other subdivisions of this Agreement as originally executed. The words “hereof,” “herein,” “hereunder,” and words of similar import shall refer to this Agreement as a whole. 1.2.3 All of the terms and provisions hereof shall be construed to effectuate the purposes set forth in this Agreement and to sustain the validity hereof. 1.2.4 Headings or titles of the several articles and sections hereof and the table of contents appended to copies hereof shall be solely for convenience of reference and shall not affect the meaning, construction, or effect of the provisions hereof. ARTICLE 2. ONGOING APARTMENT COMMUNITY OBLIGATIONS. Page 438 of 855 -5- P6401-0001\2940794v2.doc 2.1 Apartment Community and Affordable Units. The Owner shall develop and construct the Apartment Community within a portion of the Project on the Property in conformity with the DDLA. Thereafter, during the Required Covenant Period, the Owner agrees that not less than 239 units in the Apartment Community shall be Affordable Units, meaning that (a) 36 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, Extremely Low Income Households, (b) 61 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, 59% AMI Low Income Households, and (c) 23 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, 80% AMI Low Income Households. All of the rental units in the Apartment Community shall be similarly constructed and generally constructed at the same time. The Affordable Units shall be of comparable quality to those rental units in the Apartment Community which are available to other tenants. The Owner agrees that, to the extent commercially reasonable, Affordable Units will not be underutilized. No persons shall be permitted to occupy any Affordable Unit in excess of applicable limit of maximum occupancy set by the City’s Municipal Code and the laws of the State of California, or by Authority Resolution HA-84 adopted on December 14, 2017 (and the occupancy policy attached as Exhibit A thereto) and any amendments or replacements thereof. 2.2 Residential Rental Property. The Owner covenants to operate the Apartment Community as residential rental property. During the Required Covenant Period, the Affordable Units will be held and used for the purpose of providing residential living, and the Owner shall own, manage and operate, or cause the management and operation of, the Apartment Community to provide such affordable rental housing. All of the rental units in the Apartment Community with the exception of one (1)manager’s units, will be available for rental on a continuous basis to members of the general public and the Owner will not give preference to any particular class or group in renting the units in the Apartment Community, except as required under this Agreement. The Owner shall not convert any Affordable Unit(s) to condominiums or cooperative ownership or sell condominium or cooperative conversion rights to any Affordable Unit(s) during the term of this Agreement. 2.3 Extremely Low, 59% AMI Low and 80% AMI Low Income Households. 2.3.1 Income Qualification; Initial Certification. Subject to the applicable provisions hereof, throughout the Required Covenant Period, Affordable Units will be exclusively occupied by, or available for occupancy only by, Extremely Low, 59% AMI Low and 80% AMI Low Income Households as described above. Prior to the rental or lease of an Affordable Unit and in accordance with Section 2.6 hereof, the Owner will obtain and maintain on file a Household Income Certification (“Income Certification”) substantially in the form attached hereto as Exhibit “B” and incorporated herein by this reference for each Extremely Low, 59% AMI Low and 80% AMI Low Income Households, as applicable, and shall provide copies of same to the Authority at such times as the Authority may, from time to time, reasonably require. In addition, the Owner will provide such further information as may reasonably be required in the future by the Authority. The Income Certification shall be dated immediately prior to the applicable household’s initial occupancy of an Affordable Unit. The Owner shall make a good faith effort to verify that the income provided by an applicant in an Income Certification is accurate by taking any one or more Page 439 of 855 -6- P6401-0001\2940794v2.doc of the following steps as part of the verification process for all household members over the age of eighteen (18) as appropriate: (i) Obtain two (2) pay stubs for the two (2) most recent pay periods; (ii) Obtain a true copy of an income tax return for the most recent tax year in which a return was filed; (iii) Obtain an income verification form from the household member’s current employer; (iv) Obtain an income verification form from the Social Security Administration and/or the State Department of Social Services, or its equivalent, if the household member receives assistance from either of those agencies; (v) If the household member is unemployed and has no tax return, obtain another form of independent verification; or (vi) Obtain such other documentation as may be reasonably acceptable pursuant to Title 25 of the California Code of Regulations, as amended from time to time, to verify income. 2.3.2 Certificate of Continuing Program Compliance; Annual Report; Annual Monitoring/Administration Fee. Throughout the Required Covenant Period, the Owner will prepare and submit to the Authority, at such periodic frequency as the Authority might reasonably require, but not more than once annually, a Certificate of Continuing Compliance in substantially the form attached hereto as Exhibit “C” and incorporated herein by this reference, and executed by the Owner. The Owner will also prepare and submit to the Authority on or before each anniversary date of the commencement of the Required Covenant Period, and for the preceding calendar year, a report in form and substance reasonably satisfactory to the Authority summarizing the vacancy rate of the Apartment Community, including the number of Affordable Units held vacant for occupancy by Extremely Low, 59% AMI Low and 80% AMI Low Income Households for such calendar year. Owner shall pay an annual monitoring/administration fee in the amount of Ten Thousand Dollars ($10,000.00), increasing by three percent (3%) annually, concurrently with Developer’s annual payments of Residual Receipts to Authority under the Authority Loan. 2.4 Affordable Rent. Throughout the Required Covenant Period, an Affordable Rent shall be charged to the Extremely Low, 59% AMI Low and 80% Low Income Household occupants of Affordable Units, as more specifically described above. 2.5 Rent Increases. Rents for Affordable Units may be increased not more than once per year and twelve (12) months must have elapsed since the date of the tenant’s initial occupancy or the last rent increase. The rents charged following such an increase, or upon a vacancy and new occupancy by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, shall not exceed an Affordable Rent. The Owner shall, consistent with applicable law, give proper written notice to tenants of all rent increases, and upon written request, provide the Authority with reasonable detail concerning the amount of and rationale for such rent increases. Page 440 of 855 -7- P6401-0001\2940794v2.doc 2.6 Income Recertification of Affordable Units. Annually, on the anniversary date of occupancy of an Affordable Unit by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, the Owner shall obtain and maintain on file an annual income certification, in form and substance reasonably satisfactory to the Authority, from each household occupying an Affordable Unit, based upon the current income of each household member over the age of eighteen (18). The Owner shall make a good faith effort to verify that the income provided by the household is accurate in accordance with Section 2.3.1, above. 2.6.1 A rental unit occupied by a household that qualifies as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, at the time the household first occupies an Affordable Unit shall be deemed to continue to be so occupied until a recertification of such household’s income demonstrates that such household no longer qualifies as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable. At such time as a household ceases to qualify as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, based on income recertification, the Owner shall designate the next available unit (one that is not occupied by a tenant) with the same number of bedrooms as the occupied Affordable Unit and it shall be leased to an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, so that the number of Affordable Units occupied by or reserved for occupancy by Extremely Low, 59% AMI Low or 80% Low Income Households will remain constant. For purposes of this Agreement, such designated unit will be considered an Affordable Unit if it is held vacant and available solely for occupancy by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, and, upon occupancy, the income eligibility of the household as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household is verified and the unit is rented at Affordable Rent. 2.7 Lease or Occupancy Agreement. Prior to the rental or lease of an Affordable Unit to an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, the Owner shall require the tenant to execute a written lease or occupancy agreement. The Owner shall maintain on file throughout the Required Covenant Period and for a four (4) year period thereafter, the executed lease or occupancy agreement of each tenant occupying an Affordable Unit. The form of lease or occupancy agreement used by the Owner for the lease or rental of Affordable Units shall be that which is reasonable and customary in residential leasing. In addition, each lease or occupancy agreement for an Affordable Unit shall (i) provide that the tenants of such Affordable Unit shall be subject to annual recertification of income and subject to rental increases in accordance with Sections 2.5 and 2.6 of this Agreement, and (ii) contain a provision to the effect that the Owner has relied on the income certification and supporting information supplied by the tenant in determining qualification for occupancy of the Affordable Unit, and that any material misstatement in such certification (whether or not intentional) may be cause for immediate termination of such lease or occupancy agreement. 2.7.1 No Discrimination. Owner covenants, by and for itself and any successors in interest, that there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Site, nor shall Owner, itself or any person claiming under or through it, establish or permit any such practice or practices of Page 441 of 855 -8- P6401-0001\2940794v2.doc discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, subleases or vendees in the Site. 2.7.2 Required Clauses. All deeds, subleases or contracts made relative to the Site, the improvements thereon or any part thereof, shall contain or be subject to substantially the following nondiscrimination and nonsegregation clauses: "(1) Grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed, nor shall the grantee or any person claiming under or through the grantee, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the property herein conveyed. The foregoing covenant shall run with the land. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1)." (a) In leases: “The lessee herein covenants, by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: (b) That there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the land herein leased, nor shall the lessee, himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subleases, subtenants or vendees in the land herein leased. (c) Notwithstanding paragraph (a), with respect to familial status, paragraph (a) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (a) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11 and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivisions (d) of Section 51 and Section 1360 of the Civil Code Page 442 of 855 -9- P6401-0001\2940794v2.doc and subdivision (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (a).” (3) In contracts: “There shall be no discrimination against or segregation of any person or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee, himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subleases, subtenants or vendees in the land. 2.7.3 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. 2.7.4 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. 2.7.5 The Authority is the beneficiary of the terms and provisions of the covenants herein, both for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, for whose benefit these covenants running with the land have been provided. 2.8 Security Deposits. The Owner may require security deposits on Affordable Units in amounts which are consistent with applicable law. 2.9 Additional Information; Books and Records. The Owner shall provide any additional information concerning the Affordable Units reasonably requested by the Authority. The Owner will maintain complete and accurate records pertaining to the Affordable Units throughout the Covenant Period and for a four (4) year period thereafter. The Authority shall have the right upon written notice of no less than two (2) business days to the Owner, at any time during normal business hours of 9:00 am to 5:00 pm, to examine of all books, records or other documents maintained by the Owner or by any of the Owner’s agents which pertain to any Affordable Unit, including all executed leases or occupancy agreements and all Income Certifications, and obtain copies of any requested executed leases, occupancy agreements and Income Certifications within ten (10) business days following such examination and the Authority’s written request. 2.10 Specific Performance. The Owner hereby agrees that specific enforcement of the Owner’s agreement to comply with the allowable rent and occupancy restrictions and covenants contained herein is one of the reasons and consideration for the Authority having entered into the DDLA, and that, in the event of the Owner’s breach of such requirements, potential monetary damages to the Authority and City, as well as to existing and prospective Extremely Low, 59% AMI Low or 80% AMI Low Income Households, would be difficult, if not impossible, to evaluate and quantify. Therefore, in addition to any other relief to which the Authority or City may be entitled as a Page 443 of 855 -10- P6401-0001\2940794v2.doc consequence of the breach hereof, the Owner agrees to the imposition of the remedy of specific performance against it in the case of any event of default by the Owner in complying with any provision of this Agreement beyond any applicable notice and cure period. 2.11 Audit. The Authority shall have the right to perform an audit of the Apartment Community to determine compliance with the provisions of this Agreement. Such audit shall not be undertaken more often than once each calendar year. All costs and expenses associated with the audit shall be paid by the Owner. 2.12 Management. The management agent of the Owner and any other contractor of Owner who provides services to occupants of the Apartment Community shall be subject to the reasonable written approval of the Authority. The Owner and/or the management agent (if not the Owner) shall operate the Apartment Community in a manner that will provide decent, safe and sanitary residential facilities to the occupants thereof, and will comply with provisions of this Agreement. Upon the written request of the Authority, the Owner shall cooperate with the Authority in the periodic review (but not more than once each calendar year) of the management practices and financial status of the Affordable Units. The purpose of each periodic review will be to enable the Authority to determine if the Affordable Units are being operated and managed in accordance with the requirements and standards of this Agreement. Results of such Authority review shall be provided to the City and to the Owner, and the Authority shall have the right to require the Owner to make modifications that are reasonably necessary to ensure the objectives of this Agreement are met. 2.13 Binding for Term. t is intended by the Parties that except as otherwise expressly provided herein, the provisions of this Agreement shall apply to the Apartment Community throughout the entire term hereof, as established in Section 3.1 below. ARTICLE 3. TERM AND RECORDATION. 3.1 Term of Agreement. This Agreement shall remain in full force and effect for the Required Covenant Period, unless the Owner and the Authority agree, in writing, to terminate this Agreement prior to the expiration of the Required Covenant Period. Unless terminated earlier pursuant to the prior sentence of this Section 3.1, or Section 3.3 below, the Parties intend that the provisions and effect of this Agreement and specifically of Article 2 hereof, shall remain in full force and effect for the entire Required Covenant Period. 3.2 Agreement to Record. The Owner represents, warrants, and covenants that this Agreement will be recorded in the real property records of Riverside County. 3.2 Early Termination of Restrictions. Notwithstanding the generality of the foregoing provisions of this Article 3 or any other provisions hereof, this Agreement and all of the terms and restrictions contained herein shall be suspended during involuntary noncompliance as a result of unforeseen events such as fire or act of God which leaves the entire Apartment Community uninhabitable (and the proceeds of insurance available to the Owner as a result thereof are insufficient to reconstruct the Apartment Community), or a change in a federal or state law or an action by the federal government, the State or a court of competent jurisdiction, after the date of Page 444 of 855 -11- P6401-0001\2940794v2.doc recordation hereof, that prevents the Authority from enforcing the provisions of this Agreement, or a condemnation or a similar event. ARTICLE 4. DEFAULT; REMEDIES. 4.1 An Event of Default. Each of the following shall constitute an “Event of Default” by the Owner under this Agreement: 4.1.1 Failure by the Owner to duly perform, comply with and observe any of the conditions, terms, or covenants of any agreement with the Authority or the City concerning the Apartment Community, or of this Agreement, if such failure remains uncured thirty (30) days after written notice of such failure from the Authority to the Owner in the manner provided herein or, with respect to a default that cannot be cured within thirty (30) days, if the Owner fails to commence such cure within such thirty (30) day period or thereafter fails to diligently and continuously proceed with such cure to completion. However, if a different period or notice requirement is specified under any other section of this Agreement, then the specific provision shall control. 4.1.2 Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted by the Owner to the Authority or the City proves to have been incorrect in any material respect when made.. 4.1.3 A court having jurisdiction shall have made or rendered a decree or order: (i) adjudging the Owner to be bankrupt or insolvent; (ii) approving as properly filed a petition seeking reorganization of the Owner or seeking any arrangement on behalf of the Owner under the bankruptcy laws or any other applicable debtor’s relief law or statute of the United States or of any state or other jurisdiction; (iii) appointing a receiver, trustee, liquidator, or assignee of the Owner in bankruptcy or insolvency or for any of its properties; or (iv) directing the winding up or liquidation of the Owner, providing, however, that any such decree or order described in any of the foregoing subsections shall have continued unstayed or undischarged for a period of ninety (90) days. 4.1.4 The Owner shall have assigned its assets for the benefit of its creditors or suffered a sequestration or attachment or execution on any substantial part of its property, unless the property so assigned, sequestered, attached, or executed upon shall have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure hereunder) or prior to sale pursuant to such sequestration, attachment, or execution. If the Owner is diligently working to obtain a return or release of the property and the City’s and the Authority’s interests hereunder are not imminently threatened in its reasonable business judgment, then the City shall not declare a default under this subsection. 4.1.5 The Owner shall have voluntarily suspended its business or dissolved. 4.1.6 The seizure or appropriation of all or, in the reasonable opinion of the Authority, a substantial part of the Apartment Community, except for condemnation initiated by the City, the Authority or any other governmental agency or authority. Page 445 of 855 -12- P6401-0001\2940794v2.doc 4.1.7 The seizure or appropriation of all or, in the reasonable opinion of the Authority, a substantial part of the Apartment Community, except for condemnation initiated by the City, the Authority or any other governmental agency or authority. 4.1.8 There should occur any default declared by any lender under any loan document or deed of trust relating to any loan made in connection with the Apartment Community, which loan is secured by a deed of trust or other instrument affecting the Apartment Community, and such default remains uncured following the expiration of any applicable cure period. 4.2 Option to Lease. [INTENTIONALLY OMITTED} 4.3 Authority Remedies. The Authority and City shall each have the right to mandamus or other suit, action or proceeding at law or in equity to require the Owner to perform its obligations and covenants under this Agreement or to enjoin acts or things which may be unlawful or in violation of the provisions hereof, provided that in any such case the Authority has first provided the required notice of any alleged default and the Owner has had the requisite opportunity to cure pursuant to Section 4.1.1, above. 4.4 Action at Law; No Remedy Exclusive. The Authority and/or the City may take whatever action at law or in equity as may be necessary to enforce performance and observance of any obligation, agreement or covenant of the Owner under this Agreement. No remedy herein conferred upon or reserved by the Authority or City is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of such right or power, but any such right or power may be exercised from time to time and as often as the Authority may deem expedient. In order to entitle the Authority or City to exercise any remedy reserved to it in this Agreement, it shall not be necessary to give any notice, other than such notice as may be herein otherwise expressly required or required by law to be given. ARTICLE 5. GENERAL PROVISIONS. 5.1 Limitations on Recourse. Notwithstanding anything to the contrary contained in this Agreement, except in the event of fraud, waste, or illegal acts, or with regard to any indemnity obligations imposed upon the Owner under the terms of this Agreement, (i) no partner, member, officer or director, as applicable, of the Owner (each, an “Owner Affiliate”) shall have any direct, indirect or derivative personal liability for the obligations of the Owner under this Agreement, and (ii) the Authority and the City shall not exercise any rights or institute any action against any Owner Affiliate directly, indirectly or derivatively for the payment of any sum of money that is or may become payable hereunder. 5.2 Maintenance, Repair, Alterations. The Owner shall maintain and preserve the Apartment Community in good condition and repair and in a prudent and businesslike manner. The Owner shall comply with all laws, ordinances, rules, regulations, covenants, conditions, restrictions, and orders of any governmental authority now or hereafter affecting the conduct or operation of the Apartment Community or any part thereof or requiring any alteration or improvement to be made Page 446 of 855 -13- P6401-0001\2940794v2.doc thereon. The Owner shall not commit, suffer, or permit any act to be done in, upon, or to the Apartment Community or any part thereof in violation of any such laws, ordinances, rules, regulations, or orders. The Owner hereby agrees that the Authority may conduct from time to time through representatives, upon reasonable notice of no less than twenty-four (24) hours, on-site inspections and observation of: (i) the maintenance and repair of the Apartment Community, including a review of all maintenance and repair programs and practices and all reports and records pertaining thereto, including records of expenditures relating thereto; and (ii) such other facilities, practices, and records of the Owner relating to the Affordable Units as the Authority reasonably deems to be necessary or appropriate in order to monitor the Owner’s compliance with the provisions of this Agreement. 5.3 Notices. All notices (other than telephone notices), certificates or other communications (other than telephone communications) required or permitted hereunder shall be sufficiently given and should be deemed given when mailed by certified mail, postage prepaid, or twenty-four (24) hours following delivery of such notice to Federal Express or similar commercial carrier for overnight or next business day delivery, addressed as follows: If to the Authority or City: Palm Desert Housing Authority City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: Housing Division If to the Owner: _____________________________ 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President 5.4 Relationship of Parties. Nothing contained in this Agreement shall be interpreted or understood by any of the Parties, or by any third persons, as creating the relationship of employer and employee, principal and agent, limited or general partnership, or joint venture between the City and the Owner or the Owner’s agents, employees or contractors, or the Authority and the Owner or the Owner’s agents, employees or contractors, and the Owner shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which it or its agents, or both, perform the services required of it by the terms of this Agreement for the operation of the Apartment Community. The Owner has and hereby retains the right to exercise full control of employment, direction, compensation and discharge of all persons assisting in the performance of services hereunder. In regards to the on-site operation of the Apartment Community, the Owner shall be solely responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding and all other laws and regulations governing such matters. The Owner agrees to be solely responsible for its own acts and those of its agents and employees. Page 447 of 855 -14- P6401-0001\2940794v2.doc 5.5 No Claims. Nothing contained in this Agreement shall create or justify any claim against the City or the Authority by any person the Owner may have employed or with whom the Owner may have contracted relative to the purchase of materials, supplies or equipment, or the furnishing or the performance of any work or services with respect to the operation of the Affordable Units. 5.6 Conflict of Interests. No member, official or employee of the Authority or City shall make any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No officer or employee of the Owner shall acquire any interest in conflict with or inimical to the interests of the City or the Authority. 5.7 Non-Liability of City Officials, Employees and Agents. No member, official, employee or agent of the City or the Authority shall be personally liable to the Owner, or any successor in interest, in the event of any default or breach by the City or the Authority or for any amount which may become due to the Owner or successor in connection with this Agreement or on any obligation of the City or the Authority under the terms of this Agreement. 5.8 Unavoidable Delay; Extension of Time of Performance. In addition to specific provisions of this Agreement, and except for performance under the DDLA (which is governed by the terms of the DDLA), performance of a construction obligation by any Party hereunder shall not be deemed to be in default where it is due to an “Unavoidable Delay.” “Unavoidable Delay” means a delay due to the elements (including unseasonable weather), fire, earthquakes or other acts of God, strikes, pandemics, labor disputes, lockouts, shortages of construction materials experienced generally in the construction industry in the local area, acts of the public enemy, riots, insurrections or governmental regulation of the sale or transportation of materials, supply or labor; provided, however, that to the extent a delay is caused by any other reason that the Owner reasonably believes is beyond its control, the Owner may request, on a case-by-case basis, that the City and/or Authority excuse any such delay as an Unavoidable Delay and the City and Authority shall make their determinations as to whether such delay constitutes an Unavoidable Delay using their reasonable judgment. 5.9 Indemnity. The Owner shall indemnify, defend and hold harmless the Authority and the City and all officials, employees and agents of the Authority and/or the City (with counsel reasonably satisfactory to the Authority) against any costs, liabilities, damages or judgments arising from claims or litigation of any nature whatsoever brought by third parties and directly or indirectly arising from the Owner’s ownership or operation of the Apartment Community, or the Owner’s performance of its obligations under this Agreement, and in the event of settlement, compromise or judgment hold the City and the Authority free and harmless therefrom. The provisions of this Section 5.9 shall survive the term of this Agreement. 5.10 Rights and Remedies Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise or failure to exercise one or more of such rights or remedies by either Party shall not preclude the exercise by it, at the same time or different times, of any right or remedy for the same default or any other default by the other Party. No waiver of any default or breach by the Owner hereunder shall be implied from any omission by the Authority or the City to take action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default Page 448 of 855 -15- P6401-0001\2940794v2.doc specified in the waiver, and such wavier shall be operative only for the time and to the extent therein stated. Waivers of any covenant, term, or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition. The consent or approval by the City or the Authority to or of any act by the Owner requiring further consent or approval shall not be deemed to waive or render unnecessary the consent or approval to or of any subsequent similar act. The exercise of any right, power, or remedy shall in no event constitute a cure or a waiver of any default under this Agreement, nor shall it invalidate any act done pursuant to notice of default, or prejudice the Authority in the exercise of any right, power, or remedy hereunder or under any agreements ancillary or related hereto. 5.11 Applicable Law. This Agreement shall be interpreted under and pursuant to the laws of the State of California. 5.12 Severability. If any term, provision, covenant or condition of this Agreement is held in a final disposition by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. 5.13 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, the Party prevailing in any such action shall be entitled to recover against the Party not prevailing all reasonable attorneys’ fees and costs incurred in such action (including all legal fees incurred in any appeal or in any action to enforce any resulting judgment), as awarded by a court of competent jurisdiction. 5.14 Binding Upon Successors. This Agreement shall be binding upon and inure to the benefit of the permitted heirs, administrators, executors, successors in interest and assigns of each of the Parties. Any reference in this Agreement to a specifically named Party shall be deemed to apply to any successor, heir, administrator, executor or assign of such Party who has acquired an interest in compliance with the terms hereof or under law. 5.15 Time of the Essence. In all matters under this Agreement, time is of the essence. 5.16 Approvals by the Authority or City. Any approvals required under this Agreement to be made by the Authority shall be made by the Executive Director of the Authority or his or her designee, and any approvals by the City shall be made by the City Manager or his or her designee. Any such approval or consent shall not be unreasonably withheld, conditioned, delayed or made, except where it is specifically provided herein that another standard applies, in which case the specified standard shall apply. 5.17 Complete Understanding of the Parties. The DDLA, this Agreement and the attached Exhibits constitute the entire understanding and agreement of the Parties with respect to the matters described herein. 5.18 Covenants to Run With the Land. The Owner hereby subjects the Apartment Community to the covenants, reservations, and restrictions set forth in this Agreement. The Authority, the City 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 Apartment Community; provided, however, that on the Page 449 of 855 -16- P6401-0001\2940794v2.doc termination of this Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Apartment Community or any portion thereof shall conclusively be held 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. No breach of any of the provisions of this Agreement shall defeat or render invalid the lien of a mortgage or deed of trust made in good faith and for value encumbering the Property or any interest of the Owner therein. 5.19 Burden and Benefit. The Authority, the City and the Owner hereby declare their understanding and intent that: (i) the burden of the covenants, reservations, restrictions, and agreements set forth herein touch and concern the Property and the Apartment Community, in that Owner’s legal interest in the Apartment Community is rendered less valuable thereby, (ii) the covenants, reservations, restrictions, and agreements set forth herein directly benefit the Property and the Apartment Community (a) by enhancing and increasing the enjoyment and use of the Apartment Community by certain Extremely Low, 59% AMI Low or 80% AMI Low Income Households, the intended beneficiaries of such covenants, reservations, restrictions, and agreements, (b) by making possible the obtaining of advantageous financing for the Property and the Apartment Community, and (c) by furthering the public purposes advanced by the Authority and the City, and (iii) the covenants, reservations, restrictions and agreements set forth herein shall run with the Property and shall be binding for the benefit of and enforceable by the Authority and the City and their successors and assigns for the entire term of this Agreement. 5.20 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 5.21 Amendments. This Agreement may be amended only by the written agreement of the Authority, the City and the Owner. WHEREFORE, the undersigned has executed this Agreement as of the date first-above written. OWNER: _____________________________ AUTHORITY: PALM DESERT HOUSING AUTHORITY, a public body, corporate and politic By: ________________________ Print Name: ___________________ Title: ________________________ Page 450 of 855 -17- P6401-0001\2940794v2.doc Page 451 of 855 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 452 of 855 -19- P6401-0001\2940794v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 453 of 855 -20- P6401-0001\2940794v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 454 of 855 EXHIBIT “A” LEGAL DESCRIPTION OF THE PROPERTY Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: Page 455 of 855 EXHIBIT “B” HOUSEHOLD INCOME CERTIFICATION (Attached) Page 456 of 855 -23- P6401-0001\2940794v2.doc Page 457 of 855 -24- P6401-0001\2940794v2.doc Page 458 of 855 -25- P6401-0001\2940794v2.doc Page 459 of 855 -26- P6401-0001\2940794v2.doc EXHIBIT “C” CERTIFICATE OF CONTINUING COMPLIANCE (Attached) Page 460 of 855 -27- P6401-0001\2940794v2.doc Page 461 of 855 -28- P6401-0001\2940794v2.doc Page 462 of 855 -29- P6401-0001\2940794v2.doc Page 463 of 855 -30- P6401-0001\2940794v2.doc Page 464 of 855 Exhibit H-2 goes here Page 465 of 855 RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: _________________ SPACE ABOVE THIS LINE FOR RECORDER’S USE ONLY This Document is recorded for the benefit of the City of Palm Desert and is exempt from recording fees pursuant to Sections 6103, 27383 and 27388.1 of the California Government Code. HOUSING AGREEMENT (LMIHF Agreement; Phase I) by and between the PALM DESERT HOUSING AUTHORITY and __________________________ DATED AS OF _________ ____, 202__ Page 466 of 855 HOUSING AGREEMENT THIS HOUSING AGREEMENT (the “Agreement”) is dated as of ______________ ___, 202__, and is by and between the PALM DESERT HOUSING AUTHORITY, a public body, corporate and politic (the “Authority”),and ____________________________ (the “Owner”). Authority, City and Owner are sometimes referred to herein individually as a “Party” and collectively as “Parties”. RECITALS This Agreement is predicated upon the following facts: A. The Owner is the owner of the land described in “Exhibit A” attached hereto (the “Property”). B. The City, the Authority and Owner have entered into that certain Amended and Restated Disposition, Development and Loan Agreement dated in April, 2024 (“DDLA”), pursuant to which the City conveyed the Property to the Owner for the development described in the DDLA (“Development” or “Apartment Community”) pursuant to which the Authority made a loan to Owner for the purchase price of the Property (“City Loan”). Capitalized terms used but not defined herein shall have the meaning set forth in the DDLA. C. Pursuant to the DDLA, the Owner executed a Promissory Note in favor of Authority and a deed of trust in favor of Authority securing such Promissory Note and the Authority is obligated to make disbursements of loan proceeds subject to and in accordance with the DDLA. D. The Authority loan was made with moneys in the Low and Moderate Income Housing Asset Fund established and held by the Authority as successor to the housing assets of the former Palm Desert Redevelopment Agency, and California law and the DDLA require that the Authority obtain recorded restrictions on the Property and Development thereon restricting the apartment units on the Property to extremely low and low income households at an affordable rent. E. Additionally, the Owner has applied for and obtained a density bonus from the City for the Development which permits greater density and less parking than would otherwise be required, and in exchange, the City also requires that the apartment units be so restricted, and that such restrictions not be subordinate or subordinated to any deeds of trust or other consensual liens. Such restrictions are contained in a separate Housing Agreement between the City and the Owner. G. This Agreement is the restriction agreement described in Recital D above. NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Authority, the City and the Owner hereby agree as follows: ARTICLE 1. DEFINITIONS AND INTERPRETATION. Page 467 of 855 -3- P6401-0001\2940885v2.doc 1.1 Definitions. Capitalized terms used herein shall have the following meanings unless the context in which they are used clearly requires otherwise. “Affordable Units” shall mean 119 of the 120 units in the Apartment Community available to and occupied by, or held vacant for occupancy only by, Extremely Low Income Households, 59% AMI Low Income Households and 80% AMI Low Income Households and rented at an Affordable Rent. Specifically, the Affordable Units consist of 36 units for Extremely Low Income Households, 60 units for 59% AMI Low Income Households and 23 units for 80% AMI Low Income Households. The Affordable Units will include the number of bedrooms shown on the following table: Bedroom Size Extremely Low Income Household Affordable Units 59% AMI Low Income Household Affordable Units) 80% AMI Low Income Household Affordable Units One 6 9 0 Two 27 48 0 Three 3 4 23 Total 36 61 23 “Affordable Rent” shall mean rent for an Affordable Unit, including a Reasonable Utility Allowance, determined pursuant to California Health and Safety Code Section 50053(b) and the state regulations adopted by the California Department of Housing and Community Development (“HCD”) pursuant thereto, as amended from time to time, based upon the AMI adjusted for a Household Size Appropriate to the Affordable Unit. More specifically, (1) for each of the 36 Affordable Units reserved for Extremely Low Income Households, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of thirty percent (30%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve, (2) for each of the 60 Affordable Units reserved for 59% AMI Low Income Households, the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty-nine percent (59%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve, and (3) for each of the 23 Affordable Units reserved for 80% AMI Low Income Households , the maximum monthly Affordable Rent, including a Reasonable Utility Allowance, may not exceed thirty percent (30%) of fifty-nine percent (59%) of the AMI, adjusted for a Household Size Appropriate to the Affordable Unit, divided by twelve. “AMI” shall mean the area median income for Riverside County as published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50052.5, or successor statute, as adjusted for family size in accordance with the state regulations adopted pursuant to California Health and Safety Code Section 50052.5. Page 468 of 855 -4- P6401-0001\2940885v2.doc “Extremely Low Income Household” shall mean persons and families whose income does not exceed the qualifying limits for extremely low income households set forth in California Health and Safety Code Section 50106 and Title 25 of the California Code of Regulations, as such statute and regulations may be amended from time to time. “Household Size Appropriate to the Affordable Unit” in the absence of pertinent federal statutes or regulations applicable to the Apartment Community, shall have the meaning set forth in California Health and Safety Code Section 50052.5(h), as amended from time to time. “59% AMI Low Income Household” shall mean persons and families whose income does not exceed the 59% of the AMI as set forth in California Health and Safety Code Section 50079.5 and Title 25 of the California Code of Regulations, including Section 6912, as such statute and regulations may be amended from time to time. “80% AMI Low Income Household” shall mean persons and families whose income does not exceed the qualifying limits for lower income households set forth in California Health and Safety Code Section 50079.5 and Title 25 of the California Code of Regulations, including Section 6912, as such statute and regulations may be amended from time to time. “Reasonable Utility Allowance” shall mean a utility allowance for utilities paid by a tenant (not including telephone, internet or cable service) utilizing the utility allowance schedule published annually by the Housing Authority of the County of Riverside. “Required Covenant Period” shall mean the period commencing on the date all units in the Apartment Community have been completed as evidenced by the City’s issuance of a final Certificate of Occupancy for the Apartment Community, and ending as of the fifty-fifth (55th) anniversary thereof. 1.2 Rules of Construction. 1.2.1 The singular form of any word used herein, including the terms defined herein shall include the plural and vice versa. The use herein of a word of any gender shall include correlative words of all genders. 1.2.2 Unless otherwise specified, references to articles, sections, and other subdivisions of this Agreement are to the designated articles, sections, and other subdivisions of this Agreement as originally executed. The words “hereof,” “herein,” “hereunder,” and words of similar import shall refer to this Agreement as a whole. 1.2.3 All of the terms and provisions hereof shall be construed to effectuate the purposes set forth in this Agreement and to sustain the validity hereof. 1.2.4 Headings or titles of the several articles and sections hereof and the table of contents appended to copies hereof shall be solely for convenience of reference and shall not affect the meaning, construction, or effect of the provisions hereof. ARTICLE 2. ONGOING APARTMENT COMMUNITY OBLIGATIONS. Page 469 of 855 -5- P6401-0001\2940885v2.doc 2.1 Apartment Community and Affordable Units. The Owner shall develop and construct the Apartment Community within a portion of the Project on the Property in conformity with the DDLA. Thereafter, during the Required Covenant Period, the Owner agrees that not less than 239 units in the Apartment Community shall be Affordable Units, meaning that (a) 36 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, Extremely Low Income Households, (b) 61 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, 59% AMI Low Income Households, and (c) 23 of such units shall be continually available to and occupied by, or held vacant for occupancy only by, 80% AMI Low Income Households. All of the rental units in the Apartment Community shall be similarly constructed and generally constructed at the same time. The Affordable Units shall be of comparable quality to those rental units in the Apartment Community which are available to other tenants. The Owner agrees that, to the extent commercially reasonable, Affordable Units will not be underutilized. No persons shall be permitted to occupy any Affordable Unit in excess of applicable limit of maximum occupancy set by the City’s Municipal Code and the laws of the State of California, or by Authority Resolution HA-84 adopted on December 14, 2017 (and the occupancy policy attached as Exhibit A thereto) and any amendments or replacements thereof. 2.2 Residential Rental Property. The Owner covenants to operate the Apartment Community as residential rental property. During the Required Covenant Period, the Affordable Units will be held and used for the purpose of providing residential living, and the Owner shall own, manage and operate, or cause the management and operation of, the Apartment Community to provide such affordable rental housing. All of the rental units in the Apartment Community with the exception of one (1)manager’s units, will be available for rental on a continuous basis to members of the general public and the Owner will not give preference to any particular class or group in renting the units in the Apartment Community, except as required under this Agreement. The Owner shall not convert any Affordable Unit(s) to condominiums or cooperative ownership or sell condominium or cooperative conversion rights to any Affordable Unit(s) during the term of this Agreement. 2.3 Extremely Low, 59% AMI Low and 80% AMI Low Income Households. 2.3.1 Income Qualification; Initial Certification. Subject to the applicable provisions hereof, throughout the Required Covenant Period, Affordable Units will be exclusively occupied by, or available for occupancy only by, Extremely Low, 59% AMI Low and 80% AMI Low Income Households as described above. Prior to the rental or lease of an Affordable Unit and in accordance with Section 2.6 hereof, the Owner will obtain and maintain on file a Household Income Certification (“Income Certification”) substantially in the form attached hereto as Exhibit “B” and incorporated herein by this reference for each Extremely Low, 59% AMI Low and 80% AMI Low Income Households, as applicable, and shall provide copies of same to the Authority at such times as the Authority may, from time to time, reasonably require. In addition, the Owner will provide such further information as may reasonably be required in the future by the Authority. The Income Certification shall be dated immediately prior to the applicable household’s initial occupancy of an Affordable Unit. The Owner shall make a good faith effort to verify that the income provided by an applicant in an Income Certification is accurate by taking any one or more Page 470 of 855 -6- P6401-0001\2940885v2.doc of the following steps as part of the verification process for all household members over the age of eighteen (18) as appropriate: (i) Obtain two (2) pay stubs for the two (2) most recent pay periods; (ii) Obtain a true copy of an income tax return for the most recent tax year in which a return was filed; (iii) Obtain an income verification form from the household member’s current employer; (iv) Obtain an income verification form from the Social Security Administration and/or the State Department of Social Services, or its equivalent, if the household member receives assistance from either of those agencies; (v) If the household member is unemployed and has no tax return, obtain another form of independent verification; or (vi) Obtain such other documentation as may be reasonably acceptable pursuant to Title 25 of the California Code of Regulations, as amended from time to time, to verify income. 2.3.2 Certificate of Continuing Program Compliance; Annual Report; Annual Monitoring/Administration Fee. Throughout the Required Covenant Period, the Owner will prepare and submit to the Authority, at such periodic frequency as the Authority might reasonably require, but not more than once annually, a Certificate of Continuing Compliance in substantially the form attached hereto as Exhibit “C” and incorporated herein by this reference, and executed by the Owner. The Owner will also prepare and submit to the Authority on or before each anniversary date of the commencement of the Required Covenant Period, and for the preceding calendar year, a report in form and substance reasonably satisfactory to the Authority summarizing the vacancy rate of the Apartment Community, including the number of Affordable Units held vacant for occupancy by Extremely Low, 59% AMI Low and 80% AMI Low Income Households for such calendar year. Owner shall pay an annual monitoring/administration fee in the amount of Ten Thousand Dollars ($10,000.00), increasing by three percent (3%) annually, concurrently with Developer’s annual payments of Residual Receipts to Authority under the Authority Loan. 2.4 Affordable Rent. Throughout the Required Covenant Period, an Affordable Rent shall be charged to the Extremely Low, 59% AMI Low and 80% Low Income Household occupants of Affordable Units, as more specifically described above. 2.5 Rent Increases. Rents for Affordable Units may be increased not more than once per year and twelve (12) months must have elapsed since the date of the tenant’s initial occupancy or the last rent increase. The rents charged following such an increase, or upon a vacancy and new occupancy by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, shall not exceed an Affordable Rent. The Owner shall, consistent with applicable law, give proper written notice to tenants of all rent increases, and upon written request, provide the Authority with reasonable detail concerning the amount of and rationale for such rent increases. Page 471 of 855 -7- P6401-0001\2940885v2.doc 2.6 Income Recertification of Affordable Units. Annually, on the anniversary date of occupancy of an Affordable Unit by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, the Owner shall obtain and maintain on file an annual income certification, in form and substance reasonably satisfactory to the Authority, from each household occupying an Affordable Unit, based upon the current income of each household member over the age of eighteen (18). The Owner shall make a good faith effort to verify that the income provided by the household is accurate in accordance with Section 2.3.1, above. 2.6.1 A rental unit occupied by a household that qualifies as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, at the time the household first occupies an Affordable Unit shall be deemed to continue to be so occupied until a recertification of such household’s income demonstrates that such household no longer qualifies as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable. At such time as a household ceases to qualify as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, based on income recertification, the Owner shall designate the next available unit (one that is not occupied by a tenant) with the same number of bedrooms as the occupied Affordable Unit and it shall be leased to an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, so that the number of Affordable Units occupied by or reserved for occupancy by Extremely Low, 59% AMI Low or 80% Low Income Households will remain constant. For purposes of this Agreement, such designated unit will be considered an Affordable Unit if it is held vacant and available solely for occupancy by an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, as applicable, and, upon occupancy, the income eligibility of the household as an Extremely Low, 59% AMI Low or 80% AMI Low Income Household is verified and the unit is rented at Affordable Rent. 2.7 Lease or Occupancy Agreement. Prior to the rental or lease of an Affordable Unit to an Extremely Low, 59% AMI Low or 80% AMI Low Income Household, the Owner shall require the tenant to execute a written lease or occupancy agreement. The Owner shall maintain on file throughout the Required Covenant Period and for a four (4) year period thereafter, the executed lease or occupancy agreement of each tenant occupying an Affordable Unit. The form of lease or occupancy agreement used by the Owner for the lease or rental of Affordable Units shall be that which is reasonable and customary in residential leasing. In addition, each lease or occupancy agreement for an Affordable Unit shall (i) provide that the tenants of such Affordable Unit shall be subject to annual recertification of income and subject to rental increases in accordance with Sections 2.5 and 2.6 of this Agreement, and (ii) contain a provision to the effect that the Owner has relied on the income certification and supporting information supplied by the tenant in determining qualification for occupancy of the Affordable Unit, and that any material misstatement in such certification (whether or not intentional) may be cause for immediate termination of such lease or occupancy agreement. 2.7.1 No Discrimination. Owner covenants, by and for itself and any successors in interest, that there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Site, nor shall Owner, itself or any person claiming under or through it, establish or permit any such practice or practices of Page 472 of 855 -8- P6401-0001\2940885v2.doc discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, subleases or vendees in the Site. 2.7.2 Required Clauses. All deeds, subleases or contracts made relative to the Site, the improvements thereon or any part thereof, shall contain or be subject to substantially the following nondiscrimination and nonsegregation clauses: "(1) Grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) and (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955 and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the property herein conveyed, nor shall the grantee or any person claiming under or through the grantee, establish or permit any practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the property herein conveyed. The foregoing covenant shall run with the land. (2) Notwithstanding paragraph (1), with respect to familial status, paragraph (1) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (1) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (1)." (a) In leases: “The lessee herein covenants, by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: (b) That there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the land herein leased, nor shall the lessee, himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subleases, subtenants or vendees in the land herein leased. (c) Notwithstanding paragraph (a), with respect to familial status, paragraph (a) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in paragraph (a) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11 and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivisions (d) of Section 51 and Section 1360 of the Civil Code Page 473 of 855 -9- P6401-0001\2940885v2.doc and subdivision (n), (o), and (p) of Section 12955 of the Government Code shall apply to paragraph (a).” (3) In contracts: “There shall be no discrimination against or segregation of any person or group of persons on any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee, himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subleases, subtenants or vendees in the land. 2.7.3 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. 2.7.4 The Owner shall refrain from restricting the rental or lease of Affordable Units on the basis of race, color, religion, sex, marital status, disability, ancestry or national origin of any person. 2.7.5 The Authority is the beneficiary of the terms and provisions of the covenants herein, both for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, for whose benefit these covenants running with the land have been provided. 2.8 Security Deposits. The Owner may require security deposits on Affordable Units in amounts which are consistent with applicable law. 2.9 Additional Information; Books and Records. The Owner shall provide any additional information concerning the Affordable Units reasonably requested by the Authority. The Owner will maintain complete and accurate records pertaining to the Affordable Units throughout the Covenant Period and for a four (4) year period thereafter. The Authority shall have the right upon written notice of no less than two (2) business days to the Owner, at any time during normal business hours of 9:00 am to 5:00 pm, to examine of all books, records or other documents maintained by the Owner or by any of the Owner’s agents which pertain to any Affordable Unit, including all executed leases or occupancy agreements and all Income Certifications, and obtain copies of any requested executed leases, occupancy agreements and Income Certifications within ten (10) business days following such examination and the Authority’s written request. 2.10 Specific Performance. The Owner hereby agrees that specific enforcement of the Owner’s agreement to comply with the allowable rent and occupancy restrictions and covenants contained herein is one of the reasons and consideration for the Authority having entered into the DDLA, and that, in the event of the Owner’s breach of such requirements, potential monetary damages to the Authority and City, as well as to existing and prospective Extremely Low, 59% AMI Low or 80% AMI Low Income Households, would be difficult, if not impossible, to evaluate and quantify. Therefore, in addition to any other relief to which the Authority or City may be entitled as a Page 474 of 855 -10- P6401-0001\2940885v2.doc consequence of the breach hereof, the Owner agrees to the imposition of the remedy of specific performance against it in the case of any event of default by the Owner in complying with any provision of this Agreement beyond any applicable notice and cure period. 2.11 Audit. The Authority shall have the right to perform an audit of the Apartment Community to determine compliance with the provisions of this Agreement. Such audit shall not be undertaken more often than once each calendar year. All costs and expenses associated with the audit shall be paid by the Owner. 2.12 Management. The management agent of the Owner and any other contractor of Owner who provides services to occupants of the Apartment Community shall be subject to the reasonable written approval of the Authority. The Owner and/or the management agent (if not the Owner) shall operate the Apartment Community in a manner that will provide decent, safe and sanitary residential facilities to the occupants thereof, and will comply with provisions of this Agreement. Upon the written request of the Authority, the Owner shall cooperate with the Authority in the periodic review (but not more than once each calendar year) of the management practices and financial status of the Affordable Units. The purpose of each periodic review will be to enable the Authority to determine if the Affordable Units are being operated and managed in accordance with the requirements and standards of this Agreement. Results of such Authority review shall be provided to the City and to the Owner, and the Authority shall have the right to require the Owner to make modifications that are reasonably necessary to ensure the objectives of this Agreement are met. 2.13 Binding for Term. t is intended by the Parties that except as otherwise expressly provided herein, the provisions of this Agreement shall apply to the Apartment Community throughout the entire term hereof, as established in Section 3.1 below. ARTICLE 3. TERM AND RECORDATION. 3.1 Term of Agreement. This Agreement shall remain in full force and effect for the Required Covenant Period, unless the Owner and the Authority agree, in writing, to terminate this Agreement prior to the expiration of the Required Covenant Period. Unless terminated earlier pursuant to the prior sentence of this Section 3.1, or Section 3.3 below, the Parties intend that the provisions and effect of this Agreement and specifically of Article 2 hereof, shall remain in full force and effect for the entire Required Covenant Period. 3.2 Agreement to Record. The Owner represents, warrants, and covenants that this Agreement will be recorded in the real property records of Riverside County. 3.2 Early Termination of Restrictions. Notwithstanding the generality of the foregoing provisions of this Article 3 or any other provisions hereof, this Agreement and all of the terms and restrictions contained herein shall be suspended during involuntary noncompliance as a result of unforeseen events such as fire or act of God which leaves the entire Apartment Community uninhabitable (and the proceeds of insurance available to the Owner as a result thereof are insufficient to reconstruct the Apartment Community), or a change in a federal or state law or an action by the federal government, the State or a court of competent jurisdiction, after the date of Page 475 of 855 -11- P6401-0001\2940885v2.doc recordation hereof, that prevents the Authority from enforcing the provisions of this Agreement, or a condemnation or a similar event. ARTICLE 4. DEFAULT; REMEDIES. 4.1 An Event of Default. Each of the following shall constitute an “Event of Default” by the Owner under this Agreement: 4.1.1 Failure by the Owner to duly perform, comply with and observe any of the conditions, terms, or covenants of any agreement with the Authority or the City concerning the Apartment Community, or of this Agreement, if such failure remains uncured thirty (30) days after written notice of such failure from the Authority to the Owner in the manner provided herein or, with respect to a default that cannot be cured within thirty (30) days, if the Owner fails to commence such cure within such thirty (30) day period or thereafter fails to diligently and continuously proceed with such cure to completion. However, if a different period or notice requirement is specified under any other section of this Agreement, then the specific provision shall control. 4.1.2 Any representation or warranty contained in this Agreement or in any application, financial statement, certificate, or report submitted by the Owner to the Authority or the City proves to have been incorrect in any material respect when made.. 4.1.3 A court having jurisdiction shall have made or rendered a decree or order: (i) adjudging the Owner to be bankrupt or insolvent; (ii) approving as properly filed a petition seeking reorganization of the Owner or seeking any arrangement on behalf of the Owner under the bankruptcy laws or any other applicable debtor’s relief law or statute of the United States or of any state or other jurisdiction; (iii) appointing a receiver, trustee, liquidator, or assignee of the Owner in bankruptcy or insolvency or for any of its properties; or (iv) directing the winding up or liquidation of the Owner, providing, however, that any such decree or order described in any of the foregoing subsections shall have continued unstayed or undischarged for a period of ninety (90) days. 4.1.4 The Owner shall have assigned its assets for the benefit of its creditors or suffered a sequestration or attachment or execution on any substantial part of its property, unless the property so assigned, sequestered, attached, or executed upon shall have been returned or released within ninety (90) days after such event (unless a lesser time period is permitted for cure hereunder) or prior to sale pursuant to such sequestration, attachment, or execution. If the Owner is diligently working to obtain a return or release of the property and the City’s and the Authority’s interests hereunder are not imminently threatened in its reasonable business judgment, then the City shall not declare a default under this subsection. 4.1.5 The Owner shall have voluntarily suspended its business or dissolved. 4.1.6 The seizure or appropriation of all or, in the reasonable opinion of the Authority, a substantial part of the Apartment Community, except for condemnation initiated by the City, the Authority or any other governmental agency or authority. Page 476 of 855 -12- P6401-0001\2940885v2.doc  The seizure or appropriation of all or, in the reasonable opinion of the Authority, a substantial part of the Apartment Community, except for condemnation initiated by the City, the Authority or any other governmental agency or authority. 4.1.7 There should occur any default declared by any lender under any loan document or deed of trust relating to any loan made in connection with the Apartment Community, which loan is secured by a deed of trust or other instrument affecting the Apartment Community, and such default remains uncured following the expiration of any applicable cure period. 4.2 Option to Lease. [INTENTIONALLY OMITTED} 4.3 Authority Remedies. The Authority and City shall each have the right to mandamus or other suit, action or proceeding at law or in equity to require the Owner to perform its obligations and covenants under this Agreement or to enjoin acts or things which may be unlawful or in violation of the provisions hereof, provided that in any such case the Authority has first provided the required notice of any alleged default and the Owner has had the requisite opportunity to cure pursuant to Section 4.1.1, above. 4.4 Action at Law; No Remedy Exclusive. The Authority and/or the City may take whatever action at law or in equity as may be necessary to enforce performance and observance of any obligation, agreement or covenant of the Owner under this Agreement. No remedy herein conferred upon or reserved by the Authority or City is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of such right or power, but any such right or power may be exercised from time to time and as often as the Authority may deem expedient. In order to entitle the Authority or City to exercise any remedy reserved to it in this Agreement, it shall not be necessary to give any notice, other than such notice as may be herein otherwise expressly required or required by law to be given. ARTICLE 5. GENERAL PROVISIONS. 5.1 Limitations on Recourse. Notwithstanding anything to the contrary contained in this Agreement, except in the event of fraud, waste, or illegal acts, or with regard to any indemnity obligations imposed upon the Owner under the terms of this Agreement, (i) no partner, member, officer or director, as applicable, of the Owner (each, an “Owner Affiliate”) shall have any direct, indirect or derivative personal liability for the obligations of the Owner under this Agreement, and (ii) the Authority and the City shall not exercise any rights or institute any action against any Owner Affiliate directly, indirectly or derivatively for the payment of any sum of money that is or may become payable hereunder. 5.2 Maintenance, Repair, Alterations. The Owner shall maintain and preserve the Apartment Community in good condition and repair and in a prudent and businesslike manner. The Owner shall comply with all laws, ordinances, rules, regulations, covenants, conditions, restrictions, and orders of any governmental authority now or hereafter affecting the conduct or operation of the Apartment Community or any part thereof or requiring any alteration or improvement to be made Page 477 of 855 -13- P6401-0001\2940885v2.doc thereon. The Owner shall not commit, suffer, or permit any act to be done in, upon, or to the Apartment Community or any part thereof in violation of any such laws, ordinances, rules, regulations, or orders. The Owner hereby agrees that the Authority may conduct from time to time through representatives, upon reasonable notice of no less than twenty-four (24) hours, on-site inspections and observation of: (i) the maintenance and repair of the Apartment Community, including a review of all maintenance and repair programs and practices and all reports and records pertaining thereto, including records of expenditures relating thereto; and (ii) such other facilities, practices, and records of the Owner relating to the Affordable Units as the Authority reasonably deems to be necessary or appropriate in order to monitor the Owner’s compliance with the provisions of this Agreement. 5.3 Notices. All notices (other than telephone notices), certificates or other communications (other than telephone communications) required or permitted hereunder shall be sufficiently given and should be deemed given when mailed by certified mail, postage prepaid, or twenty-four (24) hours following delivery of such notice to Federal Express or similar commercial carrier for overnight or next business day delivery, addressed as follows: If to the Authority or City: Palm Desert Housing Authority City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: Housing Division If to the Owner: __________________________ 100 Pacifica, Suite 203 Irvine, CA 92618 Attn: President 5.4 Relationship of Parties. Nothing contained in this Agreement shall be interpreted or understood by any of the Parties, or by any third persons, as creating the relationship of employer and employee, principal and agent, limited or general partnership, or joint venture between the City and the Owner or the Owner’s agents, employees or contractors, or the Authority and the Owner or the Owner’s agents, employees or contractors, and the Owner shall at all times be deemed an independent contractor and shall be wholly responsible for the manner in which it or its agents, or both, perform the services required of it by the terms of this Agreement for the operation of the Apartment Community. The Owner has and hereby retains the right to exercise full control of employment, direction, compensation and discharge of all persons assisting in the performance of services hereunder. In regards to the on-site operation of the Apartment Community, the Owner shall be solely responsible for all matters relating to payment of its employees, including compliance with Social Security, withholding and all other laws and regulations governing such matters. The Owner agrees to be solely responsible for its own acts and those of its agents and employees. Page 478 of 855 -14- P6401-0001\2940885v2.doc 5.5 No Claims. Nothing contained in this Agreement shall create or justify any claim against the City or the Authority by any person the Owner may have employed or with whom the Owner may have contracted relative to the purchase of materials, supplies or equipment, or the furnishing or the performance of any work or services with respect to the operation of the Affordable Units. 5.6 Conflict of Interests. No member, official or employee of the Authority or City shall make any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No officer or employee of the Owner shall acquire any interest in conflict with or inimical to the interests of the City or the Authority. 5.7 Non-Liability of City Officials, Employees and Agents. No member, official, employee or agent of the City or the Authority shall be personally liable to the Owner, or any successor in interest, in the event of any default or breach by the City or the Authority or for any amount which may become due to the Owner or successor in connection with this Agreement or on any obligation of the City or the Authority under the terms of this Agreement. 5.8 Unavoidable Delay; Extension of Time of Performance. In addition to specific provisions of this Agreement, and except for performance under the DDLA (which is governed by the terms of the DDLA), performance of a construction obligation by any Party hereunder shall not be deemed to be in default where it is due to an “Unavoidable Delay.” “Unavoidable Delay” means a delay due to the elements (including unseasonable weather), fire, earthquakes or other acts of God, strikes, pandemics, labor disputes, lockouts, shortages of construction materials experienced generally in the construction industry in the local area, acts of the public enemy, riots, insurrections or governmental regulation of the sale or transportation of materials, supply or labor; provided, however, that to the extent a delay is caused by any other reason that the Owner reasonably believes is beyond its control, the Owner may request, on a case-by-case basis, that the City and/or Authority excuse any such delay as an Unavoidable Delay and the City and Authority shall make their determinations as to whether such delay constitutes an Unavoidable Delay using their reasonable judgment. 5.9 Indemnity. The Owner shall indemnify, defend and hold harmless the Authority and the City and all officials, employees and agents of the Authority and/or the City (with counsel reasonably satisfactory to the Authority) against any costs, liabilities, damages or judgments arising from claims or litigation of any nature whatsoever brought by third parties and directly or indirectly arising from the Owner’s ownership or operation of the Apartment Community, or the Owner’s performance of its obligations under this Agreement, and in the event of settlement, compromise or judgment hold the City and the Authority free and harmless therefrom. The provisions of this Section 5.9 shall survive the term of this Agreement. 5.10 Rights and Remedies Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise or failure to exercise one or more of such rights or remedies by either Party shall not preclude the exercise by it, at the same time or different times, of any right or remedy for the same default or any other default by the other Party. No waiver of any default or breach by the Owner hereunder shall be implied from any omission by the Authority or the City to take action on account of such default if such default persists or is repeated, and no express waiver shall affect any default other than the default Page 479 of 855 -15- P6401-0001\2940885v2.doc specified in the waiver, and such wavier shall be operative only for the time and to the extent therein stated. Waivers of any covenant, term, or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition. The consent or approval by the City or the Authority to or of any act by the Owner requiring further consent or approval shall not be deemed to waive or render unnecessary the consent or approval to or of any subsequent similar act. The exercise of any right, power, or remedy shall in no event constitute a cure or a waiver of any default under this Agreement, nor shall it invalidate any act done pursuant to notice of default, or prejudice the Authority in the exercise of any right, power, or remedy hereunder or under any agreements ancillary or related hereto. 5.11 Applicable Law. This Agreement shall be interpreted under and pursuant to the laws of the State of California. 5.12 Severability. If any term, provision, covenant or condition of this Agreement is held in a final disposition by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. 5.13 Legal Actions. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, the Party prevailing in any such action shall be entitled to recover against the Party not prevailing all reasonable attorneys’ fees and costs incurred in such action (including all legal fees incurred in any appeal or in any action to enforce any resulting judgment), as awarded by a court of competent jurisdiction. 5.14 Binding Upon Successors. This Agreement shall be binding upon and inure to the benefit of the permitted heirs, administrators, executors, successors in interest and assigns of each of the Parties. Any reference in this Agreement to a specifically named Party shall be deemed to apply to any successor, heir, administrator, executor or assign of such Party who has acquired an interest in compliance with the terms hereof or under law. 5.15 Time of the Essence. In all matters under this Agreement, time is of the essence. 5.16 Approvals by the Authority or City. Any approvals required under this Agreement to be made by the Authority shall be made by the Executive Director of the Authority or his or her designee, and any approvals by the City shall be made by the City Manager or his or her designee. Any such approval or consent shall not be unreasonably withheld, conditioned, delayed or made, except where it is specifically provided herein that another standard applies, in which case the specified standard shall apply. 5.17 Complete Understanding of the Parties. The DDLA, this Agreement and the attached Exhibits constitute the entire understanding and agreement of the Parties with respect to the matters described herein. 5.18 Covenants to Run With the Land. The Owner hereby subjects the Apartment Community to the covenants, reservations, and restrictions set forth in this Agreement. The Authority, the City 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 Apartment Community; provided, however, that on the Page 480 of 855 -16- P6401-0001\2940885v2.doc termination of this Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Apartment Community or any portion thereof shall conclusively be held 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. No breach of any of the provisions of this Agreement shall defeat or render invalid the lien of a mortgage or deed of trust made in good faith and for value encumbering the Property or any interest of the Owner therein. 5.19 Burden and Benefit. The Authority, the City and the Owner hereby declare their understanding and intent that: (i) the burden of the covenants, reservations, restrictions, and agreements set forth herein touch and concern the Property and the Apartment Community, in that Owner’s legal interest in the Apartment Community is rendered less valuable thereby, (ii) the covenants, reservations, restrictions, and agreements set forth herein directly benefit the Property and the Apartment Community (a) by enhancing and increasing the enjoyment and use of the Apartment Community by certain Extremely Low, 59% AMI Low or 80% AMI Low Income Households, the intended beneficiaries of such covenants, reservations, restrictions, and agreements, (b) by making possible the obtaining of advantageous financing for the Property and the Apartment Community, and (c) by furthering the public purposes advanced by the Authority and the City, and (iii) the covenants, reservations, restrictions and agreements set forth herein shall run with the Property and shall be binding for the benefit of and enforceable by the Authority and the City and their successors and assigns for the entire term of this Agreement. 5.20 Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 5.21 Amendments. This Agreement may be amended only by the written agreement of the Authority, the City and the Owner. WHEREFORE, the undersigned has executed this Agreement as of the date first-above written. OWNER: _____________________________ AUTHORITY: PALM DESERT HOUSING AUTHORITY, a public body, corporate and politic By: ________________________ Print Name: ___________________ Title: ________________________ Page 481 of 855 -17- P6401-0001\2940885v2.doc Page 482 of 855 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 483 of 855 -19- P6401-0001\2940885v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 484 of 855 -20- P6401-0001\2940885v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of ) On ____________, 2022, before me, ________________________________________________, (insert name and title of the officer) Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Page 485 of 855 EXHIBIT “A” LEGAL DESCRIPTION OF THE PROPERTY Real property in the City of Palm Desert, County of Riverside, State of California, described as follows: Page 486 of 855 EXHIBIT “B” HOUSEHOLD INCOME CERTIFICATION (Attached) Page 487 of 855 -23- P6401-0001\2940885v2.doc Page 488 of 855 -24- P6401-0001\2940885v2.doc Page 489 of 855 -25- P6401-0001\2940885v2.doc Page 490 of 855 -26- P6401-0001\2940885v2.doc EXHIBIT “C” CERTIFICATE OF CONTINUING COMPLIANCE (Attached) Page 491 of 855 -27- P6401-0001\2940885v2.doc Page 492 of 855 -28- P6401-0001\2940885v2.doc Page 493 of 855 -29- P6401-0001\2940885v2.doc Page 494 of 855 -30- P6401-0001\2940885v2.doc Page 495 of 855 EXHIBIT I SCOPE OF DEVELOPMENT (PHASE I AND PHASE II) Pursuant to that certain Amended and Restated Disposition, Development and Loan Agreement (“DDLA”) dated in 2024 executed by and among the City of Palm Desert, a municipal corporation (the “City”), the Palm Desert Housing Authority, a public body corporate and politic (the “Authority”) and Palm Companies, LLC (“Palm”), the single asset tax credit limited partnership created and controlled by Palm and approved by the City Manager as the entity who will take title to the Property at the Close of Escrow shall develop a two hundred forty-one (241) unit multifamily rental housing development, including units for extremely low, very low, and low income households (i.e., the Development) on the Property. All capitalized terms not defined herein shall have the meaning ascribed to such terms in the DDLA. The Development shall conform to plans approved by City (Precise Plan 22-0003/Tentative Parcel Map 38366, and Environmental Assessment 22-0003), including all conditions and mitigation measures imposed by the City in connection with the entitlement/development approval process of the City. This shall include any subsequent updates or extensions to the approvals as approved by the City. The Development shall be constructed on the Property (such property consisting of approximately 10.49 acres of city-owned vacant land located at the north side of Gerald Ford Drive, between Portola Road and Cook Street in the City of Palm Desert). The project/development, which will be called “Palm Villas at Millennium”, will be built as in two phases, and each phase will include on on-site manager’s unit. The quality of construction shall be of a high level. PHASES: The Development shall be constructed in two phases, one phase on the Phase I Parcel and the second Phase on the Phase II Parcel. Phase I shall consist of 120 affordable units and one manager’s unit; Phase II shall consist of 119 affordable units and one manager’s unit. HOUSING TYPE Palm Villas at Millennium will target families with incomes from 30% to 80% AMI and will consist of a mix of one, two and three-bedroom units. Units will be restricted by recorded Housing Agreements on each Phase (one with the City in connection with a density bonus; the other with the Authority, required due to the Authority’s purchase money loan for Phase I and purchase money and construction loan for Phase II, as described in the DDLA). One two-bedroom unit and one three-bedroom unit, respectively, will be used for the on-site property managers. SITE AMENITIES---TO BE CONSTRUCTED AS PART OF PHASE I, UNLESS LOCATED ON PHASE II PARCEL (31) Community Center o Leasing Office o Computer Lab Page 496 of 855 I-72 P6401-0001\2940216v1.doc o Flex-Space (32) Surveillance Cameras (33) Picnic Areas (covered) (34) Laundry Facilities (35) Tot-Lot/Playground (covered) (36) Swimming Pool(s): - One pool will be a minimum of 935 square feet and shall include pool restrooms; the other pool will be a minimum of 700 square feet - Alternatively, a single pool, no smaller than 1600 square feet, shall be completed • On-Site Property Management • Gated Access • Assigned Parking CONSTRUCTION TYPE & ARCHITECTURAL GOALS All buildings will be garden style Type V walk-ups with concrete slab-on-grade foundations. The building architecture will be designed to blend with the character of the area and will incorporate Universal Design concepts throughout that emphasizes overall project accessibility. The site will have a spacious feel with open desert landscaped areas and surface parking. Construction of the project is subject to California State prevailing wages, and may be subject to Federal Davis Bacon prevailing wages. SUSTAINABLE BUILDING / GREEN BUILDING PRACTICES Palm Communities strives to implement building technologies that produce “green” and sustainable developments. Palm Villas at Millennium will be built per minimum TCAC requirements, which based on current regulations includes achieving minimum CalGreen and CAS compliance. UNIT AMENITIES • Energy Star Appliances o Oven/Stove o Refrigerator o Dishwasher o Garbage Disposal • Solid Surface Countertops • Upgraded Cabinets • Central Air Conditioning/Heating • Window Blinds • Carpet/Vinyl or Tile • Patio or Balcony SOCIAL SERVICE PROGRAMS • Service amenities will be conducted in the community buildings and available for all tenants free of charge. A program coordinator will be hired to provide family appropriate classes for the residents, as well as collaborate with outside nonprofits and agencies to expand program options. Residents will have input as to which classes and programs are Page 497 of 855 I-73 P6401-0001\2940216v1.doc offered at the center. Typically, the classes will include the following: English as a Second Language • Literacy Programs • Computer Training • “Basics of Life” Courses • Entering the Workforce Courses • Nutrition and Wellness Programs The developer shall commence and complete the Development in accordance with the Schedule of Performance. The Development shall conform to and shall complete and satisfy any and all conditions from the City’s entitlement approval of Project number PP22-0003/TPM 38366. I. DEVELOPMENT STANDARDS The Improvements shall conform to all applicable Governmental Requirements, including without limitation local subdivision, zoning, building code and other applicable ordinances, resolutions, policies, applicable general and Specific Plans, and regulations of the City of Palm Desert (“City Ordinances”) and the following development standards: A. General Requirements: 1. Vehicular Access. The placement of vehicular driveways shall be coordinated with the needs of proper street traffic flow as approved by the City in accordance with City Ordinances. In the interest of minimizing traffic congestion, the City of Palm Desert will control the number and location of curb breaks for access to the Site for off-street parking and truck loading. All access driveways shall require written approval of the City. 2. Building Signs. Signs shall be limited in size, subdued and otherwise designed to contribute positively to the environment. Signs identifying the building use will be permitted, but their height, size, location, color, lighting and design will be subject to City approval, and signs must conform to the City Ordinances. 3. Screening. All outdoor storage of materials or equipment shall be enclosed or screened to the extent and in the manner required by the City. 4. Landscaping. The developer shall provide and maintain landscaping within the public rights-of-way and within setback area along all street frontages and conforming to the plans as hereafter approved by the City. Landscaping shall consist of trees, shrubs and installation of an automatic irrigation system adequate to maintain such plant material. The type and size of trees to be planted, together with a landscaping plan. 5. Utilities. All utilities on the Property provided to service the units constructed by developer shall be underground at developer’s expense. 6. Building Design. Buildings shall be constructed such that the Improvements shall be of high architectural quality, and shall be effectively and aesthetically designed and in conformance with City approvals. Page 498 of 855 I-74 P6401-0001\2940216v1.doc 7. Energy Considerations. The design of the Improvements shall include, where feasible, energy conservation construction techniques and design, including co-generation facilities and active and passive solar energy design. The developer shall be required to demonstrate consideration of such energy features during the design review process and to consistency with energy conservation provisions of the building code. 8. Site Preparation. Palm, at its cost and expense, shall prepare Property (also sometimes referred to herein as the “Site”) for development. Such Site preparations shall consist of the complete demolition and removal of all existing improvements if any. 9. Environmental Impact Mitigation Measures. To the extent required under the terms of the DDLA, the developer shall implement any and all mitigation measures and/or mitigation monitoring requirements as identified in any certified environmental document or mitigated negative declaration certified in connection with the project. 10. Construction Fence. The developer shall install a temporary construction chain link fence. The construction fence shall be maintained free of litter and in good repair for the duration of its installation. 11. Development Identification Signs. Prior to commencement of construction on the Site, the developer shall prepare and install, at its cost and expense, one sign on the barricade around the Site which identifies the development. The sign shall be at least four (4) feet by six (6) feet and be visible to passing pedestrians and vehicular traffic. The design of the sign, as well as the proposed location, shall be submitted to the City and Authority for review and approval prior to installation. The sign shall, at a minimum, include: - Illustration of development - Development name - Palm - Logo of the City of Palm Desert - List of City Council Members - Information number - Completion Date B. Design Features: The following design features are considered essential components to the Improvements: Handicapped Units – An agreed upon number of units are to be fully handicapped accessible in compliance with State Housing Code – Title 24 requirements. Overall Design Quality, Materials, Colors, Design Features – Quality of design is important, materials and colors are to be approved by City. Housing Type – The project shall consist of development of a multi-family apartment complex with two hundred forty-one (241) units, in the two Phases described above. Page 499 of 855 I-75 P6401-0001\2940216v1.doc Mobility – All facilities shall comply, to the extent feasible, with current CTCAC standards. Green Building Standards – All facilities shall comply, to the extent feasible, with CTCAC minimum green building standards. II. DEMOLITION AND SOILS Except to the extent otherwise expressly provided in the DDLA, the developer assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Improvements. The developer has undertaken all investigation of the Site as it shall deem necessary and has not received or relied upon any representations of City or the Authority, or their respective officers, agents and employees. III. SPECIAL AMENITIES The developer shall undertake all improvements required by the City as a condition of development of the Site, as more particularly provided in the City approvals given for the Site. IV. MAINTENANCE OF SITE The developer shall maintain the site free of all weeds and trash prior to start of construction. Page 500 of 855 EXHIBIT J SCHEDULES OF PERFORMANCE (PHASE I AND PHASE II) All of the construction deadlines described below shall be subject to extension as a result “Force Majeure” in accordance with Section 10.3 of the DDLA. PHASE I SCHEDULE OF PERFORMANCE: # TASK DEADLINE 1 Open escrow for Phase I Parcel Promptly after execution of DDLA 2 Developer shall obtain the City Approvals and obtain permit ready letter for all permits necessary to construct the Development, and pay the grading permit fees and all Final Map fees, and shall cause all security required for the Final Map under the conditions thereto (including security under the Subdivision Improvement Agreement, which must be signed and delivered as a condition to Close of Escrow). Prior to or concurrent with the conveyance of the Phase I Parcel. 3 Developer shall submit evidence of financing commitments consistent with the Financing Plan. At least thirty (30) days prior to Close of Escrow. 4 All construction financing to close, and evidence of committed equity to be provided (all consistent with final Project Budget) By or concurrently with Close of Escrow 5 Closing of the conveyance of the Phase I Parcel January 1, 2025 6 Developer and City to execute and deliver all documents required for Closing into Escrow, as applicable, and satisfy all applicable closing conditions Prior to Close of Escrow. 7 Developer commences Construction March 30, 2025 8 Completion of Grading October 1, 2025 Page 501 of 855 J-77 P6401-0001\2938077v2.doc # TASK DEADLINE 9 Completion and issuance of final Certificate of Occupancy May 30, 2027 Page 502 of 855 PHASE II SCHEDULE OF PERFORMANCE: # TASK DEADLINE 1 Parties to open escrow for the conveyance of the Phase II Parcel. Upon closing of conveyance of Phase I Parcel. 2 Developer shall obtain the City Approvals and obtain permit ready letter for all permits necessary to construct the Development, and pay the grading permit fees and all Final Map fees, and shall cause all security required for the Final Map under the conditions thereto (including security under the Subdivision Improvement Agreement, which must be signed and delivered as a condition to Close of Escrow). Prior to or concurrent with the conveyance of the Phase II Parcel. 3 Developer shall submit evidence of financing commitments consistent with the Financing Plan. At least thirty (30) days prior to Close of Escrow. 4 All construction financing to close, and evidence of committed equity to be provided (all consistent with final Project Budget) By or concurrently with Close of Escrow 5 Closing of the conveyance of the Phase II Parcel March 1, 2026 6 Developer and City to execute and deliver all documents required for Closing into Escrow, as applicable, and satisfy all applicable closing conditions Prior to Close of Escrow. 7 Developer commences Construction May 30, 2026 8 Completion of Grading October 1, 2026 9 Completion and issuance of final Certificate of Occupancy May 30, 2028 Page 503 of 855 EXHIBIT K-1 FINANCING PLAN – PHASE I Page 504 of 855 APPENDIX A - TABLE 1 ESTIMATED DEVELOPMENT COSTS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Land Assemblage Costs Acquisition Price 2 121 Units $16,248 /Unit $1,966,000 Closing Costs 0%of Purchase Price 0 Total Land Assemblage Costs 121 Units $16,200 /Unit $1,966,000 II.Direct Costs 3 Off-site Improvements 4 Allowance $4,487,000 On-site Improvements 262,231 Sf Land $34 /Sf Land 8,953,000 Extraordinary Costs 5 121 Units $8,653 /Unit 1,047,000 Residential Structure 122,513 Sf GBA $251 /Unit 30,752,000 Community Building 3,781 Sf GBA $519 of Construction Costs 1,963,000 Furnishings, Fixtures & Equipment 121 Units $620 of Construction Costs 75,000 Contractor Fees / General Requirements 14%of Construction Costs 6,621,000 Construction Insurance / Bonds 1%of Construction Costs 538,000 Contingency Allowance 5%of Other Direct Costs 2,718,000 Total Direct Costs 121 Units $472,300 /Unit $57,154,000 III.Indirect Costs Architecture, Engineering & Consultants 4%of Direct Costs $2,133,000 Permits & Fees 6 121 Units $21,033 /Unit 2,545,000 Taxes, Insurance, Legal & Accounting 2%of Direct Costs 1,396,000 Marketing & Leasing 121 Units $496 /Unit 60,000 Developer Fee 7 10,070,000 Contingency Allowance 3%of Other Indirect Costs 500,000 Total Indirect Costs 121 Units $138,000 /Unit $16,704,000 IV.Financing Costs Tax-Exempt Bonds Interest 8 $44,853,250 TEBs 8.00%Interest $4,662,000 Taxable Bonds Interest $0 Txble Bonds 8.00%Interest 0 Financing Fees Construction Loan $44,853,250 Loan 1.11 Points 498,000 Permanent Loan $13,910,000 Loan 1.14 Points 159,000 Issuance Costs $44,853,250 TEBs 0.52 Points 231,000 Tax Credit Fees 121 Units $1,044 /Unit 126,000 Capitalized Reserves Operating Reserves $186,046 /Mo 3 Months 558,000 SLP Fee 20 Years $5,000 /Year 100,000 Total Financing Costs 121 Units $52,300 /Unit $6,334,000 V.Total Development Costs 121 Units $679,000 /Unit $82,158,000 1 2 3 4 5 6 7 8 Based on Developer's estimates, which KMA determined to be reasonable based on experience. Based on City appraisal from June 2022. Project will be required to pay both Federal and State prevailing wages. Includes solar, swimming pool and parking space shade covers. Maximum developer fee allowed by TCAC. Assumes a 24-month development period and a 65% average outstanding balance. All offsite improvements required will be constructed in Phase I. Does not include SCE and TUMF fees, which will be waived or refunded. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 505 of 855 APPENDIX A - TABLE 2A AFFORDABILITY MIX PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA Number Applicable Utility Applicable of Units TCAC Rent HCD Rent DB Rent Gross Rent Allowance Net Rent 30% TCAC, ELI HCD, VLI DB 12 30% AMI ELI HCD VLI HCD 1-Bdrm Units 2 $524 $567 $945 $524 $29 $495 2-Bdrm Units 7 $629 $638 $1,063 $629 $24 $605 3-Bdrm Units 3 $727 $709 $1,181 $709 $20 $689 30% TCAC, ELI HCD 24 30% AMI ELI HCD N/A 1-Bdrm Units 4 $524 $567 N/A $524 $29 $495 2-Bdrm Units 20 $629 $638 N/A $629 $24 $605 3-Bdrm Units 0 $727 $709 N/A $709 $20 $689 30% TCAC, 59% HCD 14 30% AMI 59% Low N/A 1-Bdrm Units 9 $524 $1,115 N/A $524 $29 $495 2-Bdrm Units 1 $629 $1,254 N/A $629 $24 $605 3-Bdrm Units 4 $727 $1,394 N/A $727 $20 $707 30% TCAC, Low HCD 10 30% AMI Low N/A 1-Bdrm Units 0 $524 $1,134 N/A $524 $29 $495 2-Bdrm Units 0 $629 $1,276 N/A $629 $24 $605 3-Bdrm Units 10 $727 $1,418 N/A $727 $20 $707 60% TCAC, 59% HCD 47 60% AMI 59% Low N/A 1-Bdrm Units 0 $1,049 $1,115 N/A $1,049 $29 $1,020 2-Bdrm Units 47 $1,258 $1,254 N/A $1,254 $24 $1,230 3-Bdrm Units 0 $1,454 $1,394 N/A $1,394 $20 $1,374 60% TCAC, Low HCD 13 60% AMI Low N/A 1-Bdrm Units 0 $1,049 $1,134 N/A $1,049 $29 $1,020 2-Bdrm Units 0 $1,258 $1,276 N/A $1,258 $24 $1,234 3-Bdrm Units 13 $1,454 $1,418 N/A $1,418 $20 $1,398 Manager Unit 1 1-Bdrm Units 0 2-Bdrm Units 0 3-Bdrm Units 1 PBV Overhang 60 FMR Tenant Rent Overhang Utility Allowance Net Overhang 1-Bdrm Units 15 $1,772 $495 $1,277 $29.37 $1,248.00 2-Bdrm Units 28 $2,211 $605 $1,606 $24.06 $1,582.00 3-Bdrm Units 3 $2,977 $689 $2,288 $20.48 $2,268.00 3-Bdrm Units 14 $2,977 $707 $2,270 $20.48 $2,250.00 Note: Rents are based on 2023 rents and the utility allowances are based on Developer CAUC estimates on 3/12/24 for all electric building. TOTAL UNITS 121 AVERAGE AFFORDABILITY:45% 1-Bdrm Units 15 POTENTIAL GROSS INCOME - BASE:$1,347,475 2-Bdrm Units 75 POTENTIAL GROSS INCOME - PBV:$1,215,840 3-Bdrm Units 31 PBV SUBSIDY 60 LMIHAF City Regulatory Agreement:120 1-Bdrm Units 15 ELI HCD Units 36 2-Bdrm Units 28 VLI HCD Units 0 3-Bdrm Units 17 59% HCD Units 61 Low HCD Units 23 TCAC Regulatory Agreement: 30% AMI Units 60 Density Bonus City Regulatory Agreement 40% AMI Units 0 VLI HCD Units 12 50% AMI Units 0 60% AMI Units 60 70% AMI Units 0 Total Restricted Units 120 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; AFF - Ph 1; jlr; 3/26/2024 Page 506 of 855 APPENDIX A - TABLE 2B STABILIZED NET OPERATING INCOME PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 1 121 Units $928 /Unit/Mo $1,347,475 Projected Gross Income - PBV Subsidy 1 60 PBVs $1,689 /Unit/Mo 1,215,840 Miscellaneous Income 2 121 Units $12 /Unit/Mo 18,000 Projected Gross Income $2,581,315 (Less) Vacancy & Collection Allowance 2 5%of PGI (129,065) Effective Gross Income $2,452,249 II.Operating Expenses 2 General Operating Expenses 121 Units $8,130 /Unit $983,712 Property Taxes & Assessments 121 Units $58 /Unit 7,000 Social Services 121 Units $653 /Unit 78,972 County Monitoring Fee 121 Units $100 /Unit 12,100 City Monitoring Fee 121 Units $41 /Unit 4,961 Bond Issuer Fee Allowance 5,000 Replacement Reserves 121 Units $350 /Unit 42,350 Total Operating Expenses 121 Units $9,373 /Unit $1,134,095 III.Net Operating Income $1,318,154 1 2 See Table 2A. Based on Developer estimates, which KMA determined to be reasonable based on experience.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 507 of 855 APPENDIX A - TABLE 3 FINANCIAL GAP ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Available Funding Sources A.Permanent Loan 1.20 DCR $1,098,462 Debt Svc $13,910,000 7.50%Interest 40 Years B.Federal Tax Credit Equity $40,147,466 Gross TC $0.86 Equity $34,523,000 C.State Tax Credit Equity $22,659,500 Gross TC $0.78 Equity $17,618,000 D.County Loan 2 121 Units $55,400 /Unit $6,700,000 E.Contributed Developer Fee 3 0%of Developr Fee $0 F.Deferred Developer Fee 74%of Developr Fee $7,441,000 Total Available Funding Sources 121 Units $662,700 /Unit $80,192,000 II.Financial Gap Calculation Total Development Costs $82,158,000 (Less) Available Funding Sources (80,192,000) Financial Gap 121 Units $16,200 /Unit $1,966,000 III.Authority Funding Sources HOME Funds $0 LMIHAF Funds 1,966,000 PLHA Funds 0 Total Authority Assistance 121 Units $16,200 /Unit $1,966,000 1 2 3 Based on Developer estimates, which KMA determined to be reasonable based on experience. Previously awarded by County for entire Project; however, County has verified willingness to allow the entire amount to be used in Phase I only. Per TCAC draft guidelines, a portion of the deferred fee may be requried to be contributed to the Project.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 508 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 I.Project Income Projected Gross Income - Base Rents 102.5%/Year $1,347,475 $1,381,161 $1,415,691 $1,451,083 $1,487,360 $1,524,544 $1,562,657 $1,601,724 $1,641,767 $1,682,811 Projected Gross Income - PBV Subsidy 102.5%/Year 1,215,840 1,246,236 1,277,392 1,309,327 1,342,060 1,375,611 1,410,002 1,445,252 1,481,383 1,518,418 Miscellaneous Income 102.5%/Year 18,000 18,450 18,911 19,384 19,869 20,365 20,874 21,396 21,931 22,480 Projected Gross Income $2,581,315 $2,645,847 $2,711,994 $2,779,793 $2,849,288 $2,920,521 $2,993,534 $3,068,372 $3,145,081 $3,223,708 (Less) Vacancy & Collection Allowance 5%of PGI (129,065)(132,292)(135,599)(138,989)(142,464)(146,026)(149,676)(153,418)(157,254)(161,185) Effective Gross Income $2,452,249 $2,513,555 $2,576,394 $2,640,804 $2,706,824 $2,774,495 $2,843,857 $2,914,954 $2,987,827 $3,062,523 II.Operating Expenses General Operating Expenses 103.5%/Year $983,712 1,018,142 1,053,777 1,090,659 1,128,832 1,168,341 1,209,233 1,251,556 1,295,361 1,340,698 Property Taxes & Assessments 102.0%/Year 7,000 7,140 7,283 7,428 7,577 7,729 7,883 8,041 8,202 8,366 Social Services 103.5%/Year 78,972 81,736 84,597 87,558 90,622 93,794 97,077 100,474 103,991 107,631 County Monitoring Fee 103.5%/Year 12,100 12,524 12,962 13,415 13,885 14,371 14,874 15,395 15,933 16,491 City Monitoring Fee 103.0%/Year 4,961 5,110 5,263 5,421 5,584 5,751 5,924 6,101 6,284 6,473 Bond Issuer Fee 103.5%/Year 5,000 5,175 5,356 5,544 5,738 5,938 6,146 6,361 6,584 6,814 Replacement Reserves 103.5%/Year 42,350 43,832 45,366 46,954 48,598 50,299 52,059 53,881 55,767 57,719 Total Operating Expenses $1,134,095 $1,173,659 $1,214,604 $1,256,979 $1,300,835 $1,346,223 $1,393,196 $1,441,810 $1,492,122 $1,544,192 III.Net Operating Income $1,318,154 $1,339,897 $1,361,790 $1,383,825 $1,405,989 $1,428,272 $1,450,661 $1,473,144 $1,495,705 $1,518,331 (Less) Annual Debt Service (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (Less) AGP Asset Management Fee 2 103.0%/Year (5,000)(5,150)(5,305)(5,464)(5,628)(5,796)(5,970)(6,149)(6,334)(6,524) (Less) MGP Asset Management Fee 2 103.0%/Year (10,000)(10,300)(10,609)(10,927)(11,255)(11,593)(11,941)(12,299)(12,668)(13,048) IV.Cash Flow Available for Distribution $204,692 $225,985 $247,415 $268,972 $290,645 $312,421 $334,289 $356,234 $378,242 $400,298 V.Deferred Developer Fee Payment 3 $7,441,000 $204,692 $225,985 $247,415 $268,972 $290,645 $312,421 $334,289 $356,234 $378,242 $400,298 Accrued Payment 204,692 430,677 678,092 947,064 1,237,709 1,550,130 1,884,419 2,240,652 2,618,894 3,019,192 VI.Residual Receipts $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 VII.Authority Loan Beginning Balance $1,966,000 $2,024,980 $2,083,960 $2,142,940 $2,201,920 $2,260,900 $2,319,880 $2,378,860 $2,437,840 $2,496,820 Beginning Balance (Interest Calc)1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 Add: Interest 3.00%58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (Less) Payments 4 11.34%0 0 0 0 0 0 0 0 0 0 Ending Balance 2,024,980 2,083,960 2,142,940 2,201,920 2,260,900 2,319,880 2,378,860 2,437,840 2,496,820 2,555,800 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 509 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 11 Year 12 Year 13 Year 14 Year 15 Year 16 Year 17 Year 18 Year 19 Year 20 $1,724,881 $1,768,003 $1,812,204 $1,857,509 $1,903,946 $1,951,545 $2,000,334 $2,050,342 $2,101,601 $2,154,141 1,556,378 1,595,287 1,635,170 1,676,049 1,717,950 1,760,899 1,804,921 1,850,044 1,896,295 1,943,703 23,042 23,618 24,208 24,813 25,434 26,069 26,721 27,389 28,074 28,776 $3,304,301 $3,386,908 $3,471,581 $3,558,371 $3,647,330 $3,738,513 $3,831,976 $3,927,775 $4,025,970 $4,126,619 (165,215)(169,345)(173,579)(177,918)(182,366)(186,925)(191,598)(196,388)(201,298)(206,331) $3,139,086 $3,217,563 $3,298,002 $3,380,452 $3,464,964 $3,551,588 $3,640,378 $3,731,387 $3,824,672 $3,920,289 1,387,623 1,436,190 1,486,456 1,538,482 1,592,329 1,648,061 1,705,743 1,765,444 1,827,234 1,891,188 8,533 8,704 8,878 9,055 9,236 9,421 9,609 9,802 9,998 10,198 111,398 115,297 119,332 123,509 127,832 132,306 136,936 141,729 146,690 151,824 17,068 17,666 18,284 18,924 19,586 20,272 20,981 21,716 22,476 23,262 6,667 6,867 7,073 7,285 7,504 7,729 7,961 8,200 8,446 8,699 7,053 7,300 7,555 7,820 8,093 8,377 8,670 8,973 9,287 9,613 59,739 61,830 63,994 66,234 68,552 70,951 73,434 76,005 78,665 81,418 $1,598,081 $1,653,852 $1,711,572 $1,771,309 $1,833,132 $1,897,116 $1,963,335 $2,031,868 $2,102,795 $2,176,201 $1,541,005 $1,563,711 $1,586,430 $1,609,144 $1,631,831 $1,654,472 $1,677,042 $1,699,519 $1,721,876 $1,744,088 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (6,720)(6,921)(7,129)(7,343)(7,563)(7,790)(8,024)(8,264)(8,512)(8,768) (13,439)(13,842)(14,258)(14,685)(15,126)(15,580)(16,047)(16,528)(17,024)(17,535) $422,385 $444,486 $466,582 $488,654 $510,681 $532,641 $554,510 $576,265 $597,878 $619,323 $422,385 $444,486 $466,582 $488,654 $510,681 $532,641 $554,510 $576,265 $425,606 $0 3,441,576 3,886,062 4,352,644 4,841,298 5,351,978 5,884,619 6,439,129 7,015,394 7,441,000 7,441,000 $0 $0 $0 $0 $0 $0 $0 $0 $172,272 $619,323 $2,555,800 $2,614,780 $2,673,760 $2,732,740 $2,791,720 $2,850,700 $2,909,680 $2,968,660 $3,027,640 $3,067,079 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 0 0 0 0 0 0 0 0 (19,541)(70,251) 2,614,780 2,673,760 2,732,740 2,791,720 2,850,700 2,909,680 2,968,660 3,027,640 3,067,079 3,055,808 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 510 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 21 Year 22 Year 23 Year 24 Year 25 Year 26 Year 27 Year 28 Year 29 Year 30 $2,207,994 $2,263,194 $2,319,774 $2,377,768 $2,437,212 $2,498,143 $2,560,596 $2,624,611 $2,690,226 $2,757,482 1,992,295 2,042,103 2,093,155 2,145,484 2,199,121 2,254,099 2,310,452 2,368,213 2,427,419 2,488,104 29,495 30,232 30,988 31,763 32,557 33,371 34,205 35,060 35,937 36,835 $4,229,785 $4,335,529 $4,443,917 $4,555,015 $4,668,891 $4,785,613 $4,905,253 $5,027,885 $5,153,582 $5,282,421 (211,489)(216,776)(222,195)(227,750)(233,444)(239,280)(245,262)(251,394)(257,679)(264,121) $4,018,296 $4,118,753 $4,221,722 $4,327,265 $4,435,447 $4,546,333 $4,659,991 $4,776,491 $4,895,903 $5,018,301 1,957,379 2,025,887 2,096,794 2,170,181 2,246,138 2,324,752 2,406,119 2,490,333 2,577,495 2,667,707 10,402 10,610 10,822 11,038 11,259 11,484 11,714 11,948 12,187 12,431 157,138 162,637 168,330 174,221 180,319 186,630 193,162 199,923 206,920 214,162 24,076 24,919 25,791 26,694 27,628 28,595 29,596 30,632 31,704 32,814 8,960 9,229 9,506 9,791 10,085 10,387 10,699 11,020 11,350 11,691 9,949 10,297 10,658 11,031 11,417 11,816 12,230 12,658 13,101 13,559 84,268 87,217 90,270 93,429 96,699 100,083 103,586 107,212 110,964 114,848 $2,252,171 $2,330,797 $2,412,169 $2,496,385 $2,583,544 $2,673,749 $2,767,106 $2,863,726 $2,963,722 $3,067,212 $1,766,124 $1,787,956 $1,809,553 $1,830,880 $1,851,902 $1,872,584 $1,892,885 $1,912,765 $1,932,182 $1,951,088 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (9,031)(9,301)(9,581)(9,868)(10,164)(10,469)(10,783)(11,106)(11,440)(11,783) (18,061)(18,603)(19,161)(19,736)(20,328)(20,938)(21,566)(22,213)(22,879)(23,566) $640,571 $661,590 $682,349 $702,814 $722,949 $742,715 $762,074 $780,984 $799,401 $817,278 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $640,571 $661,590 $682,349 $702,814 $722,949 $742,715 $762,074 $780,984 $799,401 $817,278 $3,055,808 $3,042,127 $3,026,061 $3,007,641 $2,986,900 $2,963,874 $2,938,607 $2,911,143 $2,881,535 $2,849,838 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (72,661)(75,045)(77,400)(79,721)(82,005)(84,248)(86,443)(88,588)(90,677)(92,705) 3,042,127 3,026,061 3,007,641 2,986,900 2,963,874 2,938,607 2,911,143 2,881,535 2,849,838 2,816,112 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 511 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 31 Year 32 Year 33 Year 34 Year 35 Year 36 Year 37 Year 38 Year 39 Year 40 $2,826,419 $2,897,080 $2,969,506 $3,043,744 $3,119,838 $3,197,834 $3,277,780 $3,359,724 $3,443,717 $3,529,810 2,550,307 2,614,064 2,679,416 2,746,401 2,815,061 2,885,438 2,957,574 3,031,513 3,107,301 3,184,983 37,756 38,700 39,668 40,659 41,676 42,718 43,786 44,880 46,002 47,152 $5,414,482 $5,549,844 $5,688,590 $5,830,805 $5,976,575 $6,125,989 $6,279,139 $6,436,117 $6,597,020 $6,761,946 (270,724)(277,492)(284,429)(291,540)(298,828)(306,299)(313,956)(321,805)(329,850)(338,097) $5,143,758 $5,272,352 $5,404,161 $5,539,265 $5,677,747 $5,819,690 $5,965,183 $6,114,312 $6,267,170 $6,423,849 2,761,077 2,857,714 2,957,734 3,061,255 3,168,399 3,279,293 3,394,068 3,512,861 3,635,811 3,763,064 12,680 12,933 13,192 13,456 13,725 13,999 14,279 14,565 14,856 15,153 221,658 229,416 237,446 245,756 254,358 263,260 272,474 282,011 291,881 302,097 33,962 35,151 36,381 37,655 38,972 40,336 41,748 43,209 44,722 46,287 12,042 12,403 12,775 13,158 13,553 13,960 14,378 14,810 15,254 15,712 14,034 14,525 15,034 15,560 16,104 16,668 17,251 17,855 18,480 19,127 118,868 123,028 127,334 131,791 136,403 141,178 146,119 151,233 156,526 162,004 $3,174,320 $3,285,171 $3,399,896 $3,518,630 $3,641,515 $3,768,694 $3,900,318 $4,036,544 $4,177,530 $4,323,444 $1,969,438 $1,987,182 $2,004,265 $2,020,635 $2,036,232 $2,050,996 $2,064,864 $2,077,769 $2,089,640 $2,100,405 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (12,136)(12,500)(12,875)(13,262)(13,660)(14,069)(14,491)(14,926)(15,374)(15,835) (24,273)(25,001)(25,751)(26,523)(27,319)(28,139)(28,983)(29,852)(30,748)(31,670) $834,568 $851,219 $867,177 $882,388 $896,792 $910,327 $922,928 $934,528 $945,056 $954,438 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $834,568 $851,219 $867,177 $882,388 $896,792 $910,327 $922,928 $934,528 $945,056 $954,438 $2,816,112 $2,780,426 $2,742,850 $2,703,465 $2,662,354 $2,619,609 $2,575,329 $2,529,620 $2,482,595 $2,434,375 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (94,667)(96,555)(98,365)(100,091)(101,725)(103,260)(104,689)(106,005)(107,199)(108,264) 2,780,426 2,742,850 2,703,465 2,662,354 2,619,609 2,575,329 2,529,620 2,482,595 2,434,375 2,385,092 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 512 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 41 Year 42 Year 43 Year 44 Year 45 Year 46 Year 47 Year 48 Year 49 Year 50 $3,618,055 $3,708,507 $3,801,219 $3,896,250 $3,993,656 $4,093,498 $4,195,835 $4,300,731 $4,408,249 $4,518,455 3,264,608 3,346,223 3,429,879 3,515,626 3,603,516 3,693,604 3,785,944 3,880,593 3,977,608 4,077,048 48,331 49,539 50,778 52,047 53,349 54,682 56,049 57,451 58,887 60,359 $6,930,994 $7,104,269 $7,281,876 $7,463,923 $7,650,521 $7,841,784 $8,037,829 $8,238,774 $8,444,744 $8,655,862 (346,549)(355,213)(364,093)(373,195)(382,525)(392,088)(401,891)(411,938)(422,236)(432,792) $6,584,445 $6,749,057 $6,917,783 $7,090,728 $7,267,996 $7,449,696 $7,635,938 $7,826,836 $8,022,507 $8,223,070 3,894,771 4,031,088 4,172,176 4,318,203 4,469,340 4,625,767 4,787,668 4,955,237 5,128,670 5,308,173 15,456 15,765 16,081 16,402 16,730 17,065 17,406 17,754 18,109 18,472 312,671 323,614 334,941 346,664 358,797 371,355 384,352 397,804 411,728 426,138 47,907 49,584 51,319 53,115 54,974 56,899 58,890 60,951 63,084 65,292 16,183 16,668 17,169 17,684 18,214 18,760 19,323 19,903 20,500 21,115 19,796 20,489 21,206 21,949 22,717 23,512 24,335 25,186 26,068 26,980 167,675 173,543 179,617 185,904 192,411 199,145 206,115 213,329 220,795 228,523 $4,474,459 $4,630,753 $4,792,509 $4,959,920 $5,133,183 $5,312,502 $5,498,090 $5,690,165 $5,888,955 $6,094,694 $2,109,986 $2,118,304 $2,125,274 $2,130,808 $2,134,813 $2,137,194 $2,137,848 $2,136,671 $2,133,552 $2,128,376 (16,310)(16,799)(17,303)(17,823)(18,357)(18,908)(19,475)(20,059)(20,661)(21,281) (32,620)(33,599)(34,607)(35,645)(36,715)(37,816)(38,950)(40,119)(41,323)(42,562) $2,061,056 $2,067,906 $2,073,364 $2,077,340 $2,079,741 $2,080,470 $2,079,423 $2,076,493 $2,071,569 $2,064,532 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $2,061,056 $2,067,906 $2,073,364 $2,077,340 $2,079,741 $2,080,470 $2,079,423 $2,076,493 $2,071,569 $2,064,532 $2,385,092 $2,210,282 $2,034,696 $1,858,491 $1,678,609 $1,493,059 $1,301,859 $1,105,042 $902,653 $694,751 1,966,000 1,966,000 1,966,000 1,858,491 1,678,609 1,493,059 1,301,859 1,105,042 902,653 694,751 58,980 58,980 58,980 55,755 50,358 44,792 39,056 33,151 27,080 20,843 (233,789)(234,566)(235,185)(235,636)(235,909)(235,991)(235,873)(235,540)(234,982)(234,184) 2,210,282 2,034,696 1,858,491 1,678,609 1,493,059 1,301,859 1,105,042 902,653 694,751 481,410 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 513 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 51 Year 52 Year 53 Year 54 Year 55 $4,631,417 $4,747,202 $4,865,882 $4,987,529 $5,112,217 4,178,974 4,283,449 4,390,535 4,500,298 4,612,806 61,868 63,415 65,000 66,625 68,291 $8,872,259 $9,094,065 $9,321,417 $9,554,452 $9,793,314 (443,612)(454,702)(466,070)(477,722)(489,665) $8,428,647 $8,639,363 $8,855,347 $9,076,731 $9,303,649 5,493,960 5,686,248 5,885,267 6,091,251 6,304,445 18,841 19,218 19,602 19,994 20,394 441,053 456,490 472,467 489,003 506,118 67,578 69,943 72,391 74,925 77,547 21,749 22,401 23,073 23,765 24,478 27,925 28,902 29,914 30,961 32,044 236,522 244,800 253,368 262,236 271,414 $6,307,626 $6,528,002 $6,756,081 $6,992,135 $7,236,441 $2,121,021 $2,111,361 $2,099,266 $2,084,596 $2,067,208 (21,920)(22,577)(23,254)(23,952)(24,671) (43,839)(45,154)(46,509)(47,904)(49,341) $2,055,262 $2,043,630 $2,029,502 $2,012,740 $1,993,196 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $2,055,262 $2,043,630 $2,029,502 $2,012,740 $1,993,196 $481,410 $262,720 $38,789 $0 $0 481,410 262,720 38,789 0 0 14,442 7,882 1,164 0 0 (233,132)(231,813)(39,952)0 0 262,720 38,789 0 0 0 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 514 of 855 EXHIBIT K-2 FINANCING PLAN – PHASE II Page 515 of 855 APPENDIX B - TABLE 1 ESTIMATED DEVELOPMENT COSTS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Land Assemblage Costs Acquisition Price 2 120 Units $12,158 /Unit $1,459,000 Closing Costs 0%of Purchase Price 0 Total Land Assemblage Costs 120 Units $12,200 /Unit $1,459,000 II.Direct Costs 3 Off-site Improvements 4 Allowance $0 On-site Improvements 194,713 Sf Land $46 /Sf Land 8,953,000 Extraordinary Costs 5 120 Units $7,000 /Unit 840,000 Residential Structure 121,877 Sf GBA $250 /Unit 30,498,000 Community Building 0 Sf GBA $0 of Constructio 0 Furnishings, Fixtures & Equipment 120 Units $625 of Constructio 75,000 Contractor Fees / General Requirements 14%of Construction Costs 5,651,000 Construction Insurance / Bonds 1%of Construction Costs 459,000 Contingency Allowance 5%of Other Direct Costs 2,320,000 Total Direct Costs 120 Units $406,600 /Unit $48,796,000 III.Indirect Costs Architecture, Engineering & Consultants 4%of Direct Costs $1,783,000 Permits & Fees 6 120 Units $22,267 /Unit 2,672,000 Taxes, Insurance, Legal & Accounting 3%of Direct Costs 1,239,000 Marketing & Leasing 120 Units $500 /Unit 60,000 Developer Fee 7 8,784,000 Contingency Allowance 3%of Other Indirect Costs 500,000 Total Indirect Costs 120 Units $125,300 /Unit $15,038,000 IV.Financing Costs Tax-Exempt Bonds Interest 8 $41,391,683 TEBs 8.00%Interest $4,779,000 Taxable Bonds Interest $0 Txble Bonds 8.00%Interest 0 Financing Fees Construction Loan $41,391,683 Loan 1.12 Points 464,000 Permanent Loan $14,032,000 Loan 1.00 Points 140,000 Issuance Costs $41,391,683 TEBs 0.55 Points 229,000 Tax Credit Fees 120 Units $1,002 /Unit 120,000 Capitalized Reserves Operating Reserves $184,705 /Mo 3 Months 554,000 SLP Fee 20 Years $5,000 /Year 100,000 Total Financing Costs 120 Units $53,200 /Unit $6,386,000 V.Total Development Costs 120 Units $597,300 /Unit $71,679,000 1 2 3 4 5 6 7 8 Based on Developer's estimates. Based on City appraisal from June 2022. Project will be required to pay both Federal and State prevailing wages. Includes solar, swimming pool and parking space shade covers. Maximum developer fee allowed by TCAC. Assumes a 24-month development period and a 72% average outstanding balance. All offsite improvements required will be constructed in Phase I. Does not include SCE and TUMF fees, which will be waived or refunded. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 516 of 855 APPENDIX B - TABLE 2A AFFORDABILITY MIX PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA Number Applicable Utility Applicable of Units TCAC Rent HCD Rent DB Rent Gross Rent Allowance Net Rent 30% TCAC, ELI HCD, VLI DB 12 30% AMI ELI HCD VLI HCD 1-Bdrm Units 2 $524 $567 $945 $524 $29 $495 2-Bdrm Units 7 $629 $638 $1,063 $629 $24 $605 3-Bdrm Units 3 $727 $709 $1,181 $709 $20 $689 30% TCAC, ELI HCD 24 30% AMI ELI HCD N/A 1-Bdrm Units 4 $524 $567 N/A $524 $29 $495 2-Bdrm Units 20 $629 $638 N/A $629 $24 $605 3-Bdrm Units 0 $727 $709 N/A $709 $20 $689 30% TCAC, 59% HCD 14 30% AMI 59% Low N/A 1-Bdrm Units 9 $524 $1,115 N/A $524 $29 $495 2-Bdrm Units 1 $629 $1,254 N/A $629 $24 $605 3-Bdrm Units 4 $727 $1,394 N/A $727 $20 $707 30% TCAC, Low HCD 10 30% AMI Low N/A 1-Bdrm Units 0 $524 $1,134 N/A $524 $29 $495 2-Bdrm Units 0 $629 $1,276 N/A $629 $24 $605 3-Bdrm Units 10 $727 $1,418 N/A $727 $20 $707 60% TCAC, 59% HCD 46 60% AMI 59% Low N/A 1-Bdrm Units 0 $1,049 $1,115 N/A $1,049 $29 $1,020 2-Bdrm Units 46 $1,258 $1,254 N/A $1,254 $24 $1,230 3-Bdrm Units 0 $1,454 $1,394 N/A $1,394 $20 $1,374 60% TCAC, Low HCD 13 60% AMI Low N/A 1-Bdrm Units 0 $1,049 $1,134 N/A $1,049 $29 $1,020 2-Bdrm Units 0 $1,258 $1,276 N/A $1,258 $24 $1,234 3-Bdrm Units 13 $1,454 $1,418 N/A $1,418 $20 $1,398 Manager Unit 1 1-Bdrm Units 0 2-Bdrm Units 1 3-Bdrm Units 0 PBV Overhang 60 FMR Tenant Rent Overhang Utility Allowance Net Overhang 1-Bdrm Units 15 $1,772 $495 $1,277 $29 $1,248 2-Bdrm Units 28 $2,211 $605 $1,606 $24 $1,582 3-Bdrm Units 3 $2,977 $689 $2,288 $20 $2,268 3-Bdrm Units 14 $2,977 $707 $2,270 $20 $2,250 Note: Rents are based on 2023 rents and the utility allowances are based on Developer CAUC estimates on 3/12/24 for all electric building. TOTAL UNITS 120 AVERAGE AFFORDABILITY:45% 1-Bdrm Units 15 POTENTIAL GROSS INCOME - BASE:$1,332,715 2-Bdrm Units 75 POTENTIAL GROSS INCOME - PBV:$1,215,840 3-Bdrm Units 30 PBV SUBSIDY 60 LMIHAF City Regulatory Agreement:119 1-Bdrm Units 15 ELI HCD Units 36 2-Bdrm Units 28 VLI HCD Units 0 3-Bdrm Units 17 59% HCD Units 60 Low HCD Units 23 TCAC Regulatory Agreement: 30% AMI Units 60 Density Bonus City Regulatory Agreement 40% AMI Units 0 VLI HCD Units 12 50% AMI Units 0 60% AMI Units 59 70% AMI Units 0 Total Restricted Units 119 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; AFF - Ph 2; jlr; 3/26/2024 Page 517 of 855 APPENDIX B - TABLE 2B STABILIZED NET OPERATING INCOME PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 1 120 Units $925 /Unit/Mo $1,332,715 Projected Gross Income - PBV Subsidy 1 60 PBVs $1,689 /Unit/Mo 1,215,840 Miscellaneous Income 2 120 Units $12 /Unit/Mo 17,850 Projected Gross Income $2,566,405 (Less) Vacancy & Collection Allowance 2 5%of PGI (128,320) Effective Gross Income $2,438,085 II.Operating Expenses 2 General Operating Expenses 120 Units $8,087 /Unit $970,446 Property Taxes & Assessments 120 Units $58 /Unit 7,000 Social Services 120 Units $658 /Unit 78,972 County Monitoring Fee 120 Units $0 /Unit 0 City Monitoring Fee 120 Units $41 /Unit 4,920 Bond Issuer Fee Allowance 5,000 Replacement Reserves 120 Units $350 /Unit 42,000 Total Operating Expenses 120 Units $9,236 /Unit $1,108,338 III.Net Operating Income $1,329,747 1 2 See Table 2A. Based on Developer estimates, which KMA determined to be reasonable based on experience. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 518 of 855 APPENDIX B - TABLE 3 FINANCIAL GAP ANALYSIS PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Available Funding Sources A.Permanent Loan 1.20 DCR $1,108,122 Debt Svc $14,032,000 7.50%Interest 40 Years B.Federal Tax Credit Equity $35,018,207 Gross TC $0.86 Equity $30,112,000 C.State Tax Credit Equity $20,202,812 $0.82 Equity $16,524,000 D.County Loan 2 120 Units $0 /Unit $0 E.Contributed Developer Fee 3 0%of Developr Fee $0 F.Deferred Developer Fee 71%of Developr Fee $6,222,000 Total Available Funding Sources $66,890,000 II.Financial Gap Calculation Total Development Costs $71,679,000 (Less) Available Funding Sources (66,890,000) Financial Gap 120 Units $39,908 /Unit $4,789,000 III.Authority Funding Sources per Developer Request HOME Funds $0 LMIHAF Funds 4,789,000 PLHA Funds 0 Total Authority Assistance 120 Units $39,908 /Unit $4,789,000 1 2 3 Previously awarded by County for entire Project; however, County has verified willingness to allow the entire amount to be used in Phase I only. Per TCAC draft guidelines, a portion of the deferred fee may be requried to be contributed to the Project. Based on Developer estimates, which KMA determined to be reasonable based on experience. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 519 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 I.Project Income Projected Gross Income - Base Rents 102.5%/Year $1,332,715 $1,366,033 $1,400,184 $1,435,189 $1,471,068 $1,507,845 $1,545,541 $1,584,180 $1,623,784 $1,664,379 Projected Gross Income - PBV Subsidy 102.5%/Year 1,215,840 1,246,236 1,277,392 1,309,327 1,342,060 1,375,611 1,410,002 1,445,252 1,481,383 1,518,418 Miscellaneous Income 102.5%/Year 17,850 18,296 18,754 19,222 19,703 20,196 20,701 21,218 21,748 22,292 Projected Gross Income $2,566,405 $2,630,565 $2,696,330 $2,763,738 $2,832,831 $2,903,652 $2,976,243 $3,050,649 $3,126,916 $3,205,089 (Less) Vacancy & Collection Allowance 5%of PGI (128,320)(131,528)(134,817)(138,187)(141,642)(145,183)(148,812)(152,533)(156,346)(160,255) Effective Gross Income $2,438,085 $2,499,037 $2,561,513 $2,625,551 $2,691,189 $2,758,469 $2,827,431 $2,898,117 $2,970,570 $3,044,834 II.Operating Expenses General Operating Expenses 103.5%/Year $970,446 1,004,412 1,039,566 1,075,951 1,113,609 1,152,585 1,192,926 1,234,678 1,277,892 1,322,618 Property Taxes & Assessments 102.0%/Year 7,000 7,140 7,283 7,428 7,577 7,729 7,883 8,041 8,202 8,366 Social Services 103.5%/Year 78,972 81,736 84,597 87,558 90,622 93,794 97,077 100,474 103,991 107,631 County Monitoring Fee 103.5%/Year 0 0 0 0 0 0 0 0 0 0 City Monitoring Fee 103.0%/Year 4,920 5,068 5,220 5,376 5,538 5,704 5,875 6,051 6,233 6,419 Bond Issuer Fee 103.5%/Year 5,000 5,175 5,356 5,544 5,738 5,938 6,146 6,361 6,584 6,814 Replacement Reserves 103.5%/Year 42,000 43,470 44,991 46,566 48,196 49,883 51,629 53,436 55,306 57,242 Total Operating Expenses $1,108,338 $1,147,000 $1,187,013 $1,228,423 $1,271,279 $1,315,633 $1,361,536 $1,409,042 $1,458,207 $1,509,090 III.Net Operating Income $1,329,747 $1,352,037 $1,374,500 $1,397,128 $1,419,910 $1,442,836 $1,465,895 $1,489,075 $1,512,362 $1,535,744 (Less) Annual Debt Service (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (Less) AGP Asset Management Fee 2 103.0%/Year (5,000)(5,150)(5,305)(5,464)(5,628)(5,796)(5,970)(6,149)(6,334)(6,524) (Less) MGP Asset Management Fee 2 103.0%/Year (10,000)(10,300)(10,609)(10,927)(11,255)(11,593)(11,941)(12,299)(12,668)(13,048) IV.Cash Flow Available for Distribution $206,624 $228,464 $250,464 $272,615 $294,905 $317,325 $339,862 $362,505 $385,238 $408,050 V.Deferred Developer Fee Payment 3 $6,222,000 $206,624 $228,464 $250,464 $272,615 $294,905 $317,325 $339,862 $362,505 $385,238 $408,050 Accrued Payment 206,624 435,089 685,553 958,168 1,253,073 1,570,398 1,910,260 2,272,764 2,658,003 3,066,052 VI.Residual Receipts $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 VII.Authority Loan Beginning Balance $4,789,000 $4,932,670 $5,076,340 $5,220,010 $5,363,680 $5,507,350 $5,651,020 $5,794,690 $5,938,360 $6,082,030 Beginning Balance (Interest Calc)4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 Add: Interest 3.00%143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 (Less) Payments 4 50.00%0 0 0 0 0 0 0 0 0 0 Ending Balance 4,932,670 5,076,340 5,220,010 5,363,680 5,507,350 5,651,020 5,794,690 5,938,360 6,082,030 6,225,700 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 520 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 11 Year 12 Year 13 Year 14 Year 15 Year 16 Year 17 Year 18 Year 19 Year 20 $1,705,988 $1,748,638 $1,792,354 $1,837,163 $1,883,092 $1,930,169 $1,978,423 $2,027,884 $2,078,581 $2,130,546 1,556,378 1,595,287 1,635,170 1,676,049 1,717,950 1,760,899 1,804,921 1,850,044 1,896,295 1,943,703 22,850 23,421 24,006 24,606 25,222 25,852 26,498 27,161 27,840 28,536 $3,285,216 $3,367,346 $3,451,530 $3,537,818 $3,626,264 $3,716,920 $3,809,843 $3,905,089 $4,002,716 $4,102,784 (164,261)(168,368)(172,577)(176,891)(181,313)(185,846)(190,492)(195,255)(200,136)(205,140) $3,120,955 $3,198,979 $3,278,953 $3,360,927 $3,444,950 $3,531,074 $3,619,351 $3,709,834 $3,802,580 $3,897,645 1,368,910 1,416,822 1,466,411 1,517,735 1,570,856 1,625,836 1,682,740 1,741,636 1,802,593 1,865,684 8,533 8,704 8,878 9,055 9,236 9,421 9,609 9,802 9,998 10,198 111,398 115,297 119,332 123,509 127,832 132,306 136,936 141,729 146,690 151,824 0 0 0 0 0 0 0 0 0 0 6,612 6,810 7,015 7,225 7,442 7,665 7,895 8,132 8,376 8,627 7,053 7,300 7,555 7,820 8,093 8,377 8,670 8,973 9,287 9,613 59,245 61,319 63,465 65,686 67,985 70,365 72,827 75,376 78,015 80,745 $1,561,751 $1,616,251 $1,672,655 $1,731,030 $1,791,444 $1,853,969 $1,918,678 $1,985,648 $2,054,958 $2,126,690 $1,559,204 $1,582,727 $1,606,298 $1,629,897 $1,653,506 $1,677,105 $1,700,673 $1,724,186 $1,747,622 $1,770,955 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (6,720)(6,921)(7,129)(7,343)(7,563)(7,790)(8,024)(8,264)(8,512)(8,768) (13,439)(13,842)(14,258)(14,685)(15,126)(15,580)(16,047)(16,528)(17,024)(17,535) $430,923 $453,842 $476,789 $499,747 $522,695 $545,613 $568,480 $591,271 $613,963 $636,530 $430,923 $453,842 $476,789 $499,747 $522,695 $545,613 $226,340 $0 $0 $0 3,496,975 3,950,817 4,427,606 4,927,352 5,450,047 5,995,660 6,222,000 6,222,000 6,222,000 6,222,000 $0 $0 $0 $0 $0 $0 $342,140 $591,271 $613,963 $636,530 $6,225,700 $6,369,370 $6,513,040 $6,656,710 $6,800,380 $6,944,050 $7,087,720 $7,060,320 $6,908,355 $6,745,043 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 0 0 0 0 0 0 (171,070)(295,636)(306,982)(318,265) 6,369,370 6,513,040 6,656,710 6,800,380 6,944,050 7,087,720 7,060,320 6,908,355 6,745,043 6,570,448 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 521 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 21 Year 22 Year 23 Year 24 Year 25 Year 26 Year 27 Year 28 Year 29 Year 30 $2,183,809 $2,238,404 $2,294,365 $2,351,724 $2,410,517 $2,470,780 $2,532,549 $2,595,863 $2,660,759 $2,727,278 1,992,295 2,042,103 2,093,155 2,145,484 2,199,121 2,254,099 2,310,452 2,368,213 2,427,419 2,488,104 29,249 29,981 30,730 31,498 32,286 33,093 33,920 34,768 35,637 36,528 $4,205,354 $4,310,488 $4,418,250 $4,528,706 $4,641,924 $4,757,972 $4,876,921 $4,998,844 $5,123,815 $5,251,911 (210,268)(215,525)(220,913)(226,436)(232,097)(237,899)(243,846)(249,943)(256,191)(262,596) $3,995,086 $4,094,963 $4,197,337 $4,302,271 $4,409,827 $4,520,073 $4,633,075 $4,748,902 $4,867,624 $4,989,315 1,930,983 1,998,567 2,068,517 2,140,915 2,215,847 2,293,402 2,373,671 2,456,749 2,542,735 2,631,731 10,402 10,610 10,822 11,038 11,259 11,484 11,714 11,948 12,187 12,431 157,138 162,637 168,330 174,221 180,319 186,630 193,162 199,923 206,920 214,162 0 0 0 0 0 0 0 0 0 0 8,886 9,153 9,427 9,710 10,001 10,301 10,610 10,929 11,257 11,594 9,949 10,297 10,658 11,031 11,417 11,816 12,230 12,658 13,101 13,559 83,571 86,496 89,523 92,657 95,900 99,256 102,730 106,326 110,047 113,899 $2,200,928 $2,277,760 $2,357,277 $2,439,572 $2,524,743 $2,612,890 $2,704,117 $2,798,533 $2,896,247 $2,997,377 $1,794,158 $1,817,203 $1,840,060 $1,862,699 $1,885,084 $1,907,183 $1,928,958 $1,950,369 $1,971,377 $1,991,938 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (9,031)(9,301)(9,581)(9,868)(10,164)(10,469)(10,783)(11,106)(11,440)(11,783) (18,061)(18,603)(19,161)(19,736)(20,328)(20,938)(21,566)(22,213)(22,879)(23,566) $658,944 $681,176 $703,196 $724,972 $746,470 $767,654 $788,486 $808,927 $828,936 $848,467 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $658,944 $681,176 $703,196 $724,972 $746,470 $767,654 $788,486 $808,927 $828,936 $848,467 $6,570,448 $6,384,646 $6,187,728 $5,979,800 $5,760,984 $5,531,419 $5,291,262 $5,040,688 $4,779,895 $4,508,824 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,779,895 4,508,824 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,397 135,265 (329,472)(340,588)(351,598)(362,486)(373,235)(383,827)(394,243)(404,464)(414,468)(424,233) 6,384,646 6,187,728 5,979,800 5,760,984 5,531,419 5,291,262 5,040,688 4,779,895 4,508,824 4,219,855 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 522 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 31 Year 32 Year 33 Year 34 Year 35 Year 36 Year 37 Year 38 Year 39 Year 40 $2,795,460 $2,865,347 $2,936,981 $3,010,405 $3,085,665 $3,162,807 $3,241,877 $3,322,924 $3,405,997 $3,491,147 2,550,307 2,614,064 2,679,416 2,746,401 2,815,061 2,885,438 2,957,574 3,031,513 3,107,301 3,184,983 37,442 38,378 39,337 40,320 41,329 42,362 43,421 44,506 45,619 46,759 $5,383,209 $5,517,789 $5,655,734 $5,797,127 $5,942,055 $6,090,606 $6,242,872 $6,398,943 $6,558,917 $6,722,890 (269,161)(275,890)(282,787)(289,857)(297,103)(304,531)(312,144)(319,948)(327,946)(336,145) $5,114,048 $5,241,899 $5,372,946 $5,507,270 $5,644,952 $5,786,076 $5,930,728 $6,078,996 $6,230,971 $6,386,745 2,723,842 2,819,176 2,917,847 3,019,972 3,125,671 3,235,070 3,348,297 3,465,487 3,586,779 3,712,317 12,680 12,933 13,192 13,456 13,725 13,999 14,279 14,565 14,856 15,153 221,658 229,416 237,446 245,756 254,358 263,260 272,474 282,011 291,881 302,097 0 0 0 0 0 0 0 0 0 0 11,942 12,300 12,669 13,049 13,441 13,844 14,260 14,687 15,128 15,582 14,034 14,525 15,034 15,560 16,104 16,668 17,251 17,855 18,480 19,127 117,885 122,011 126,282 130,702 135,276 140,011 144,911 149,983 155,232 160,666 $3,102,041 $3,210,362 $3,322,470 $3,438,495 $3,558,575 $3,682,852 $3,811,473 $3,944,589 $4,082,357 $4,224,941 $2,012,007 $2,031,537 $2,050,477 $2,068,775 $2,086,377 $2,103,224 $2,119,255 $2,134,407 $2,148,613 $2,161,803 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (12,136)(12,500)(12,875)(13,262)(13,660)(14,069)(14,491)(14,926)(15,374)(15,835) (24,273)(25,001)(25,751)(26,523)(27,319)(28,139)(28,983)(29,852)(30,748)(31,670) $867,476 $885,913 $903,728 $920,868 $937,276 $952,893 $967,658 $981,506 $994,369 $1,006,176 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $867,476 $885,913 $903,728 $920,868 $937,276 $952,893 $967,658 $981,506 $994,369 $1,006,176 $4,219,855 $3,912,713 $3,587,138 $3,242,888 $2,879,740 $2,497,495 $2,095,973 $1,675,023 $1,234,521 $774,372 4,219,855 3,912,713 3,587,138 3,242,888 2,879,740 2,497,495 2,095,973 1,675,023 1,234,521 774,372 126,596 117,381 107,614 97,287 86,392 74,925 62,879 50,251 37,036 23,231 (433,738)(442,957)(451,864)(460,434)(468,638)(476,447)(483,829)(490,753)(497,185)(503,088) 3,912,713 3,587,138 3,242,888 2,879,740 2,497,495 2,095,973 1,675,023 1,234,521 774,372 294,515 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 523 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 41 Year 42 Year 43 Year 44 Year 45 Year 46 Year 47 Year 48 Year 49 Year 50 $3,578,426 $3,667,886 $3,759,584 $3,853,573 $3,949,912 $4,048,660 $4,149,877 $4,253,624 $4,359,964 $4,468,963 3,264,608 3,346,223 3,429,879 3,515,626 3,603,516 3,693,604 3,785,944 3,880,593 3,977,608 4,077,048 47,928 49,127 50,355 51,614 52,904 54,227 55,582 56,972 58,396 59,856 $6,890,962 $7,063,236 $7,239,817 $7,420,813 $7,606,333 $7,796,491 $7,991,403 $8,191,189 $8,395,968 $8,605,867 (344,549)(353,162)(361,991)(371,041)(380,317)(389,825)(399,571)(409,560)(419,799)(430,294) $6,546,413 $6,710,074 $6,877,826 $7,049,771 $7,226,016 $7,406,666 $7,591,833 $7,781,628 $7,976,169 $8,175,573 3,842,248 3,976,726 4,115,912 4,259,969 4,409,068 4,563,385 4,723,104 4,888,412 5,059,507 5,236,589 15,456 15,765 16,081 16,402 16,730 17,065 17,406 17,754 18,109 18,472 312,671 323,614 334,941 346,664 358,797 371,355 384,352 397,804 411,728 426,138 0 0 0 0 0 0 0 0 0 0 16,049 16,531 17,027 17,537 18,064 18,605 19,164 19,739 20,331 20,941 19,796 20,489 21,206 21,949 22,717 23,512 24,335 25,186 26,068 26,980 166,289 172,109 178,133 184,367 190,820 197,499 204,412 211,566 218,971 226,635 $4,372,509 $4,525,235 $4,683,299 $4,846,888 $5,016,195 $5,191,421 $5,372,772 $5,560,462 $5,754,713 $5,955,755 $2,173,904 $2,184,839 $2,194,527 $2,202,883 $2,209,820 $2,215,245 $2,219,061 $2,221,167 $2,221,456 $2,219,819 (16,310)(16,799)(17,303)(17,823)(18,357)(18,908)(19,475)(20,059)(20,661)(21,281) (32,620)(33,599)(34,607)(35,645)(36,715)(37,816)(38,950)(40,119)(41,323)(42,562) $2,124,974 $2,134,440 $2,142,616 $2,149,415 $2,154,748 $2,158,521 $2,160,635 $2,160,988 $2,159,472 $2,155,975 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $2,124,974 $2,134,440 $2,142,616 $2,149,415 $2,154,748 $2,158,521 $2,160,635 $2,160,988 $2,159,472 $2,155,975 $294,515 $0 $0 $0 $0 $0 $0 $0 $0 $0 294,515 0 0 0 0 0 0 0 0 0 8,835 0 0 0 0 0 0 0 0 0 (303,350)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 524 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 51 Year 52 Year 53 Year 54 Year 55 $4,580,687 $4,695,205 $4,812,585 $4,932,899 $5,056,222 4,178,974 4,283,449 4,390,535 4,500,298 4,612,806 61,352 62,886 64,458 66,070 67,722 $8,821,014 $9,041,539 $9,267,578 $9,499,267 $9,736,749 (441,051)(452,078)(463,380)(474,964)(486,838) $8,379,963 $8,589,462 $8,804,198 $9,024,303 $9,249,911 5,419,870 5,609,565 5,805,900 6,009,107 6,219,425 18,841 19,218 19,602 19,994 20,394 441,053 456,490 472,467 489,003 506,118 0 0 0 0 0 21,569 22,216 22,882 23,569 24,276 27,925 28,902 29,914 30,961 32,044 234,567 242,777 251,274 260,069 269,171 $6,163,824 $6,379,168 $6,602,039 $6,832,702 $7,071,429 $2,216,138 $2,210,294 $2,202,159 $2,191,601 $2,178,482 (21,920)(22,577)(23,254)(23,952)(24,671) (43,839)(45,154)(46,509)(47,904)(49,341) $2,150,380 $2,142,563 $2,132,396 $2,119,745 $2,104,470 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $2,150,380 $2,142,563 $2,132,396 $2,119,745 $2,104,470 $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 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 525 of 855 Page 526 of 855 777 SOUTH FIGUEROA STREET, SUITE 2555  LOS ANGELES, CALIFORNIA 90017  PHONE 213.622.8095 2403007:PD;JLR WWW.KEYSERMARSTON.COM 17166.015.001 ADVISORS IN: Real Estate Affordable Housing Economic Development BERKELEY Debbie M. Kern David Doezema LOS ANGELES Kathleen H. Head Kevin E. Engstrom Julie L. Romey Tim R. Bretz SAN DIEGO Paul C. Marra Linnie A. Gavino EMERITUS A. Jerry Keyser Timothy C. Kelly MEMORANDUM At the request of the Housing Authority (“Authority”) of the City of Palm Desert (“City”), Keyser Marston Associates, Inc. (“KMA”) prepared a financial gap analysis to reflect the Palm Companies, LLC (“Developer”) revised proposal to develop a previously approved 241 unit affordable apartment project (“Project”) on the 10.49-acre City-owned site located on the north side of Gerald Ford Drive between Cook Street and Portola Road (“Site”). The Developer has returned to a two-phased approach to financing the development after the City approved changing the Project to a one-phased development in June 2023. The following analysis reviews the changes to the proposed Project since the Amended and Restated DDLA was approved in June 2023, and determines whether the previously approved financial assistance continues to be warranted. EXECUTIVE SUMMARY In October 2022 the City agreed to sell the Site to the Developer for the fair market value of the Site, estimated at $3,425,000, and the Authority, acting as the Housing Successor (collectively referred to as “Authority”), agreed to provide up to $6,755,000 in financial assistance to the Developer, including the value of the land, through a Disposition and Development Loan Agreement (“DDLA”). However, the Project did not receive a tax- exempt bonds (“TEB”) allocation from the California Debt Limit Allocation Committee (“CDLAC”) in either of the two 2023 allocation rounds. To: Jessica Gonzales, Housing Manager City of Palm Desert From: Julie Romey Date: March 27, 2024 Subject: Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 527 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 2 After changing the Project to a one phased Project in the Amended and Restated DDLA approved in June 2023, the Project also did not receive a Multifamily Housing Program (“MHP”) loan allocation. Therefore, the Developer requests returning to the October 2022 DDLA structure so that the Project will be developed in two phases. KMA completed a financial gap analysis that confirms the two-phased Project will require $6,755,000, or $28,000 per unit, in financial assistance. The following are the summary of changes to the Amended and Restated DDLA that is being requested by the Developer: 1. Project Description. The Project will be changed back to a two-phased project, with Phase I including 6.02 acres (“Phase I Parcel”) and 121 units developed (“Phase I Project”) and Phase II including 4.47 acres (“Phase II Parcel”)and 120 units developed (“Phase II Project”). The total Site size (10.49 acres) and number of total units (241 units) remain unchanged from the previously approved Amended and Restated DDLA. 2. Project Timeline. The Project Timeline will be adjusted to allow an April 2024 CDLAC application submission. However, if the Phase I Project does not receive a CDLAC allocation in the April 2024 round, the City will be able to terminate the Amended and Restated DDLA. If all goes according to the plan, Phase I will be completed in November 2026 and Phase II in November 2027. 3. Land Purchase Price. The land Purchase Price will be set at $3,425,000 for the entire Site, as referred to in the June 2023 Amended and Restated DDLA, which was based on a June 2022 fair market value appraisal. The purchase prices by phase will be $1,965,539 (Phase I) and $1,459,461 (Phase II). The City will no longer carry-back the land value or require the land to be sold at the fair market value at time of conveyance. 4. Authority Loan. The $6,755,000 in assistance will be provided by the Authority from the Low and Moderate Income Housing Asset Fund (“LMIHAF”) money and allocated to Phase I as a $1,965,539 loan and to Phase II as a $4,789,461 loan. Both loans will have 55 year terms from Certificate of Occupancy (“COO”), 3% simple interest rates, annual payments based on a proportional share of 50% share of residual receipts, with the loans being due and payable at the end of the term. 5. Proposed Funding Sources. Neither phase will be applying for funding sources from the State of California Housing and Community Development department (“HCD”). The funding sources proposed for both phases are as follows: Page 528 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 3 6. Affordability Restrictions. The Project affordability restrictions will continue to include the same affordability requirements. However, the restrictions will be split into two phases and will be secured on the Phase I Parcel and Phase II Parcel separately: a. Density Bonus Regulatory Agreement b. Authority Regulatory Agreement Based on the KMA analysis, the proposed changes to the Amended and Restated DDLA will result in a feasible two-phased project that should be competitive in the April 2024 CDLAC round. Also, the total amount of assistance requested from the Authority, or $6,755,000, is warranted and meets the Senate Bill 341 (“SB 341”) income targeting requirements. Phase I Phase II Tax-Exempt Bonds CDLAC $44,853,000 $41,392,000 Permanent Loan TBD $13,910,000 $14,032,000 4% Federal Tax Credits TCAC $34,523,000 $30,113,000 State Tax Credits TCAC $17,618,000 $16,524,000 County Loan County $6,700,000 $0 Authority Loan Authority $1,966,000 $4,789,000 Contributed Developer Fee Developer $0 $0 Deferred Developer Fee Developer $7,441,000 $6,222,000 Project Based Vouchers County 60 PBVs 60 PBVsAwarded in 2022/23 Proposed Funding Sources Status Awarded with TEBs Awarded in 2022 TBD N/A N/A Allocation Entity Competitive Process Estimated Amount N/A Awarded with TEBs Density Bonus Restrictions Phase I Phase II Total Project Very-Low Income Units 12 12 24 Total City Restricted Units 12 12 24 As % of Total Units 10% 10% 10% LMIHAF Income Targeting Phase I Phase II Total Project <30% AMI Units (ELI)36 36 72 >30% & <60% AMI Units (59%)61 60 121 60% to 80% AMI Units (Low)23 23 46 Total City Restricted Units 120 119 239 % ELI 30% 30% 30% % 59% AMI 51% 50% 51% % Low 19% 19% 19% Page 529 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 4 BACKGROUND STATEMENT The following summarizes the three version of the DDLA: The KMA financial gap analysis for the Phase I and II Projects is located at the end of this memorandum, in Appendices A and B, respectively. Each appendix is organized as follows: October 2022 -DDLA Approved •City to sell Site to Developer at Fair Market Value, in two phases. •Authority to loan Developer $6,755,000 from LMIHAF money in two residual receipts loans. •Developer to construct 241 untis in two phases. June 2023 -DDLA Amended & Restated •Extended completion date to June 30, 2028. •Modified Project to be completed in one phase. •Modified affordability restrictions for Project to be competitive for MHP funds. •Decreased Authority Loan to $3,330,000. •City agreed to carryback land purchase price. •Land purchase price to be set at conveyance of Site based on Fair Market Value, estimated at $3,425,000. April 2024 -DDLA Amended & Restated (Proposed) •Modify Project back to a two-phased development. •City to sell Site to Developer in two phases at a total purchase price of $3,425,000. •Authority Loan to revert to $6,755,000 from the LMIHAF. •Affordability restrictions to remain unchanged other than split between two projects. •City will receive payment for land when each parcel is conveyed to the Developer. Table 1 Estimated Total Development Costs Table 2A Affordability Mix Table 2B Stabilized Net Operating Income Table 3 Financial Gap Analysis Table 4 Cash Flow Analysis Page 530 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 5 REVISED PROJECT DESCRIPTION While the description of the entire Project has not changed from the entitlements approved in June 2023, the Project will be split into two phases as follows: 1. The 10.49 acre Site will be divided into two parcels as follows: 2. The 241 unit Project will be divided into two Projects as follows: 3. The gross building area (“GBA”) for the Project remains at 248,171 square feet, which will be divided into the two phases as follows: 4. Due to the approved Density Bonus Agreement, the parking ratio for the Project averages 1.45, and the surface spaces will be divided into the two phases as follows: Project Site Phase I Phase II Total Project Land Area (Sf Land)262,231 194,713 456,944 Acres 6.02 4.47 10.49 Unit Mix Number of Units Unit Size (Sf) Number of Units Unit Size (Sf) Number of Units Unit Size (Sf) 1-Bedroom Units 15 604 15 604 30 604 2-Bedroom Units 75 771 75 771 150 771 3-Bedroom Units 31 1,009 30 1,003 61 1,006 Totals/Averages 121 811 120 808 241 810 Density (Units/Acre)20.1 26.8 23.0 Phase I Phase II Total Project Gross Building Area Phase I Phase II Total Project Gross Living Area 98,188 97,005 195,193 Leasing Office / Service Areas 3,781 0 3,781 Common Area / Circlation 24,325 24,872 49,197 Total Units 126,294 121,877 248,171 FAR 0.5 0.6 0.5 Surface Parking Spaces Phase I Phase II Total Project Total Parking Spaces 177 173 350 Parking Ratio (Space/Du)1.46 1.44 1.45 Page 531 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 6 5. The following provides the amenities that will be provided in two phases. It should be noted that there will be a reciprocal easement that will allow each phase to use the other phase’s amenities. 6. All but the manager’s units will be restricted to households earning up to 60% AMI for 55 years from COO, as follows: a. City Density Bonus Requirements b. Authority Affordability Requirements Phase I Leasing Office Community Room Tot Lot Laundry Facilities Swimming Pool Shade Structures Phase II Project Amenities BBQ Area Laundry Facilities Shade Structures City Density Bonus Restrictions Phase I - VLI Phase II - VLI Total Project - VLI 1-Beddroom Units 2 2 4 2-Bedroom Units 7 7 14 3-Bedroom Units 3 3 6 Total Restricted Units 12 12 24 As % of Total Units 10% 10% 10% Authority Loan Restrictions - Phase I ELI 59% AMI Low Totals 1-Beddroom Units 6 9 0 15 2-Bedroom Units 27 48 0 75 3-Bedroom Units 3 4 23 30 Total Restricted Units 36 61 23 120 As % of Total Units 30% 51% 19% 100% Page 532 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 7 7. Based on the affordability restrictions to be imposed on the Project, the City will be able to claim Regional Housing Needs Assessment (“RHNA”) credit as follows: REVISED PROJECT TIMELINE Given that the Project will be financed as two phases, the Project timeline was modified to be as follows: Authority Loan Restrictions - Phase II ELI 59% AMI Low Totals 1-Beddroom Units 6 9 0 15 2-Bedroom Units 27 47 0 74 3-Bedroom Units 3 4 23 30 Total Restricted Units 36 60 23 119 As % of Total Units 30% 50% 19% 100% RHNA Credit Phase I Phase II Total Project Extremely-Low Income Units 60 60 120 Very-Low Income Units 0 0 0 Low Income Units 60 59 119 Moderate Income Units 0 0 0 Unrestricted Units 1 1 2 Total RHNA Credit 121 120 241 As % of Total Units 100% 100% 100% Projected Timeline Phase I Phase II SLA Exemption Approved by HCD Entitlements Secured / DDA Executed County PBVs (45) & Loan Awarded 1st DDA Amendment County PBVs (75) Awarded 2nd DDA Amendment CDLAC/TCAC Applications Submission April 2024 April 2025 CDLAC/TCAC Allocation Award June 2024 June 2025 All Funding Secured November 2024 November 2025 Land Conveyance / Construction Loan Closing January 2025 January 2026 Construction Commences May 2025 May 2026 Construction Completion / COO Issued May 2027 May 2028 Permanent Loan Closing June 2027 June 2028 April 2024 September 22, 2022 October 13, 2022 January 2023 June 2023 December 2023 Page 533 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 8 It should be noted that if Phase I does not receive a CDLAC allocation in the April 2024 round, and the Phase I Project has not secured the missing funding by December 2024, the City will be able to terminate the Amended and Restated DDLA. REVISED FINANCIAL GAP ANLAYSIS (APPENDICES A & B) KMA found the Developer’s development cost estimates and projections of funding sources to be reasonable given the current high cost and interest rate environment. It should be noted that the development costs include State and Federal prevailing wage premiums due to the funding source requirements. Also, all of the offsite improvements will be completed during Phase I. The detailed analysis is provided in Appendices A and B, and are summarized as follows: REVISED SB 341 ANALYSIS The following summarizes how the proposed Project, which will be committing $6,755,000 of LMIHAF money in fiscal year 2023/2024, will meet the affordability requirements of SB 341 in the Project. REVISED CASH FLOW ANALYSIS (APPENDICES A & B – TABLE 4) The following summarizes the estimated Authority Loan repayments based on the cash flow projections: Financial Gap Calculation Phase I Phase II Total Project Total Development Costs $82,158,000 $71,679,000 $153,837,000 (Less) Potential Outside Funding Sources (80,192,000) (66,890,000) (147,082,000) Financial Gap $1,966,000 $4,789,000 $6,755,000 Per Unit $16,200 $39,900 $28,000 Income Targeting Analysis ELI Households VLI / 59% AMI Households Low Income Households Total LMIHAF Units Units Assisted/Restricted 72 121 46 239 LMIHAF Loans $2,034,979 $3,419,895 $1,300,126 $6,755,000 As a % of Total Loan Amount 30%51% 19% 100% Requirements (as a % of Total Funds)At Least 30%At Most 20% Page 534 of 855 2403007:PD;JLR 17166.015.001 Jessica Gonzales, City of Palm Desert March 27, 2024 Palm Villas at Millennium – Financial Gap Analysis (Revised) Page 9 In both phases, the Authority Loans are projected to be repaid before the end of the 55 year term. It should be noted that per the cash flow analyses, the deferred developer fee is not paid off by year 15. However, if this is still the case once the phases are completed, the Developer will be able to contribute enough of the deferred developer fee so that the deferred amount will be repaid within 15 years per the IRS requirements. CONCLUSIONS Based on the KMA analysis of the Developer’s proposal, the $6,755,000 proposed financial assistance that was approved in 2022 is still required for the revised Project. However, KMA recommends that the City review the estimated costs again once the funding sources have been committed. Attachments Projected Authority Loan Payments Phase I Phase II End of Term P&I Due & Payable P&I Due & Payable Loan Amount $1,966,000 $4,789,000 Ending Loan Balance in Year 55 $0 $0 Estimated Share of Residual Receipts 11.34% 50.00% Projected Year Loan to Be Paid Off Year 53 Year 41 Nominal Amount of Payments $4,797,000 $9,883,000 Present Value of Payments $539,000 $1,850,000 Page 535 of 855 APPENDIX A PHASE I F INANCIAL GAP ANALYSIS Page 536 of 855 APPENDIX A - TABLE 1 ESTIMATED DEVELOPMENT COSTS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Land Assemblage Costs Acquisition Price 2 121 Units $16,248 /Unit $1,966,000 Closing Costs 0%of Purchase Price 0 Total Land Assemblage Costs 121 Units $16,200 /Unit $1,966,000 II.Direct Costs 3 Off-site Improvements 4 Allowance $4,487,000 On-site Improvements 262,231 Sf Land $34 /Sf Land 8,953,000 Extraordinary Costs 5 121 Units $8,653 /Unit 1,047,000 Residential Structure 122,513 Sf GBA $251 /Unit 30,752,000 Community Building 3,781 Sf GBA $519 of Construction Costs 1,963,000 Furnishings, Fixtures & Equipment 121 Units $620 of Construction Costs 75,000 Contractor Fees / General Requirements 14%of Construction Costs 6,621,000 Construction Insurance / Bonds 1%of Construction Costs 538,000 Contingency Allowance 5%of Other Direct Costs 2,718,000 Total Direct Costs 121 Units $472,300 /Unit $57,154,000 III.Indirect Costs Architecture, Engineering & Consultants 4%of Direct Costs $2,133,000 Permits & Fees 6 121 Units $21,033 /Unit 2,545,000 Taxes, Insurance, Legal & Accounting 2%of Direct Costs 1,396,000 Marketing & Leasing 121 Units $496 /Unit 60,000 Developer Fee 7 10,070,000 Contingency Allowance 3%of Other Indirect Costs 500,000 Total Indirect Costs 121 Units $138,000 /Unit $16,704,000 IV.Financing Costs Tax-Exempt Bonds Interest 8 $44,853,250 TEBs 8.00%Interest $4,662,000 Taxable Bonds Interest $0 Txble Bonds 8.00%Interest 0 Financing Fees Construction Loan $44,853,250 Loan 1.11 Points 498,000 Permanent Loan $13,910,000 Loan 1.14 Points 159,000 Issuance Costs $44,853,250 TEBs 0.52 Points 231,000 Tax Credit Fees 121 Units $1,044 /Unit 126,000 Capitalized Reserves Operating Reserves $186,046 /Mo 3 Months 558,000 SLP Fee 20 Years $5,000 /Year 100,000 Total Financing Costs 121 Units $52,300 /Unit $6,334,000 V.Total Development Costs 121 Units $679,000 /Unit $82,158,000 1 2 3 4 5 6 7 8 Based on Developer's estimates, which KMA determined to be reasonable based on experience. Based on City appraisal from June 2022. Project will be required to pay both Federal and State prevailing wages. Includes solar, swimming pool and parking space shade covers. Maximum developer fee allowed by TCAC. Assumes a 24-month development period and a 65% average outstanding balance. All offsite improvements required will be constructed in Phase I. Does not include SCE and TUMF fees, which will be waived or refunded. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 537 of 855 APPENDIX A - TABLE 2A AFFORDABILITY MIX PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA Number Applicable Utility Applicable of Units TCAC Rent HCD Rent DB Rent Gross Rent Allowance Net Rent 30% TCAC, ELI HCD, VLI DB 12 30% AMI ELI HCD VLI HCD 1-Bdrm Units 2 $524 $567 $945 $524 $29 $495 2-Bdrm Units 7 $629 $638 $1,063 $629 $24 $605 3-Bdrm Units 3 $727 $709 $1,181 $709 $20 $689 30% TCAC, ELI HCD 24 30% AMI ELI HCD N/A 1-Bdrm Units 4 $524 $567 N/A $524 $29 $495 2-Bdrm Units 20 $629 $638 N/A $629 $24 $605 3-Bdrm Units 0 $727 $709 N/A $709 $20 $689 30% TCAC, 59% HCD 14 30% AMI 59% Low N/A 1-Bdrm Units 9 $524 $1,115 N/A $524 $29 $495 2-Bdrm Units 1 $629 $1,254 N/A $629 $24 $605 3-Bdrm Units 4 $727 $1,394 N/A $727 $20 $707 30% TCAC, Low HCD 10 30% AMI Low N/A 1-Bdrm Units 0 $524 $1,134 N/A $524 $29 $495 2-Bdrm Units 0 $629 $1,276 N/A $629 $24 $605 3-Bdrm Units 10 $727 $1,418 N/A $727 $20 $707 60% TCAC, 59% HCD 47 60% AMI 59% Low N/A 1-Bdrm Units 0 $1,049 $1,115 N/A $1,049 $29 $1,020 2-Bdrm Units 47 $1,258 $1,254 N/A $1,254 $24 $1,230 3-Bdrm Units 0 $1,454 $1,394 N/A $1,394 $20 $1,374 60% TCAC, Low HCD 13 60% AMI Low N/A 1-Bdrm Units 0 $1,049 $1,134 N/A $1,049 $29 $1,020 2-Bdrm Units 0 $1,258 $1,276 N/A $1,258 $24 $1,234 3-Bdrm Units 13 $1,454 $1,418 N/A $1,418 $20 $1,398 Manager Unit 1 1-Bdrm Units 0 2-Bdrm Units 0 3-Bdrm Units 1 PBV Overhang 60 FMR Tenant Rent Overhang Utility Allowance Net Overhang 1-Bdrm Units 15 $1,772 $495 $1,277 $29.37 $1,248.00 2-Bdrm Units 28 $2,211 $605 $1,606 $24.06 $1,582.00 3-Bdrm Units 3 $2,977 $689 $2,288 $20.48 $2,268.00 3-Bdrm Units 14 $2,977 $707 $2,270 $20.48 $2,250.00 Note: Rents are based on 2023 rents and the utility allowances are based on Developer CAUC estimates on 3/12/24 for all electric building. TOTAL UNITS 121 AVERAGE AFFORDABILITY:45% 1-Bdrm Units 15 POTENTIAL GROSS INCOME - BASE:$1,347,475 2-Bdrm Units 75 POTENTIAL GROSS INCOME - PBV:$1,215,840 3-Bdrm Units 31 PBV SUBSIDY 60 LMIHAF City Regulatory Agreement:120 1-Bdrm Units 15 ELI HCD Units 36 2-Bdrm Units 28 VLI HCD Units 0 3-Bdrm Units 17 59% HCD Units 61 Low HCD Units 23 TCAC Regulatory Agreement: 30% AMI Units 60 Density Bonus City Regulatory Agreement 40% AMI Units 0 VLI HCD Units 12 50% AMI Units 0 60% AMI Units 60 70% AMI Units 0 Total Restricted Units 120 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; AFF - Ph 1; jlr; 3/26/2024 Page 538 of 855 APPENDIX A - TABLE 2B STABILIZED NET OPERATING INCOME PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 1 121 Units $928 /Unit/Mo $1,347,475 Projected Gross Income - PBV Subsidy 1 60 PBVs $1,689 /Unit/Mo 1,215,840 Miscellaneous Income 2 121 Units $12 /Unit/Mo 18,000 Projected Gross Income $2,581,315 (Less) Vacancy & Collection Allowance 2 5%of PGI (129,065) Effective Gross Income $2,452,249 II.Operating Expenses 2 General Operating Expenses 121 Units $8,130 /Unit $983,712 Property Taxes & Assessments 121 Units $58 /Unit 7,000 Social Services 121 Units $653 /Unit 78,972 County Monitoring Fee 121 Units $100 /Unit 12,100 City Monitoring Fee 121 Units $41 /Unit 4,961 Bond Issuer Fee Allowance 5,000 Replacement Reserves 121 Units $350 /Unit 42,350 Total Operating Expenses 121 Units $9,373 /Unit $1,134,095 III.Net Operating Income $1,318,154 1 2 See Table 2A. Based on Developer estimates, which KMA determined to be reasonable based on experience.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 539 of 855 APPENDIX A - TABLE 3 FINANCIAL GAP ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Available Funding Sources A.Permanent Loan 1.20 DCR $1,098,462 Debt Svc $13,910,000 7.50%Interest 40 Years B.Federal Tax Credit Equity $40,147,466 Gross TC $0.86 Equity $34,523,000 C.State Tax Credit Equity $22,659,500 Gross TC $0.78 Equity $17,618,000 D.County Loan 2 121 Units $55,400 /Unit $6,700,000 E.Contributed Developer Fee 3 0%of Developr Fee $0 F.Deferred Developer Fee 74%of Developr Fee $7,441,000 Total Available Funding Sources 121 Units $662,700 /Unit $80,192,000 II.Financial Gap Calculation Total Development Costs $82,158,000 (Less) Available Funding Sources (80,192,000) Financial Gap 121 Units $16,200 /Unit $1,966,000 III.Authority Funding Sources HOME Funds $0 LMIHAF Funds 1,966,000 PLHA Funds 0 Total Authority Assistance 121 Units $16,200 /Unit $1,966,000 1 2 3 Based on Developer estimates, which KMA determined to be reasonable based on experience. Previously awarded by County for entire Project; however, County has verified willingness to allow the entire amount to be used in Phase I only. Per TCAC draft guidelines, a portion of the deferred fee may be requried to be contributed to the Project.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 1; jlr; 3/26/2024 Page 540 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 I.Project Income Projected Gross Income - Base Rents 102.5%/Year $1,347,475 $1,381,161 $1,415,691 $1,451,083 $1,487,360 $1,524,544 $1,562,657 $1,601,724 $1,641,767 $1,682,811 Projected Gross Income - PBV Subsidy 102.5%/Year 1,215,840 1,246,236 1,277,392 1,309,327 1,342,060 1,375,611 1,410,002 1,445,252 1,481,383 1,518,418 Miscellaneous Income 102.5%/Year 18,000 18,450 18,911 19,384 19,869 20,365 20,874 21,396 21,931 22,480 Projected Gross Income $2,581,315 $2,645,847 $2,711,994 $2,779,793 $2,849,288 $2,920,521 $2,993,534 $3,068,372 $3,145,081 $3,223,708 (Less) Vacancy & Collection Allowance 5%of PGI (129,065)(132,292)(135,599)(138,989)(142,464)(146,026)(149,676)(153,418)(157,254)(161,185) Effective Gross Income $2,452,249 $2,513,555 $2,576,394 $2,640,804 $2,706,824 $2,774,495 $2,843,857 $2,914,954 $2,987,827 $3,062,523 II.Operating Expenses General Operating Expenses 103.5%/Year $983,712 1,018,142 1,053,777 1,090,659 1,128,832 1,168,341 1,209,233 1,251,556 1,295,361 1,340,698 Property Taxes & Assessments 102.0%/Year 7,000 7,140 7,283 7,428 7,577 7,729 7,883 8,041 8,202 8,366 Social Services 103.5%/Year 78,972 81,736 84,597 87,558 90,622 93,794 97,077 100,474 103,991 107,631 County Monitoring Fee 103.5%/Year 12,100 12,524 12,962 13,415 13,885 14,371 14,874 15,395 15,933 16,491 City Monitoring Fee 103.0%/Year 4,961 5,110 5,263 5,421 5,584 5,751 5,924 6,101 6,284 6,473 Bond Issuer Fee 103.5%/Year 5,000 5,175 5,356 5,544 5,738 5,938 6,146 6,361 6,584 6,814 Replacement Reserves 103.5%/Year 42,350 43,832 45,366 46,954 48,598 50,299 52,059 53,881 55,767 57,719 Total Operating Expenses $1,134,095 $1,173,659 $1,214,604 $1,256,979 $1,300,835 $1,346,223 $1,393,196 $1,441,810 $1,492,122 $1,544,192 III.Net Operating Income $1,318,154 $1,339,897 $1,361,790 $1,383,825 $1,405,989 $1,428,272 $1,450,661 $1,473,144 $1,495,705 $1,518,331 (Less) Annual Debt Service (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (Less) AGP Asset Management Fee 2 103.0%/Year (5,000)(5,150)(5,305)(5,464)(5,628)(5,796)(5,970)(6,149)(6,334)(6,524) (Less) MGP Asset Management Fee 2 103.0%/Year (10,000)(10,300)(10,609)(10,927)(11,255)(11,593)(11,941)(12,299)(12,668)(13,048) IV.Cash Flow Available for Distribution $204,692 $225,985 $247,415 $268,972 $290,645 $312,421 $334,289 $356,234 $378,242 $400,298 V.Deferred Developer Fee Payment 3 $7,441,000 $204,692 $225,985 $247,415 $268,972 $290,645 $312,421 $334,289 $356,234 $378,242 $400,298 Accrued Payment 204,692 430,677 678,092 947,064 1,237,709 1,550,130 1,884,419 2,240,652 2,618,894 3,019,192 VI.Residual Receipts $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 VII.Authority Loan Beginning Balance $1,966,000 $2,024,980 $2,083,960 $2,142,940 $2,201,920 $2,260,900 $2,319,880 $2,378,860 $2,437,840 $2,496,820 Beginning Balance (Interest Calc)1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 Add: Interest 3.00%58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (Less) Payments 4 11.34%0 0 0 0 0 0 0 0 0 0 Ending Balance 2,024,980 2,083,960 2,142,940 2,201,920 2,260,900 2,319,880 2,378,860 2,437,840 2,496,820 2,555,800 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 541 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 11 Year 12 Year 13 Year 14 Year 15 Year 16 Year 17 Year 18 Year 19 Year 20 $1,724,881 $1,768,003 $1,812,204 $1,857,509 $1,903,946 $1,951,545 $2,000,334 $2,050,342 $2,101,601 $2,154,141 1,556,378 1,595,287 1,635,170 1,676,049 1,717,950 1,760,899 1,804,921 1,850,044 1,896,295 1,943,703 23,042 23,618 24,208 24,813 25,434 26,069 26,721 27,389 28,074 28,776 $3,304,301 $3,386,908 $3,471,581 $3,558,371 $3,647,330 $3,738,513 $3,831,976 $3,927,775 $4,025,970 $4,126,619 (165,215)(169,345)(173,579)(177,918)(182,366)(186,925)(191,598)(196,388)(201,298)(206,331) $3,139,086 $3,217,563 $3,298,002 $3,380,452 $3,464,964 $3,551,588 $3,640,378 $3,731,387 $3,824,672 $3,920,289 1,387,623 1,436,190 1,486,456 1,538,482 1,592,329 1,648,061 1,705,743 1,765,444 1,827,234 1,891,188 8,533 8,704 8,878 9,055 9,236 9,421 9,609 9,802 9,998 10,198 111,398 115,297 119,332 123,509 127,832 132,306 136,936 141,729 146,690 151,824 17,068 17,666 18,284 18,924 19,586 20,272 20,981 21,716 22,476 23,262 6,667 6,867 7,073 7,285 7,504 7,729 7,961 8,200 8,446 8,699 7,053 7,300 7,555 7,820 8,093 8,377 8,670 8,973 9,287 9,613 59,739 61,830 63,994 66,234 68,552 70,951 73,434 76,005 78,665 81,418 $1,598,081 $1,653,852 $1,711,572 $1,771,309 $1,833,132 $1,897,116 $1,963,335 $2,031,868 $2,102,795 $2,176,201 $1,541,005 $1,563,711 $1,586,430 $1,609,144 $1,631,831 $1,654,472 $1,677,042 $1,699,519 $1,721,876 $1,744,088 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (6,720)(6,921)(7,129)(7,343)(7,563)(7,790)(8,024)(8,264)(8,512)(8,768) (13,439)(13,842)(14,258)(14,685)(15,126)(15,580)(16,047)(16,528)(17,024)(17,535) $422,385 $444,486 $466,582 $488,654 $510,681 $532,641 $554,510 $576,265 $597,878 $619,323 $422,385 $444,486 $466,582 $488,654 $510,681 $532,641 $554,510 $576,265 $425,606 $0 3,441,576 3,886,062 4,352,644 4,841,298 5,351,978 5,884,619 6,439,129 7,015,394 7,441,000 7,441,000 $0 $0 $0 $0 $0 $0 $0 $0 $172,272 $619,323 $2,555,800 $2,614,780 $2,673,760 $2,732,740 $2,791,720 $2,850,700 $2,909,680 $2,968,660 $3,027,640 $3,067,079 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 0 0 0 0 0 0 0 0 (19,541)(70,251) 2,614,780 2,673,760 2,732,740 2,791,720 2,850,700 2,909,680 2,968,660 3,027,640 3,067,079 3,055,808 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 542 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 21 Year 22 Year 23 Year 24 Year 25 Year 26 Year 27 Year 28 Year 29 Year 30 $2,207,994 $2,263,194 $2,319,774 $2,377,768 $2,437,212 $2,498,143 $2,560,596 $2,624,611 $2,690,226 $2,757,482 1,992,295 2,042,103 2,093,155 2,145,484 2,199,121 2,254,099 2,310,452 2,368,213 2,427,419 2,488,104 29,495 30,232 30,988 31,763 32,557 33,371 34,205 35,060 35,937 36,835 $4,229,785 $4,335,529 $4,443,917 $4,555,015 $4,668,891 $4,785,613 $4,905,253 $5,027,885 $5,153,582 $5,282,421 (211,489)(216,776)(222,195)(227,750)(233,444)(239,280)(245,262)(251,394)(257,679)(264,121) $4,018,296 $4,118,753 $4,221,722 $4,327,265 $4,435,447 $4,546,333 $4,659,991 $4,776,491 $4,895,903 $5,018,301 1,957,379 2,025,887 2,096,794 2,170,181 2,246,138 2,324,752 2,406,119 2,490,333 2,577,495 2,667,707 10,402 10,610 10,822 11,038 11,259 11,484 11,714 11,948 12,187 12,431 157,138 162,637 168,330 174,221 180,319 186,630 193,162 199,923 206,920 214,162 24,076 24,919 25,791 26,694 27,628 28,595 29,596 30,632 31,704 32,814 8,960 9,229 9,506 9,791 10,085 10,387 10,699 11,020 11,350 11,691 9,949 10,297 10,658 11,031 11,417 11,816 12,230 12,658 13,101 13,559 84,268 87,217 90,270 93,429 96,699 100,083 103,586 107,212 110,964 114,848 $2,252,171 $2,330,797 $2,412,169 $2,496,385 $2,583,544 $2,673,749 $2,767,106 $2,863,726 $2,963,722 $3,067,212 $1,766,124 $1,787,956 $1,809,553 $1,830,880 $1,851,902 $1,872,584 $1,892,885 $1,912,765 $1,932,182 $1,951,088 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (9,031)(9,301)(9,581)(9,868)(10,164)(10,469)(10,783)(11,106)(11,440)(11,783) (18,061)(18,603)(19,161)(19,736)(20,328)(20,938)(21,566)(22,213)(22,879)(23,566) $640,571 $661,590 $682,349 $702,814 $722,949 $742,715 $762,074 $780,984 $799,401 $817,278 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $640,571 $661,590 $682,349 $702,814 $722,949 $742,715 $762,074 $780,984 $799,401 $817,278 $3,055,808 $3,042,127 $3,026,061 $3,007,641 $2,986,900 $2,963,874 $2,938,607 $2,911,143 $2,881,535 $2,849,838 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (72,661)(75,045)(77,400)(79,721)(82,005)(84,248)(86,443)(88,588)(90,677)(92,705) 3,042,127 3,026,061 3,007,641 2,986,900 2,963,874 2,938,607 2,911,143 2,881,535 2,849,838 2,816,112 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 543 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 31 Year 32 Year 33 Year 34 Year 35 Year 36 Year 37 Year 38 Year 39 Year 40 $2,826,419 $2,897,080 $2,969,506 $3,043,744 $3,119,838 $3,197,834 $3,277,780 $3,359,724 $3,443,717 $3,529,810 2,550,307 2,614,064 2,679,416 2,746,401 2,815,061 2,885,438 2,957,574 3,031,513 3,107,301 3,184,983 37,756 38,700 39,668 40,659 41,676 42,718 43,786 44,880 46,002 47,152 $5,414,482 $5,549,844 $5,688,590 $5,830,805 $5,976,575 $6,125,989 $6,279,139 $6,436,117 $6,597,020 $6,761,946 (270,724)(277,492)(284,429)(291,540)(298,828)(306,299)(313,956)(321,805)(329,850)(338,097) $5,143,758 $5,272,352 $5,404,161 $5,539,265 $5,677,747 $5,819,690 $5,965,183 $6,114,312 $6,267,170 $6,423,849 2,761,077 2,857,714 2,957,734 3,061,255 3,168,399 3,279,293 3,394,068 3,512,861 3,635,811 3,763,064 12,680 12,933 13,192 13,456 13,725 13,999 14,279 14,565 14,856 15,153 221,658 229,416 237,446 245,756 254,358 263,260 272,474 282,011 291,881 302,097 33,962 35,151 36,381 37,655 38,972 40,336 41,748 43,209 44,722 46,287 12,042 12,403 12,775 13,158 13,553 13,960 14,378 14,810 15,254 15,712 14,034 14,525 15,034 15,560 16,104 16,668 17,251 17,855 18,480 19,127 118,868 123,028 127,334 131,791 136,403 141,178 146,119 151,233 156,526 162,004 $3,174,320 $3,285,171 $3,399,896 $3,518,630 $3,641,515 $3,768,694 $3,900,318 $4,036,544 $4,177,530 $4,323,444 $1,969,438 $1,987,182 $2,004,265 $2,020,635 $2,036,232 $2,050,996 $2,064,864 $2,077,769 $2,089,640 $2,100,405 (1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462)(1,098,462) (12,136)(12,500)(12,875)(13,262)(13,660)(14,069)(14,491)(14,926)(15,374)(15,835) (24,273)(25,001)(25,751)(26,523)(27,319)(28,139)(28,983)(29,852)(30,748)(31,670) $834,568 $851,219 $867,177 $882,388 $896,792 $910,327 $922,928 $934,528 $945,056 $954,438 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $834,568 $851,219 $867,177 $882,388 $896,792 $910,327 $922,928 $934,528 $945,056 $954,438 $2,816,112 $2,780,426 $2,742,850 $2,703,465 $2,662,354 $2,619,609 $2,575,329 $2,529,620 $2,482,595 $2,434,375 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 1,966,000 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 58,980 (94,667)(96,555)(98,365)(100,091)(101,725)(103,260)(104,689)(106,005)(107,199)(108,264) 2,780,426 2,742,850 2,703,465 2,662,354 2,619,609 2,575,329 2,529,620 2,482,595 2,434,375 2,385,092 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 544 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 41 Year 42 Year 43 Year 44 Year 45 Year 46 Year 47 Year 48 Year 49 Year 50 $3,618,055 $3,708,507 $3,801,219 $3,896,250 $3,993,656 $4,093,498 $4,195,835 $4,300,731 $4,408,249 $4,518,455 3,264,608 3,346,223 3,429,879 3,515,626 3,603,516 3,693,604 3,785,944 3,880,593 3,977,608 4,077,048 48,331 49,539 50,778 52,047 53,349 54,682 56,049 57,451 58,887 60,359 $6,930,994 $7,104,269 $7,281,876 $7,463,923 $7,650,521 $7,841,784 $8,037,829 $8,238,774 $8,444,744 $8,655,862 (346,549)(355,213)(364,093)(373,195)(382,525)(392,088)(401,891)(411,938)(422,236)(432,792) $6,584,445 $6,749,057 $6,917,783 $7,090,728 $7,267,996 $7,449,696 $7,635,938 $7,826,836 $8,022,507 $8,223,070 3,894,771 4,031,088 4,172,176 4,318,203 4,469,340 4,625,767 4,787,668 4,955,237 5,128,670 5,308,173 15,456 15,765 16,081 16,402 16,730 17,065 17,406 17,754 18,109 18,472 312,671 323,614 334,941 346,664 358,797 371,355 384,352 397,804 411,728 426,138 47,907 49,584 51,319 53,115 54,974 56,899 58,890 60,951 63,084 65,292 16,183 16,668 17,169 17,684 18,214 18,760 19,323 19,903 20,500 21,115 19,796 20,489 21,206 21,949 22,717 23,512 24,335 25,186 26,068 26,980 167,675 173,543 179,617 185,904 192,411 199,145 206,115 213,329 220,795 228,523 $4,474,459 $4,630,753 $4,792,509 $4,959,920 $5,133,183 $5,312,502 $5,498,090 $5,690,165 $5,888,955 $6,094,694 $2,109,986 $2,118,304 $2,125,274 $2,130,808 $2,134,813 $2,137,194 $2,137,848 $2,136,671 $2,133,552 $2,128,376 (16,310)(16,799)(17,303)(17,823)(18,357)(18,908)(19,475)(20,059)(20,661)(21,281) (32,620)(33,599)(34,607)(35,645)(36,715)(37,816)(38,950)(40,119)(41,323)(42,562) $2,061,056 $2,067,906 $2,073,364 $2,077,340 $2,079,741 $2,080,470 $2,079,423 $2,076,493 $2,071,569 $2,064,532 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $2,061,056 $2,067,906 $2,073,364 $2,077,340 $2,079,741 $2,080,470 $2,079,423 $2,076,493 $2,071,569 $2,064,532 $2,385,092 $2,210,282 $2,034,696 $1,858,491 $1,678,609 $1,493,059 $1,301,859 $1,105,042 $902,653 $694,751 1,966,000 1,966,000 1,966,000 1,858,491 1,678,609 1,493,059 1,301,859 1,105,042 902,653 694,751 58,980 58,980 58,980 55,755 50,358 44,792 39,056 33,151 27,080 20,843 (233,789)(234,566)(235,185)(235,636)(235,909)(235,991)(235,873)(235,540)(234,982)(234,184) 2,210,282 2,034,696 1,858,491 1,678,609 1,493,059 1,301,859 1,105,042 902,653 694,751 481,410 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 545 of 855 APPENDIX A - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE I PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $7,441,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 11.34% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 38.65% of the residual receives based on the size of the County loan. Year 51 Year 52 Year 53 Year 54 Year 55 $4,631,417 $4,747,202 $4,865,882 $4,987,529 $5,112,217 4,178,974 4,283,449 4,390,535 4,500,298 4,612,806 61,868 63,415 65,000 66,625 68,291 $8,872,259 $9,094,065 $9,321,417 $9,554,452 $9,793,314 (443,612)(454,702)(466,070)(477,722)(489,665) $8,428,647 $8,639,363 $8,855,347 $9,076,731 $9,303,649 5,493,960 5,686,248 5,885,267 6,091,251 6,304,445 18,841 19,218 19,602 19,994 20,394 441,053 456,490 472,467 489,003 506,118 67,578 69,943 72,391 74,925 77,547 21,749 22,401 23,073 23,765 24,478 27,925 28,902 29,914 30,961 32,044 236,522 244,800 253,368 262,236 271,414 $6,307,626 $6,528,002 $6,756,081 $6,992,135 $7,236,441 $2,121,021 $2,111,361 $2,099,266 $2,084,596 $2,067,208 (21,920)(22,577)(23,254)(23,952)(24,671) (43,839)(45,154)(46,509)(47,904)(49,341) $2,055,262 $2,043,630 $2,029,502 $2,012,740 $1,993,196 $0 $0 $0 $0 $0 7,441,000 7,441,000 7,441,000 7,441,000 7,441,000 $2,055,262 $2,043,630 $2,029,502 $2,012,740 $1,993,196 $481,410 $262,720 $38,789 $0 $0 481,410 262,720 38,789 0 0 14,442 7,882 1,164 0 0 (233,132)(231,813)(39,952)0 0 262,720 38,789 0 0 0 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 1; jlr; 3/26/2024 Page 546 of 855 APPENDIX B PHASE I I F INANCIAL GAP ANALYSIS Page 547 of 855 APPENDIX B - TABLE 1 ESTIMATED DEVELOPMENT COSTS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Land Assemblage Costs Acquisition Price 2 120 Units $12,158 /Unit $1,459,000 Closing Costs 0%of Purchase Price 0 Total Land Assemblage Costs 120 Units $12,200 /Unit $1,459,000 II.Direct Costs 3 Off-site Improvements 4 Allowance $0 On-site Improvements 194,713 Sf Land $46 /Sf Land 8,953,000 Extraordinary Costs 5 120 Units $7,000 /Unit 840,000 Residential Structure 121,877 Sf GBA $250 /Unit 30,498,000 Community Building 0 Sf GBA $0 of Constructio 0 Furnishings, Fixtures & Equipment 120 Units $625 of Constructio 75,000 Contractor Fees / General Requirements 14%of Construction Costs 5,651,000 Construction Insurance / Bonds 1%of Construction Costs 459,000 Contingency Allowance 5%of Other Direct Costs 2,320,000 Total Direct Costs 120 Units $406,600 /Unit $48,796,000 III.Indirect Costs Architecture, Engineering & Consultants 4%of Direct Costs $1,783,000 Permits & Fees 6 120 Units $22,267 /Unit 2,672,000 Taxes, Insurance, Legal & Accounting 3%of Direct Costs 1,239,000 Marketing & Leasing 120 Units $500 /Unit 60,000 Developer Fee 7 8,784,000 Contingency Allowance 3%of Other Indirect Costs 500,000 Total Indirect Costs 120 Units $125,300 /Unit $15,038,000 IV.Financing Costs Tax-Exempt Bonds Interest 8 $41,391,683 TEBs 8.00%Interest $4,779,000 Taxable Bonds Interest $0 Txble Bonds 8.00%Interest 0 Financing Fees Construction Loan $41,391,683 Loan 1.12 Points 464,000 Permanent Loan $14,032,000 Loan 1.00 Points 140,000 Issuance Costs $41,391,683 TEBs 0.55 Points 229,000 Tax Credit Fees 120 Units $1,002 /Unit 120,000 Capitalized Reserves Operating Reserves $184,705 /Mo 3 Months 554,000 SLP Fee 20 Years $5,000 /Year 100,000 Total Financing Costs 120 Units $53,200 /Unit $6,386,000 V.Total Development Costs 120 Units $597,300 /Unit $71,679,000 1 2 3 4 5 6 7 8 Based on Developer's estimates. Based on City appraisal from June 2022. Project will be required to pay both Federal and State prevailing wages. Includes solar, swimming pool and parking space shade covers. Maximum developer fee allowed by TCAC. Assumes a 24-month development period and a 72% average outstanding balance. All offsite improvements required will be constructed in Phase I. Does not include SCE and TUMF fees, which will be waived or refunded. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 548 of 855 APPENDIX B - TABLE 2A AFFORDABILITY MIX PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA Number Applicable Utility Applicable of Units TCAC Rent HCD Rent DB Rent Gross Rent Allowance Net Rent 30% TCAC, ELI HCD, VLI DB 12 30% AMI ELI HCD VLI HCD 1-Bdrm Units 2 $524 $567 $945 $524 $29 $495 2-Bdrm Units 7 $629 $638 $1,063 $629 $24 $605 3-Bdrm Units 3 $727 $709 $1,181 $709 $20 $689 30% TCAC, ELI HCD 24 30% AMI ELI HCD N/A 1-Bdrm Units 4 $524 $567 N/A $524 $29 $495 2-Bdrm Units 20 $629 $638 N/A $629 $24 $605 3-Bdrm Units 0 $727 $709 N/A $709 $20 $689 30% TCAC, 59% HCD 14 30% AMI 59% Low N/A 1-Bdrm Units 9 $524 $1,115 N/A $524 $29 $495 2-Bdrm Units 1 $629 $1,254 N/A $629 $24 $605 3-Bdrm Units 4 $727 $1,394 N/A $727 $20 $707 30% TCAC, Low HCD 10 30% AMI Low N/A 1-Bdrm Units 0 $524 $1,134 N/A $524 $29 $495 2-Bdrm Units 0 $629 $1,276 N/A $629 $24 $605 3-Bdrm Units 10 $727 $1,418 N/A $727 $20 $707 60% TCAC, 59% HCD 46 60% AMI 59% Low N/A 1-Bdrm Units 0 $1,049 $1,115 N/A $1,049 $29 $1,020 2-Bdrm Units 46 $1,258 $1,254 N/A $1,254 $24 $1,230 3-Bdrm Units 0 $1,454 $1,394 N/A $1,394 $20 $1,374 60% TCAC, Low HCD 13 60% AMI Low N/A 1-Bdrm Units 0 $1,049 $1,134 N/A $1,049 $29 $1,020 2-Bdrm Units 0 $1,258 $1,276 N/A $1,258 $24 $1,234 3-Bdrm Units 13 $1,454 $1,418 N/A $1,418 $20 $1,398 Manager Unit 1 1-Bdrm Units 0 2-Bdrm Units 1 3-Bdrm Units 0 PBV Overhang 60 FMR Tenant Rent Overhang Utility Allowance Net Overhang 1-Bdrm Units 15 $1,772 $495 $1,277 $29 $1,248 2-Bdrm Units 28 $2,211 $605 $1,606 $24 $1,582 3-Bdrm Units 3 $2,977 $689 $2,288 $20 $2,268 3-Bdrm Units 14 $2,977 $707 $2,270 $20 $2,250 Note: Rents are based on 2023 rents and the utility allowances are based on Developer CAUC estimates on 3/12/24 for all electric building. TOTAL UNITS 120 AVERAGE AFFORDABILITY:45% 1-Bdrm Units 15 POTENTIAL GROSS INCOME - BASE:$1,332,715 2-Bdrm Units 75 POTENTIAL GROSS INCOME - PBV:$1,215,840 3-Bdrm Units 30 PBV SUBSIDY 60 LMIHAF City Regulatory Agreement:119 1-Bdrm Units 15 ELI HCD Units 36 2-Bdrm Units 28 VLI HCD Units 0 3-Bdrm Units 17 59% HCD Units 60 Low HCD Units 23 TCAC Regulatory Agreement: 30% AMI Units 60 Density Bonus City Regulatory Agreement 40% AMI Units 0 VLI HCD Units 12 50% AMI Units 0 60% AMI Units 59 70% AMI Units 0 Total Restricted Units 119 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; AFF - Ph 2; jlr; 3/26/2024 Page 549 of 855 APPENDIX B - TABLE 2B STABILIZED NET OPERATING INCOME PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 1 120 Units $925 /Unit/Mo $1,332,715 Projected Gross Income - PBV Subsidy 1 60 PBVs $1,689 /Unit/Mo 1,215,840 Miscellaneous Income 2 120 Units $12 /Unit/Mo 17,850 Projected Gross Income $2,566,405 (Less) Vacancy & Collection Allowance 2 5%of PGI (128,320) Effective Gross Income $2,438,085 II.Operating Expenses 2 General Operating Expenses 120 Units $8,087 /Unit $970,446 Property Taxes & Assessments 120 Units $58 /Unit 7,000 Social Services 120 Units $658 /Unit 78,972 County Monitoring Fee 120 Units $0 /Unit 0 City Monitoring Fee 120 Units $41 /Unit 4,920 Bond Issuer Fee Allowance 5,000 Replacement Reserves 120 Units $350 /Unit 42,000 Total Operating Expenses 120 Units $9,236 /Unit $1,108,338 III.Net Operating Income $1,329,747 1 2 See Table 2A. Based on Developer estimates, which KMA determined to be reasonable based on experience. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 550 of 855 APPENDIX B - TABLE 3 FINANCIAL GAP ANALYSIS PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Available Funding Sources A.Permanent Loan 1.20 DCR $1,108,122 Debt Svc $14,032,000 7.50%Interest 40 Years B.Federal Tax Credit Equity $35,018,207 Gross TC $0.86 Equity $30,112,000 C.State Tax Credit Equity $20,202,812 $0.82 Equity $16,524,000 D.County Loan 2 120 Units $0 /Unit $0 E.Contributed Developer Fee 3 0%of Developr Fee $0 F.Deferred Developer Fee 71%of Developr Fee $6,222,000 Total Available Funding Sources $66,890,000 II.Financial Gap Calculation Total Development Costs $71,679,000 (Less) Available Funding Sources (66,890,000) Financial Gap 120 Units $39,908 /Unit $4,789,000 III.Authority Funding Sources per Developer Request HOME Funds $0 LMIHAF Funds 4,789,000 PLHA Funds 0 Total Authority Assistance 120 Units $39,908 /Unit $4,789,000 1 2 3 Previously awarded by County for entire Project; however, County has verified willingness to allow the entire amount to be used in Phase I only. Per TCAC draft guidelines, a portion of the deferred fee may be requried to be contributed to the Project. Based on Developer estimates, which KMA determined to be reasonable based on experience. Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; PF - Ph 2; jlr; 3/26/2024 Page 551 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 I.Project Income Projected Gross Income - Base Rents 102.5%/Year $1,332,715 $1,366,033 $1,400,184 $1,435,189 $1,471,068 $1,507,845 $1,545,541 $1,584,180 $1,623,784 $1,664,379 Projected Gross Income - PBV Subsidy 102.5%/Year 1,215,840 1,246,236 1,277,392 1,309,327 1,342,060 1,375,611 1,410,002 1,445,252 1,481,383 1,518,418 Miscellaneous Income 102.5%/Year 17,850 18,296 18,754 19,222 19,703 20,196 20,701 21,218 21,748 22,292 Projected Gross Income $2,566,405 $2,630,565 $2,696,330 $2,763,738 $2,832,831 $2,903,652 $2,976,243 $3,050,649 $3,126,916 $3,205,089 (Less) Vacancy & Collection Allowance 5%of PGI (128,320)(131,528)(134,817)(138,187)(141,642)(145,183)(148,812)(152,533)(156,346)(160,255) Effective Gross Income $2,438,085 $2,499,037 $2,561,513 $2,625,551 $2,691,189 $2,758,469 $2,827,431 $2,898,117 $2,970,570 $3,044,834 II.Operating Expenses General Operating Expenses 103.5%/Year $970,446 1,004,412 1,039,566 1,075,951 1,113,609 1,152,585 1,192,926 1,234,678 1,277,892 1,322,618 Property Taxes & Assessments 102.0%/Year 7,000 7,140 7,283 7,428 7,577 7,729 7,883 8,041 8,202 8,366 Social Services 103.5%/Year 78,972 81,736 84,597 87,558 90,622 93,794 97,077 100,474 103,991 107,631 County Monitoring Fee 103.5%/Year 0 0 0 0 0 0 0 0 0 0 City Monitoring Fee 103.0%/Year 4,920 5,068 5,220 5,376 5,538 5,704 5,875 6,051 6,233 6,419 Bond Issuer Fee 103.5%/Year 5,000 5,175 5,356 5,544 5,738 5,938 6,146 6,361 6,584 6,814 Replacement Reserves 103.5%/Year 42,000 43,470 44,991 46,566 48,196 49,883 51,629 53,436 55,306 57,242 Total Operating Expenses $1,108,338 $1,147,000 $1,187,013 $1,228,423 $1,271,279 $1,315,633 $1,361,536 $1,409,042 $1,458,207 $1,509,090 III.Net Operating Income $1,329,747 $1,352,037 $1,374,500 $1,397,128 $1,419,910 $1,442,836 $1,465,895 $1,489,075 $1,512,362 $1,535,744 (Less) Annual Debt Service (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (Less) AGP Asset Management Fee 2 103.0%/Year (5,000)(5,150)(5,305)(5,464)(5,628)(5,796)(5,970)(6,149)(6,334)(6,524) (Less) MGP Asset Management Fee 2 103.0%/Year (10,000)(10,300)(10,609)(10,927)(11,255)(11,593)(11,941)(12,299)(12,668)(13,048) IV.Cash Flow Available for Distribution $206,624 $228,464 $250,464 $272,615 $294,905 $317,325 $339,862 $362,505 $385,238 $408,050 V.Deferred Developer Fee Payment 3 $6,222,000 $206,624 $228,464 $250,464 $272,615 $294,905 $317,325 $339,862 $362,505 $385,238 $408,050 Accrued Payment 206,624 435,089 685,553 958,168 1,253,073 1,570,398 1,910,260 2,272,764 2,658,003 3,066,052 VI.Residual Receipts $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 VII.Authority Loan Beginning Balance $4,789,000 $4,932,670 $5,076,340 $5,220,010 $5,363,680 $5,507,350 $5,651,020 $5,794,690 $5,938,360 $6,082,030 Beginning Balance (Interest Calc)4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 Add: Interest 3.00%143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 (Less) Payments 4 50.00%0 0 0 0 0 0 0 0 0 0 Ending Balance 4,932,670 5,076,340 5,220,010 5,363,680 5,507,350 5,651,020 5,794,690 5,938,360 6,082,030 6,225,700 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan.Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 552 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 11 Year 12 Year 13 Year 14 Year 15 Year 16 Year 17 Year 18 Year 19 Year 20 $1,705,988 $1,748,638 $1,792,354 $1,837,163 $1,883,092 $1,930,169 $1,978,423 $2,027,884 $2,078,581 $2,130,546 1,556,378 1,595,287 1,635,170 1,676,049 1,717,950 1,760,899 1,804,921 1,850,044 1,896,295 1,943,703 22,850 23,421 24,006 24,606 25,222 25,852 26,498 27,161 27,840 28,536 $3,285,216 $3,367,346 $3,451,530 $3,537,818 $3,626,264 $3,716,920 $3,809,843 $3,905,089 $4,002,716 $4,102,784 (164,261)(168,368)(172,577)(176,891)(181,313)(185,846)(190,492)(195,255)(200,136)(205,140) $3,120,955 $3,198,979 $3,278,953 $3,360,927 $3,444,950 $3,531,074 $3,619,351 $3,709,834 $3,802,580 $3,897,645 1,368,910 1,416,822 1,466,411 1,517,735 1,570,856 1,625,836 1,682,740 1,741,636 1,802,593 1,865,684 8,533 8,704 8,878 9,055 9,236 9,421 9,609 9,802 9,998 10,198 111,398 115,297 119,332 123,509 127,832 132,306 136,936 141,729 146,690 151,824 0 0 0 0 0 0 0 0 0 0 6,612 6,810 7,015 7,225 7,442 7,665 7,895 8,132 8,376 8,627 7,053 7,300 7,555 7,820 8,093 8,377 8,670 8,973 9,287 9,613 59,245 61,319 63,465 65,686 67,985 70,365 72,827 75,376 78,015 80,745 $1,561,751 $1,616,251 $1,672,655 $1,731,030 $1,791,444 $1,853,969 $1,918,678 $1,985,648 $2,054,958 $2,126,690 $1,559,204 $1,582,727 $1,606,298 $1,629,897 $1,653,506 $1,677,105 $1,700,673 $1,724,186 $1,747,622 $1,770,955 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (6,720)(6,921)(7,129)(7,343)(7,563)(7,790)(8,024)(8,264)(8,512)(8,768) (13,439)(13,842)(14,258)(14,685)(15,126)(15,580)(16,047)(16,528)(17,024)(17,535) $430,923 $453,842 $476,789 $499,747 $522,695 $545,613 $568,480 $591,271 $613,963 $636,530 $430,923 $453,842 $476,789 $499,747 $522,695 $545,613 $226,340 $0 $0 $0 3,496,975 3,950,817 4,427,606 4,927,352 5,450,047 5,995,660 6,222,000 6,222,000 6,222,000 6,222,000 $0 $0 $0 $0 $0 $0 $342,140 $591,271 $613,963 $636,530 $6,225,700 $6,369,370 $6,513,040 $6,656,710 $6,800,380 $6,944,050 $7,087,720 $7,060,320 $6,908,355 $6,745,043 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 0 0 0 0 0 0 (171,070)(295,636)(306,982)(318,265) 6,369,370 6,513,040 6,656,710 6,800,380 6,944,050 7,087,720 7,060,320 6,908,355 6,745,043 6,570,448 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 553 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 21 Year 22 Year 23 Year 24 Year 25 Year 26 Year 27 Year 28 Year 29 Year 30 $2,183,809 $2,238,404 $2,294,365 $2,351,724 $2,410,517 $2,470,780 $2,532,549 $2,595,863 $2,660,759 $2,727,278 1,992,295 2,042,103 2,093,155 2,145,484 2,199,121 2,254,099 2,310,452 2,368,213 2,427,419 2,488,104 29,249 29,981 30,730 31,498 32,286 33,093 33,920 34,768 35,637 36,528 $4,205,354 $4,310,488 $4,418,250 $4,528,706 $4,641,924 $4,757,972 $4,876,921 $4,998,844 $5,123,815 $5,251,911 (210,268)(215,525)(220,913)(226,436)(232,097)(237,899)(243,846)(249,943)(256,191)(262,596) $3,995,086 $4,094,963 $4,197,337 $4,302,271 $4,409,827 $4,520,073 $4,633,075 $4,748,902 $4,867,624 $4,989,315 1,930,983 1,998,567 2,068,517 2,140,915 2,215,847 2,293,402 2,373,671 2,456,749 2,542,735 2,631,731 10,402 10,610 10,822 11,038 11,259 11,484 11,714 11,948 12,187 12,431 157,138 162,637 168,330 174,221 180,319 186,630 193,162 199,923 206,920 214,162 0 0 0 0 0 0 0 0 0 0 8,886 9,153 9,427 9,710 10,001 10,301 10,610 10,929 11,257 11,594 9,949 10,297 10,658 11,031 11,417 11,816 12,230 12,658 13,101 13,559 83,571 86,496 89,523 92,657 95,900 99,256 102,730 106,326 110,047 113,899 $2,200,928 $2,277,760 $2,357,277 $2,439,572 $2,524,743 $2,612,890 $2,704,117 $2,798,533 $2,896,247 $2,997,377 $1,794,158 $1,817,203 $1,840,060 $1,862,699 $1,885,084 $1,907,183 $1,928,958 $1,950,369 $1,971,377 $1,991,938 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (9,031)(9,301)(9,581)(9,868)(10,164)(10,469)(10,783)(11,106)(11,440)(11,783) (18,061)(18,603)(19,161)(19,736)(20,328)(20,938)(21,566)(22,213)(22,879)(23,566) $658,944 $681,176 $703,196 $724,972 $746,470 $767,654 $788,486 $808,927 $828,936 $848,467 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $658,944 $681,176 $703,196 $724,972 $746,470 $767,654 $788,486 $808,927 $828,936 $848,467 $6,570,448 $6,384,646 $6,187,728 $5,979,800 $5,760,984 $5,531,419 $5,291,262 $5,040,688 $4,779,895 $4,508,824 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,789,000 4,779,895 4,508,824 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,670 143,397 135,265 (329,472)(340,588)(351,598)(362,486)(373,235)(383,827)(394,243)(404,464)(414,468)(424,233) 6,384,646 6,187,728 5,979,800 5,760,984 5,531,419 5,291,262 5,040,688 4,779,895 4,508,824 4,219,855 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 554 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 31 Year 32 Year 33 Year 34 Year 35 Year 36 Year 37 Year 38 Year 39 Year 40 $2,795,460 $2,865,347 $2,936,981 $3,010,405 $3,085,665 $3,162,807 $3,241,877 $3,322,924 $3,405,997 $3,491,147 2,550,307 2,614,064 2,679,416 2,746,401 2,815,061 2,885,438 2,957,574 3,031,513 3,107,301 3,184,983 37,442 38,378 39,337 40,320 41,329 42,362 43,421 44,506 45,619 46,759 $5,383,209 $5,517,789 $5,655,734 $5,797,127 $5,942,055 $6,090,606 $6,242,872 $6,398,943 $6,558,917 $6,722,890 (269,161)(275,890)(282,787)(289,857)(297,103)(304,531)(312,144)(319,948)(327,946)(336,145) $5,114,048 $5,241,899 $5,372,946 $5,507,270 $5,644,952 $5,786,076 $5,930,728 $6,078,996 $6,230,971 $6,386,745 2,723,842 2,819,176 2,917,847 3,019,972 3,125,671 3,235,070 3,348,297 3,465,487 3,586,779 3,712,317 12,680 12,933 13,192 13,456 13,725 13,999 14,279 14,565 14,856 15,153 221,658 229,416 237,446 245,756 254,358 263,260 272,474 282,011 291,881 302,097 0 0 0 0 0 0 0 0 0 0 11,942 12,300 12,669 13,049 13,441 13,844 14,260 14,687 15,128 15,582 14,034 14,525 15,034 15,560 16,104 16,668 17,251 17,855 18,480 19,127 117,885 122,011 126,282 130,702 135,276 140,011 144,911 149,983 155,232 160,666 $3,102,041 $3,210,362 $3,322,470 $3,438,495 $3,558,575 $3,682,852 $3,811,473 $3,944,589 $4,082,357 $4,224,941 $2,012,007 $2,031,537 $2,050,477 $2,068,775 $2,086,377 $2,103,224 $2,119,255 $2,134,407 $2,148,613 $2,161,803 (1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122)(1,108,122) (12,136)(12,500)(12,875)(13,262)(13,660)(14,069)(14,491)(14,926)(15,374)(15,835) (24,273)(25,001)(25,751)(26,523)(27,319)(28,139)(28,983)(29,852)(30,748)(31,670) $867,476 $885,913 $903,728 $920,868 $937,276 $952,893 $967,658 $981,506 $994,369 $1,006,176 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $867,476 $885,913 $903,728 $920,868 $937,276 $952,893 $967,658 $981,506 $994,369 $1,006,176 $4,219,855 $3,912,713 $3,587,138 $3,242,888 $2,879,740 $2,497,495 $2,095,973 $1,675,023 $1,234,521 $774,372 4,219,855 3,912,713 3,587,138 3,242,888 2,879,740 2,497,495 2,095,973 1,675,023 1,234,521 774,372 126,596 117,381 107,614 97,287 86,392 74,925 62,879 50,251 37,036 23,231 (433,738)(442,957)(451,864)(460,434)(468,638)(476,447)(483,829)(490,753)(497,185)(503,088) 3,912,713 3,587,138 3,242,888 2,879,740 2,497,495 2,095,973 1,675,023 1,234,521 774,372 294,515 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 555 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 41 Year 42 Year 43 Year 44 Year 45 Year 46 Year 47 Year 48 Year 49 Year 50 $3,578,426 $3,667,886 $3,759,584 $3,853,573 $3,949,912 $4,048,660 $4,149,877 $4,253,624 $4,359,964 $4,468,963 3,264,608 3,346,223 3,429,879 3,515,626 3,603,516 3,693,604 3,785,944 3,880,593 3,977,608 4,077,048 47,928 49,127 50,355 51,614 52,904 54,227 55,582 56,972 58,396 59,856 $6,890,962 $7,063,236 $7,239,817 $7,420,813 $7,606,333 $7,796,491 $7,991,403 $8,191,189 $8,395,968 $8,605,867 (344,549)(353,162)(361,991)(371,041)(380,317)(389,825)(399,571)(409,560)(419,799)(430,294) $6,546,413 $6,710,074 $6,877,826 $7,049,771 $7,226,016 $7,406,666 $7,591,833 $7,781,628 $7,976,169 $8,175,573 3,842,248 3,976,726 4,115,912 4,259,969 4,409,068 4,563,385 4,723,104 4,888,412 5,059,507 5,236,589 15,456 15,765 16,081 16,402 16,730 17,065 17,406 17,754 18,109 18,472 312,671 323,614 334,941 346,664 358,797 371,355 384,352 397,804 411,728 426,138 0 0 0 0 0 0 0 0 0 0 16,049 16,531 17,027 17,537 18,064 18,605 19,164 19,739 20,331 20,941 19,796 20,489 21,206 21,949 22,717 23,512 24,335 25,186 26,068 26,980 166,289 172,109 178,133 184,367 190,820 197,499 204,412 211,566 218,971 226,635 $4,372,509 $4,525,235 $4,683,299 $4,846,888 $5,016,195 $5,191,421 $5,372,772 $5,560,462 $5,754,713 $5,955,755 $2,173,904 $2,184,839 $2,194,527 $2,202,883 $2,209,820 $2,215,245 $2,219,061 $2,221,167 $2,221,456 $2,219,819 (16,310)(16,799)(17,303)(17,823)(18,357)(18,908)(19,475)(20,059)(20,661)(21,281) (32,620)(33,599)(34,607)(35,645)(36,715)(37,816)(38,950)(40,119)(41,323)(42,562) $2,124,974 $2,134,440 $2,142,616 $2,149,415 $2,154,748 $2,158,521 $2,160,635 $2,160,988 $2,159,472 $2,155,975 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $2,124,974 $2,134,440 $2,142,616 $2,149,415 $2,154,748 $2,158,521 $2,160,635 $2,160,988 $2,159,472 $2,155,975 $294,515 $0 $0 $0 $0 $0 $0 $0 $0 $0 294,515 0 0 0 0 0 0 0 0 0 8,835 0 0 0 0 0 0 0 0 0 (303,350)0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 556 of 855 APPENDIX B - TABLE 4 CASH FLOW ANALYSIS 1 PALM VILLAS AT MILLENNIUM - PHASE II PALM DESERT, CALIFORNIA I.Project Income Projected Gross Income - Base Rents 102.5%/Year Projected Gross Income - PBV Subsidy 102.5%/Year Miscellaneous Income 102.5%/Year Projected Gross Income (Less) Vacancy & Collection Allowance 5%of PGI Effective Gross Income II.Operating Expenses General Operating Expenses 103.5%/Year Property Taxes & Assessments 102.0%/Year Social Services 103.5%/Year County Monitoring Fee 103.5%/Year City Monitoring Fee 103.0%/Year Bond Issuer Fee 103.5%/Year Replacement Reserves 103.5%/Year Total Operating Expenses III.Net Operating Income (Less) Annual Debt Service (Less) AGP Asset Management Fee 2 103.0%/Year (Less) MGP Asset Management Fee 2 103.0%/Year IV.Cash Flow Available for Distribution V.Deferred Developer Fee Payment 3 $6,222,000 Accrued Payment VI.Residual Receipts VII.Authority Loan Beginning Balance Beginning Balance (Interest Calc) Add: Interest 3.00% (Less) Payments 4 50.00% Ending Balance 1 2 3 4 Based on Table 2B and typical escalations for affordable housing LP fee is provided for in development costs as a capitalized fee. While deferred fee is not projected to be paid off within 15 years per IRS requiremetns; this issue can be managed by contributing a portion of the deferred fee if it is still an issue once the funding sources are secured. The County will receive 0.00% of the residual receives based on the size of the County loan. Year 51 Year 52 Year 53 Year 54 Year 55 $4,580,687 $4,695,205 $4,812,585 $4,932,899 $5,056,222 4,178,974 4,283,449 4,390,535 4,500,298 4,612,806 61,352 62,886 64,458 66,070 67,722 $8,821,014 $9,041,539 $9,267,578 $9,499,267 $9,736,749 (441,051)(452,078)(463,380)(474,964)(486,838) $8,379,963 $8,589,462 $8,804,198 $9,024,303 $9,249,911 5,419,870 5,609,565 5,805,900 6,009,107 6,219,425 18,841 19,218 19,602 19,994 20,394 441,053 456,490 472,467 489,003 506,118 0 0 0 0 0 21,569 22,216 22,882 23,569 24,276 27,925 28,902 29,914 30,961 32,044 234,567 242,777 251,274 260,069 269,171 $6,163,824 $6,379,168 $6,602,039 $6,832,702 $7,071,429 $2,216,138 $2,210,294 $2,202,159 $2,191,601 $2,178,482 (21,920)(22,577)(23,254)(23,952)(24,671) (43,839)(45,154)(46,509)(47,904)(49,341) $2,150,380 $2,142,563 $2,132,396 $2,119,745 $2,104,470 $0 $0 $0 $0 $0 6,222,000 6,222,000 6,222,000 6,222,000 6,222,000 $2,150,380 $2,142,563 $2,132,396 $2,119,745 $2,104,470 $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 Prepared by: Keyser Marston Associates, Inc. Filename: Palm Villas Phases 1 and 2 - 03.26.24 - FINAL; CF - Ph 2; jlr; 3/26/2024 Page 557 of 855 Page 558 of 855 Page 1 of 5 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Deborah Glickman, Economic Development Coordinator REQUEST: ADOPT THE PALM DESERT BROADBAND FEASIBILITY AND MASTER PLAN STUDY AND APPROVE RELATED AMENDMENT RECOMMENDATION: 1. Adopt the Palm Desert Broadband Feasibility and Master Plan Study. 2. Approve Amendment 10 to Contract No. C41690 with HR Green in the amount of $19,884 for management of Request for Proposals (RFP) and grant processes related to broadband. 3. Direct staff to pursue grant funding for implementation of the adopted Broadband Master Plan. 4. Direct staff to release a Request for Proposals (RFP) to identify any partner agencies to execute the adopted Broadband Master Plan Study and middle-mile network. BACKGROUND/ANALYSIS: Since 2019, the City Council has identified t he development of a Broadband Feasibility and Master Plan Study (Study) as a City Council goal. In September 2022, the City contracted with HR Green, a company specializing in Broadband and Fiber services to accomplish this goal . The parameters of the HR Green Study were to accomplish the following:  Meet with community partners and existing service providers, conduct a community survey, and consult with the Coachella Valley Association of Governments (CVAG) on their regional efforts.  Review the City’s and other service providers current assets and facilities.  Develop a preliminary design concept with cost estimates.  Explore funding options for the implementation of a broadband network.  Conduct a Request for Expression of Interest (RFEI) to identify potential partnerships to develop the network.  Develop recommendations for the City’s consideration for deployment of the network. Based on these tasks, HR Green explored various broadband models and network options to achieve the City’s vision for expanded broadband service to residents and business. Broadband Models As part of the Study, HR Green explored five (5) Broadband models, each with varying levels of City control and participation. The table below identifies the various models: Page 559 of 855 City of Palm Desert Broadband Feasibility and Master Plan Study Adoption Page 2 of 5 In the Study, and based on comments and feedback from the January 11, 2024, Study Session, HR Green recommends that the City partner with a broadband company to build a middle-mile network for City use and potentially lease it to internet service providers to bring broadband service to the community. This “Hybrid-Ownership” strategy allows the City to outsource the construction, maintenance, and day-to-day operations of the broadband program instead of having to generate the service in-house. It also allows for a variety of financing options including paying for the broadband all at once, over a period of time, or on terms agre ed to by the City and a potential partner. The “Hybrid-Ownership” is beneficial for the following reasons:  Increases the availability of broadband service throughout the community including the unserved and underserved areas.  Encourages competition, which could reduce service fees, as multiple providers could lease the City’s infrastructure rather than a single source.  Improve cellular service, as carriers could lease dark fibers from the City to interconnect their cell phone facilities allowing carriers the opportunity to install facilities in areas of the community where they currently do not have or have poor coverage.  Partnerships can assist the City with federal and state funding opportunities, which will assist in defraying the cost of building the network. Adoption of the Study is necessary to identify potential partners. It is also important to point out that if the City is unable to establish a partnership with one or more private sector partners to own, design, construct, and manage the last m ile connections to residents and businesses, then the City and its anchor institutions that are connected to the City-owned middle-mile network would be the only beneficiaries of the improvements in broadband services created by the Page 560 of 855 City of Palm Desert Broadband Feasibility and Master Plan Study Adoption Page 3 of 5 construction of the middle-mile fiber ring network. Also, without a private sector partner, the City would most likely not be able to qualify for many of the current federal and state last -mile broadband grant opportunities. Based on the “hybrid-ownership” recommendation, an RFEI was released to identify potential broadband partners for the build-out of the City’s Study and middle-mile network system. Only one (1) firm responded. Cost for Build-Out of a Hybrid-Ownership Utilizing the “Hybrid-Ownership” model, HR Green put together cost estimates to build-out the proposed middle-mile network. The middle-mile network consists of two rings, one that Cost estimates anticipate conduit capable of carrying 288 -strands of fiber, which is an industry- standard and at a cost of approximately $12.1M. These costs can be offset by federal and state grants; however, the City’s competitiveness for these funds is unknown at this time. Costs may be recouped through leases with carriers. Category Description Cost Estimate Price per foot Estimated 288ct Material Costs $697,429 $6.24 Estimated Backbone Installation Cost (no splicing) $9,803,606 $87.75 Estimated Design Engineering and PMO Labor Cost $298,298 $2.67 Estimated 288ct Total Backbone Segment w/Splicing Cost $12,167,553 $108.91 Middle Mile Network Through its research, HR Green determined that the most efficient broadband fiber network design consists of two (2) middle-mile rings, one north from Highway 111 and one south from Highway 111. This design was selected to ensure coverage of the full city with a focus on City facilities such as fire stations, City Hall, and the library. Together, the rings will provide a backbone from which last-mile fiber connections can be built to reach the city’s residents and businesses. Funding Opportunities To fund the future construction and implementation of the middle -mile, the following sources were identified in the Study:  Bond and Loan Funding  Broadband Equity Access and Deployment Program (BEAD)  Broadband Loan Loss Reserve Fund  California Advanced Services Fund  California Last-Mile Federal Funding Account  California Teleconnect Fund Page 561 of 855 City of Palm Desert Broadband Feasibility and Master Plan Study Adoption Page 4 of 5 Options Recently, staff met with Netly/Ubiquity, a private utility provider licensed by the State Public Utilities Commission (PUC), which has built open-source fiber networks in San Diego County. Netly/Ubiquity plans to build an open-source fiber network in the Coachella Valley over the next several years and they would utilize the City’s Broadband Master Plan as guidance for th e build out of their network. The benefits of the open -source network is that it allows for increased competition between utility providers and choice for businesses and residence. The Coachella Valley Association of Governments (CVAG) is also working wi th HR Green on a regional Broadband Strategic Plan that aims to boost regional broadband access in underserved areas through planning, design, and leveraging state infrastructure in Coachella Valley. It will identify needs, options, and challenges, and engage CVAG’s member organizations and stakeholders to develop a clear vision and action plan. The intent of the plan is to identify last - mile projects that deliver 100 Mbps symmetrical speeds to benefit residents, institutions, and businesses. CVAG’s goal is to complement the work of its member organizations, not to duplicate it. CVAG is still early in the study process and anticipates its completion next year. Next Steps HR Green recommends that the City release a formal RFP to identify and select a partner(s) for the potential build-out of the identified middle-mile network. Staff anticipates that the RFP can be released within two (2) months of execution of the proposed changes in the HR Green contract. The RFP will be open for thirty (30) days, after which staff will review responses and interview potential candidates. If a partner is found , an agreement would be brought back to City Council for approval. HR Green also recommends starting the grant application process to absorb any potential City costs for the project. The timing of grant application deadlines vary. If HR Green is contracted, they will research, write, and oversee the submission of grant applications, and provide support and monitoring of grant awards for six (6) months after. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: The total cost for HR Green to conduct the Broadband Study, inclusive of the RFEI, was $130,000. Staff is requesting an additional amendment in the amount of $19,884.00 to the contract for HR Green to develop and manage the RFP process and to write and submit grant proposals. Funds are available in the available in the Economic Development Professional Services Other Account No. 1104430-4309000. Separately, implementation costs for the build-out of the middle-mile network are estimated to be $12,167,553. Funds are not currently allocated for the project and may impact the General Fund. Funding opportunities have been identified in the study. Page 562 of 855 City of Palm Desert Broadband Feasibility and Master Plan Study Adoption Page 5 of 5 ATTACHMENTS: 1. Broadband Feasibility and Master Plan Study 2. Middle Mile Network Map 3. Change Order 2 for RPF and Grant Applications 4. Amendment No. 10 Page 563 of 855 Page 564 of 855 Broadband Feasibility & Master Plan Study FEBRUARY 2, 2024 Page 565 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 2 | Page Table of Contents Section 1: Executive Summary ............................................................................................... 5 The Palm Desert Broadband Study ............................................................................................. 5 Approach ..................................................................................................................................... 5 Key Findings ................................................................................................................................. 6 Visioning Session ......................................................................................................................... 6 Preliminary Design and Cost Estimate ........................................................................................ 8 Funding Alternatives ................................................................................................................. 11 Explore Partnerships ................................................................................................................. 11 Recommendations .................................................................................................................... 13 Section 2: Resident And Business Survey.............................................................................. 15 Background ................................................................................................................................ 15 Survey Questions and Responses.............................................................................................. 16 Key Findings ............................................................................................................................... 21 Section 3: Market Assessment ............................................................................................. 22 Background ................................................................................................................................ 22 Residential Internet Service Providers in Palm Desert ............................................................. 24 Business Internet Service Providers in Palm Desert ................................................................. 25 Review of Internet Service Providers in Palm Desert ............................................................... 26 Key Findings ............................................................................................................................... 30 References ................................................................................................................................. 32 Section 4: Stakeholder Engagement ..................................................................................... 33 Background ................................................................................................................................ 33 Key Findings ............................................................................................................................... 34 Section 5: Asset Inventory ................................................................................................... 41 Background ................................................................................................................................ 41 Existing Fiber Network .............................................................................................................. 41 Traffic Signal Communication Circuits ...................................................................................... 42 CVAG CV-Sync Network ............................................................................................................. 43 Section 6: Establish Community Broadband Vision ............................................................... 44 Background ................................................................................................................................ 44 Page 566 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 3 | Page Vision Survey ............................................................................................................................. 44 Municipal Broadband Service Models ...................................................................................... 47 Key Vision Exercise Findings ...................................................................................................... 47 Visioning Session ....................................................................................................................... 48 Key Outcomes ........................................................................................................................... 48 Recommendations .................................................................................................................... 49 Planning Phase – Next Steps ..................................................................................................... 50 Section 7: Preliminary Design & Cost Estimate ..................................................................... 51 Background ................................................................................................................................ 51 Conceptual Design ..................................................................................................................... 51 Cost Estimates ........................................................................................................................... 52 Section 8: Funding Alternatives ........................................................................................... 54 Background ................................................................................................................................ 54 California Grant Programs ......................................................................................................... 54 Federal Grants and Loans .......................................................................................................... 57 Bond and Loan Financing .......................................................................................................... 62 Recommendations .................................................................................................................... 63 Appendices ................................................................................................................................ 64 Section 9: Explore Partnerships ............................................................................................ 68 Background ................................................................................................................................ 68 Request for Expressions of Interest .......................................................................................... 68 RFEI Responses .......................................................................................................................... 69 Key Findings ............................................................................................................................... 70 Recommendation ...................................................................................................................... 74 Section 10: Recommendations ............................................................................................. 75 Background ................................................................................................................................ 75 Recommendations .................................................................................................................... 75 Appendix A: Broadband Service Models ............................................................................... 77 Background ................................................................................................................................ 77 Five Models ............................................................................................................................... 77 Four Key Factors ........................................................................................................................ 78 Page 567 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 4 | Page Decision Tree ............................................................................................................................. 79 Financial Considerations ........................................................................................................... 80 Four Key Challenges .................................................................................................................. 82 Appendix B: Smart Application Technology Plan .................................................................. 84 Background ................................................................................................................................ 84 Top 20 Smart Application Technologies .................................................................................... 90 Recommendations .................................................................................................................... 92 Appendix C: Request for Expressions of Interest .................................................................. 99 1. Introduction ..................................................................................................................... 101 2. Project Details .................................................................................................................. 102 3. Instructions to Respondents ............................................................................................ 103 4. Response Items ................................................................................................................ 103 5. Vendor Questionnaire...................................................................................................... 104 APPENDIX A – Proposed City Fiber Ring Network Map (Subject to Change) .......................... 107 Page 568 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 5 | Page Section 1: Executive Summary The Palm Desert Broadband Study Broadband has evolved from a nice thing to have, to being an important ingredient for economic development and a significant ingredient for many key components of quality of life, including education, business attraction, telemedicine, tourism, working from home, seniors staying in their homes, and young people staying in the community. No wonder a broadband master plan has been part of Palm Desert’s strategic plan for many years. The recent pandemic has drawn an even sharper focus on the impact that lack of internet access has on communities. No longer is broadband a luxury for video-on-demand and streaming services. Instead, it is a crucial part of how our residents work, gain access to medical treatment, and how our children learn, as well as a determining factor for businesses considering relocation. Effective broadband solutions are now critical to all phases of our life. City leaders selected HR Green to complete a Broadband Feasibility and Master Plan Study designed to gather stakeholder needs, document current infrastructure and provider options, and complete modeling (costs, risks, funding, anticipated revenues) of the different options available to Palm Desert (owning and operating, partnerships, leasing, etc.). This study was conducted over several months and resulted in the delivery of this Study to the City in January 2024. This Executive Summary provides a high-level overview of the key findings of the project, as well as the recommendations that can serve as a roadmap for the City to resolve the issues identified. Further details of the study are contained in this Report, the models, GIS tools, Standards and other deliverables that were provided to City leaders. While the study has identified several key issues from the community, there is a positive outcome that a solution is feasible by creating a partnership with the private sector. This will entail the creation of both a core fiber ring network by the City, last-mile connectivity by private providers, and enabling funding from federal and/or state sources. The road to this solution is not easy or automatic, as funding must be developed in a competitive environment, but there is a path forward. And dramatic service improvements are within reach. Approach The following multi-phase approach was used to complete the development of this Study. Phase I – Vision  Resident and Business Survey  Market Assessment  Stakeholder Engagement  Asset Inventory  Establish Community Broadband Vision Page 569 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 6 | Page Phase II - Planning  Preliminary Design and Cost Estimate  Financing - Evaluate Funding Alternatives  Smart Application Technology Plan  Explore Partnerships  Complete Broadband Feasibility and Master Plan Study Key Findings The following are some of the Key Findings from the Vision phase of the Study.  Major concerns with broadband services in Palm Desert seem to be availability, speed, cost, security, reliability, expandability, resiliency, and redundancy.  Economic Development (retaining current businesses and attracting new businesses) seems to be a driving force behind improved broadband services for home based, online, and traditional brick and mortar businesses.  There does not seem to be enough competing broadband service providers in the City to meet the needs of residents and the business community.  Unserved and underserved communities, as well as low- and fixed-income communities seem to need improved broadband services and those services potentially need to be inexpensive or free.  The council, residents, and businesses feel strongly that the City needs to help facilitate better broadband.  Some cellular providers have good coverage, while others have poor coverage.  Free public Wi-Fi is currently unavailable in downtown business areas or outdoor recreation spaces.  Residents seem to consider the internet to be an essential public infrastructure like electricity, water, and transportation.  CVAG is open to partnering with the City to use some of the CVAG broadband fiber.  Caltrans in the future may design and build a fiber-based network along I-10, which could permit the City to potentially place conduit and fiber in the same trench as the Caltrans conduit and fiber. Visioning Session The Visioning Session with the Palm Desert City Council took place on June 22, 2023. It occurred during a study session with the Council. The following was the agenda for the session. • Broadband 101 • Project Background • Project Progress Update • Review Visioning Exercise • Review Broadband Service Models • Discussion & Next Steps Page 570 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 7 | Page As indicated in the agenda above, the session started with a basic overview of Broadband. That was followed by a presentation and discussion of the materials included in the Vision phase of this Study report. This discussion included the results of the Resident and Business Survey, Market Assessment, Stakeholder Engagement, and Asset Inventory. The Vision Exercise Survey results were discussed, as well as the Business Service Models diagram shown in Appendix A of this report. During the session, Council members explored various ownership and operating models to better understand the risks and potential rewards of the often challenging and sometimes conflicting values inherent in community broadband. This exercise helped the Council develop recommendations for the next steps of the Study related to improved community fiber and broadband services. A broadband roadmap that stresses the importance of the creation of recommendations for this project was used during the session. Recommendations must be grounded by a thorough understanding of the intended goals of the project, an appreciation of the risks/rewards of various ownership and operational models and buy in from governing bodies that the path forward represents the best use of scarce community resources (time, energy, financial capital). The discussion concluded with the following key outcomes, which drove the next phase of the Study. Key Outcomes The primary outcome from the Visioning Session was that the Council shared their thoughts about next steps for the Study. The Council indicated that it was probably in the best interest of the City to explore ways to improve upon the Full Private Broadband model that is currently in place in the City because it did not seem to be fully meeting the needs of the community. As shown in Appendix A of this report, the Full Private Broadband model is described in broadband service Model #5. At the end of the Visioning Session, the Council decided that they wanted the next steps of the study to focus on a recommended municipal broadband model based on the data that was gathered during the Vision phase of the Study. In addition, they wanted the next steps to include a conceptual design and costs estimate of the recommended model, and an exploration of potential funding sources to cover the costs of any potential construction of a community network based on the recommended model. Recommendations Based on the data collected during the Vision phase of this Study, Model 3 – Hybrid Ownership was recommended as the model that should be explored during the Planning phase of this Study. This model is described in the chart in Appendix A of this report that shows the five different municipal broadband models. The general characteristics of Model 3 include a municipal owned, designed, and constructed middle- mile fiber ring network. Typically, the municipality explores a partnership with one or more private sector providers to construct, manage, operate, and maintain the municipal owned network, as well as to provide services over the network, and potentially own, design, construct, and manage the last mile connections to residents and businesses. When a municipality looks at potentially constructing a fiber network, it usually tries to find funding opportunities to help cover constructions costs, such as grants, and some of those opportunities require the City to have one or more private sector partners to qualify for funding. The implementation of the recommended model should provide solutions to some of the concerns shared by residents, businesses, stakeholders, Council, etc. including: Page 571 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 8 | Page  Increased Availability – The scenario described above should improve the availability of broadband service throughout the community including the unserved and underserved areas.  Encouraging competition – The City-owned network could break down potential barriers to competition by allowing providers not currently in the market to utilize the City’s fiber network as a foundation for their networks through the leasing of dark fibers.  Reducing service fees – Fees tend to decrease with increased competition.  Improving speeds – Generally, the technology used to connect users to a fiber-based network permits increased speed over traditional coax, copper, or wireless connectivity.  Improving cellular service – Carriers could lease dark fibers from the City to interconnect their cell phone facilities, which means the carriers could install facilities in areas of the community where they currently do not have coverage or poor coverage.  Supporting Economic Development – When businesses are looking to relocate, they often look at the availability of broadband in the area they would like to relocate to, so the City-owned network should help to attract new businesses and retain current businesses, including home based, online, and traditional brick and mortar businesses. It is important to point out that if the City is unable to establish a partnership with one or more private sector partners to own, design, construct, and manage the last mile connections to residents and businesses, then the City and its anchor institutions that are connected to the city-owned middle-mile network would be the only beneficiaries of the improvements in broadband services created by the construction of the middle-mile fiber ring network. Also, without a private sector partner, the City would most likely not be able to qualify for many of the current federal and state last mile broadband grant opportunities. Preliminary Design and Cost Estimate Based upon the key outcomes and recommendations from the Vision Session with Council, the next step in the Study was to complete a fiber ring network high-level design (HLD) that can be used for costing (and possible future detail design). Some of the steps in developing the HLD included:  Checking for any higher cost issues (special crossings, rural areas, etc.).  Potential use of existing City’s fiber and conduit assets (or other assets). The HLD leveraged GIS-based tools that identify physical locations of all customer locations and other termination points. Upon completion of the preliminary design, a cost estimate was prepared for developing the next generation fiber ring network. Page 572 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 9 | Page Conceptual Design Drawing on field and desk surveys, and GIS maps, the following system level design and cost estimate was prepared for developing a next generation network. In developing this approach, the focus was on creating a robust, reliable, and cost-effective approach to meeting the City’s networking needs. To that end, for example, the design includes excess dark fiber to enable the implementation of smart technology solutions across the community. Information about potential smart technology solutions can be found in the Smart Application Technology Plan located in Appendix B of this report. Cost Estimates A cost estimate and supporting documentation for network deployment and interconnection, inclusive of anticipated construction labor, materials, engineering, permitting, quality control, and testing was prepared. These estimates were provided in the form of a cost range, with the lower-end estimates representing the most likely costs and the higher-end representing budgetary estimates with suitable contingencies included. The following table shows the estimated length of the proposed underground conduits for each of the network segments that are part of the two network rings that make up the backbone of the network. Page 573 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 10 | Page Segment Description New Underground Conduit Feet Hand Holes Splice Points North Ring Palm Desert Station - Palm Desert North Fire Station 13,502 11 5 Palm Desert North Fire Station - Palm Desert Fire Station 18,533 12 4 Palm Desert Fire Station - Westfield Shopping 3,360 2 1 Westfield Shopping - Palm Desert Library 5,019 4 2 Palm Desert Library - Palm Desert City Hall 1,547 2 1 Palm Desert City Hall - Veteran Services 15,646 9 4 Veteran Services - Palm Desert Station 17,502 11 3 South Ring Westfield Shopping - Bighorn 17,610 10 3 Bighorn - Mesa View Fire Station 3,905 3 1 Mesa View Fire Station - Living Desert 4,407 3 1 Living Desert - Palm Desert City Hall 10,691 5 1 Palm Desert Overview 111,722 72 26 The following table shows the estimated backbone construction costs for each of the of the network segments that are part of the two network rings based on installing a 288-fiber count sheath within each conduit and using the estimated length of the proposed underground conduits shown in the previous table. Segment Description Estimated 288ct Material Costs Estimated Backbone Installation Cost (no splicing) Estimated Design Engineering and PMO Labor Cost Estimated 288ct Total Backbone Segment w/Splicing Cost North Ring Palm Desert Station - Palm Desert North Fire Station $84,287 $1,184,801 $36,050 $1,491,091 Palm Desert North Fire Station - Palm Desert Fire Station $115,693 $1,626,271 $49,483 $2,014,943 Palm Desert Fire Station - Westfield Shopping $20,975 $294,840 $8,971 $368,353 Westfield Shopping - Palm Desert Library $31,331 $440,417 $13,401 $555,840 Palm Desert Library - Palm Desert City Hall $9,657 $135,749 $4,130 $175,579 Palm Desert City Hall - Veteran Services $97,671 $1,372,937 $41,775 $1,707,972 Veteran Services - Palm Desert Station $109,257 $1,535,801 $46,730 $1,894,231 South Ring Westfield Shopping - Bighorn $109,931 $1,545,278 $47,019 $1,905,714 Bighorn - Mesa View Fire Station $24,377 $342,664 $10,426 $426,302 Mesa View Fire Station - Living Desert $27,511 $386,714 $11,767 $479,679 Living Desert - Palm Desert City Hall $66,739 $938,135 $28,545 $1,147,849 Palm Desert Overview $697,429 $9,803,606 $298,298 $12,167,553 Price per foot $6.24 $87.75 $2.67 $108.91 Page 574 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 11 | Page Funding Alternatives The ability to leverage federal, state, and regional grants and programs can substantially facilitate the cost of a network buildout. In recognizing the need for broadband support, federal and state governments provide funding in areas recognized as unserved or underserved based on public data on broadband availability and speeds in different regions across the country. Historically, this data has been criticized as poorly prepared, marginally reliable, and overly generalized. As a result, a community like the City of Palm Desert may be considered as adequately covered and served by broadband providers, whereas residents may actively experience a lack of sufficient or affordable service. It is important to note that the FCC defines unserved areas as locations with less than 25 Mbps download and 3 Mbps upload speeds, and underserved areas as locations with less than 100 Mbps download and 20 Mbps upload speeds. Fortunately, the City is on the cusp of a generational investment in broadband infrastructure. The federal government and state legislatures across the country have recognized the need for broadband funding support. Numerous federal and state programs are currently either being rolled out or are in various stages of legislative consideration. Recommendations When applications are open, it is recommended that the City of Palm Desert should consider applying for the California Last Mile Federal Funding Account (FFA). This last-mile grant would increase the probability of the City facilitating infrastructure deployment to meet the connectivity needs of un and underserved residents and businesses. In addition, when applications are open, it is recommended that the City should consider future CASF Infrastructure Account applications through the local Broadband Consortium representative. Lastly, the City should facilitate an information campaign to advertise eligibility in the Affordable Connectivity Program to qualify for low or no-cost broadband subscription plans and discounts on computing devices for low-income residents. The program is currently undersubscribed, generally due to a lack of awareness, but many of the City’s residents could be eligible. Explore Partnerships Broadband service Model #3, the Hybrid Ownership model, which is the recommended model for the City, may need to leverage funding for both fiber ring network and last-mile construction available through federal, state, or other funding sources. This means that the City needed to identify one or more potential for-profit partners who are interested in leasing the core middle-mile municipal network assets, and in building and managing last-mile connectivity. Identifying interested partners, therefore, was an important step to help the City envision a path forward, and may be required by some funding sources. The approach used to engage with potential partners included building a list of potential partners and other interested parties, developing a request for expressions of interest (RFEI), publishing the RFEI on the City’s bid system, sending the RFEI to the list of potential partners, processing responses to the RFEI, and selecting potential partners based on the level of interest. This approach created a faster-moving cycle in which partners could be identified and brought to the table more quickly and with a higher likelihood of successful progress. Page 575 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 12 | Page The RFEI that was developed and posted on the City’s bid system for selecting potential partners based on the level of interest can be found in Appendix C of this report. On November 8, 2023, the RFEI was posted on the City’s bid system, and then the link to the RFEI was sent to the list of potential partners via email. Potential responders had until November 15, 2023, to submit questions about the RFEI, and their responses were due on December 1, 2023. Prior to the RFEI closing at 5:00 pm on December 1, 2023, the City received one response to the RFEI. The respondent is Arcadis. Information about Arcadis can be found in the RFEI Responses subsection of Section 9 of this report. Key Findings After reviewing the respondent’s proposal and responses to the RFEI questions, the decision was made to conduct a 30-minute interview with the respondent. The following are some of the key findings from the respondent’s interview. • Public-private-partnership (P3) business plan • Ultimately a city-owned network – including the middle-mile municipal ring and the last-mile connections to every premise • Network will be a long-term asset for the city • Propose to use a design-build-finance-operate-maintain model • Full turnkey implementation, including operating it over time • Operate on an open access basis • Over time multiple service providers would operate on the network – they would be selling services to end user customers (residents and businesses) • Charge a wholesale price to the service providers for access to the network – they would then sell services to the end users • Recoup their capital investment out of the wholesale pricing on the network for a preset period time – up for negotiation • Presuming that the municipal ring will most likely be publicly funded • Not necessarily reliant on state or federal grants • Respondent’s public sector grant identification/application/funding/administration team will be involved • Know the California environment regarding the availability of grants • Explore ongoing payments that could be known as an anchor tenant payment, if the city has its own uses of the network, such as interconnecting its facilities and/or smart city types of services • Contribution over time – common way to finance – finance the entire project upfront then receive city payments over time • Model often does require some contribution from the public sector Recommendation Since it seems that the City has received interest from at least one viable partner, it is recommended that the City complete a formal Request for Proposal (RFP) to identify Partner(s). Page 576 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 13 | Page Recommendations The key outcomes from discussions with Council and staff, as well as the findings shared throughout this Study contributed to the following recommendations. The recommendations are the next steps for the City to consider. While the recommendations are listed in sequential order this does not necessarily mean they need to be implemented in this order. To fully realize the benefits of improved broadband service, some recommendations should be executed concurrently, primarily due to the need for federal and/or state funding as a mechanism to drive project deployment and the complicated nature of the potential Public Private Partnership. Recommendation #1: Complete Formal Request for Proposal (RFP) to Identify Partner(S) The RFEI process conducted as part of this study was useful to determine interested parties but does not provide the City with enough details to fully determine a proposed partner nor the form of the partnership. It is recommended that the City of Palm Desert conduct a formal RFP to identify and select its partner(s) for the potential buildout. Recommendation #2: Pursue Grant Funding When applications are being accepted, the City of Palm Desert should apply for the California Last Mile Federal Funding Account (FFA). This last-mile grant would increase the probability of the City facilitating infrastructure deployment to meet the connectivity needs of un and underserved residents and businesses. In addition, when applications are being accepted, the City should consider future CASF Infrastructure Account applications through the local Broadband Consortium representative to plan for future grant award rounds. Formal grant applications should be submitted as soon as practical to cover final engineering design of the proposed city-owned network, as well as to fund the network construction. It is also recommended that the selection of a private partner be timed to allow for coordination of grant requests to assist with paying for last-mile connectivity. Ideally, a coordinated approach would assure both the private sector and the City of availability of state funds to complete both the city-owned fiber middle-mile ring network and the last-mile connections due to the interdependence of funding sources for completion of the project. Recommendation #3: Finalize Detail Designs The first step to finalizing the design is to perform a field survey that will need to follow established standards and design requirements. The intent of the field survey is to optimize the network and reduce the overall cost. Field engineering must ensure that all possible routing alternatives are documented. The final fiber network design can only be optimized by analyzing all possible connectivity routes, the location of all service points and existing infrastructure. As a contiguous area is surveyed and posted, the actual fiber network is designed. Once Fielding is completed, the design of the planned network Low-Level Design(s) (LLD) necessary to create associated construction and permitting plan sets will need to be completed. Page 577 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 14 | Page If the City decides to bring in a contractor to oversee the construction of the network, then the next step is to create an RFP to select and manage the contractor. The RFP will need to include a comprehensive construction specification manual, a complete design document, and a comprehensive bill of material. Recommendation #4: Construct Network Once a partner is identified and funding is secured, the next step will be to begin the deployment of infrastructure to support broadband improvements. This step can be started as soon as engineering is completed through the selection of a contractor with fiber optic deployment experience. The City should work closely with its selected private sector partners to ensure that the network constructed meets its required last-mile architecture. Page 578 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 15 | Page Section 2: Resident And Business Survey Background Palm Desert needed feedback and input from its citizens and businesses regarding the current state of broadband service. This information is crucial for helping the City identify areas of the greatest need, partner Internet Service Providers (ISPs) to work with for a given area, and funding opportunities to support any future initiatives. The City welcomed citizen and business participation as it looked at how the presence or lack of broadband (internet) services impact the community, and how facilitating broadband access can meet the City's goal of improving broadband services throughout the community. Surveys of residents and business owners were used to help decision makers better understand community needs. In key economic areas, such as along El Paseo, the surveys incorporated questions around incorporating public Wi-Fi, EV charging stations, smart streetlights/poles, and other opportunities to make these business districts a point of destination and retain consumers in these areas for a longer period of time. Resident and business surveys helped to determine the community’s desire for broadband services; current market conditions and deficiencies, predicted take rate and optimum monthly cost users would be willing to pay for the service; stakeholder needs and what role the government should take in providing broadband services. One survey was developed that included two paths, one path focused on residential broadband services, and the other path focused on business broadband services. The survey would go down the appropriate path based on whether the responder selected resident or business. The survey included a detailed list of questions to capture the data needed. The survey requested information about phone, television, and Internet services: which provider is used; at what costs; what they like and dislike today or would wish in the future; and even a bit about what they do with Internet services. The residential survey also asked questions about the composition of their household, do they have children; do they work at home, solely or occasionally and the age of the respondent. Survey questions also included upload/download speed, general location of responding party, and their opinion on what role municipal government should take in providing these services. Additionally, the survey asked if business districts offered free public Wi-Fi, would that encourage you to stay and shop longer? The survey was accessible via a link on the City’s website. The link to the survey was also shared with residents and businesses via other sources including: • Print version of the Palm Desert BrightSide • Digital version of the Palm Desert BrightSide • El Paseo Business Improvement District channels • Palm Desert Area Chamber of Commerce (PDACC) eblasts • PDACC business breakfast • EngagePalmDesert.com • Posts on the City’s Facebook page • Posts on the City’s Twitter • Desert Sands Unified School District student portal (in English and Spanish) • Palm Desert affordable housing residents • HOAs Page 579 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 16 | Page It is important to note that the surveys included a link to a speed test website. Once on the speed test website, testing was conducted to determine actual upload/download speeds in a manner that could be verified and documented. To obtain the best possible speed test results, the person completing the survey was asked to complete it at their residence or business. The survey took only a few minutes to complete. All responses were anonymous and confidential. Participation was limited to one person per household or business. As this was a survey to assess wired internet service, participants were encouraged to use a device that could be connected to a wired internet connection (through Wi-Fi or Ethernet) to take the survey. Both surveys were available from February to April 2023, and then again from July to August 2023. During this five-month time frame, the City received a total of 230 responses, with 209 responses to the Resident Survey and 20 responses to the Business Survey. The is a small sample size; therefore, it is difficult to apply to the overall population of Palm Desert. Three-hundred-and-eighty-three (383) survey responses would have been needed to achieve a base statistical significance level. Due to the low number of responses to the business survey, the rest of this section focuses on the responses to the resident survey. Survey data was collected via GIS-enabled tools to enable a deep understanding of conditions neighborhood by neighborhood. Survey Questions and Responses How do you use internet service at home? Number of Responses Page 580 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 17 | Page Please rate your level of satisfaction with the Reliability of your home internet service: Please rate your level of satisfaction with the Speed/Data Rate of your home internet service: Number of Responses Number of Responses Page 581 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 18 | Page Please rate your level of satisfaction with the Price of your home internet service: How often do you experience outages due to connection problems or slow/inoperable speeds? Number of Responses Number of Responses Page 582 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 19 | Page Do you consider the internet to be an essential public infrastructure like electricity, water, and transportation? How well do you think the current providers in Palm Desert meet the needs of the community? Number of Responses Number of Responses Page 583 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 20 | Page Would you participate in an organized effort led by your subdivision / neighborhood / HOA to improve broadband service? How strongly do you feel that the City needs to help facilitate better broadband? Number of Responses Number of Responses Page 584 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 21 | Page Do you have any other comments, questions, or concerns about your current home internet service? Responses Pleased with internet service. Internet has been fine since fiber optic service has been delivered at home. Competition is needed. Price per month is ridiculously high for the service. Cannot work from home because internet is too slow. Speed is ok but less contention and lower latency would be better. TV and streaming freeze a few times per night. Waiting for fiber optics to come to the neighborhood. Internet is unstable, unreliable, and underperforming. Cell service is awful and has been for years. Key Findings  Most responders are somewhat satisfied to very satisfied with the reliability of broadband services within the City.  Most responders are somewhat satisfied to very satisfied with the speed and data rate of broadband services within the City.  Most responders are somewhat dissatisfied to very dissatisfied with the price of broadband service within the City.  One of the concerns shared by responders is the perceived lack of competition.  Most responders consider the internet to be an essential public infrastructure like electricity, water, and transportation.  Most responders said that they would participate in an organized effort led by their subdivision / neighborhood / HOA to improve broadband service within the City.  Most responders feel strongly that the City needs to help facilitate better broadband. Page 585 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 22 | Page Section 3: Market Assessment Background Broadband coverage has changed from something nice to have, to something that is becoming incredibly important. Education, working from home, Economic Development, keeping youth in the area, telemedicine, etc. all need good connectivity. Competitive analysis of the availability of coverage is challenging due to the fluidity of market pricing, products offered, and differences in the various sectors that need to be understood. This Market Assessment is an analysis of industry data that shows what providers report their coverage to be. To begin this analysis, service offerings of each primary provider in Palm Desert were examined and cataloged. The second step of the analysis was to verify this data. The data gathered via the Resident and Business Survey was used to shed light on the actual practice of providers and, more importantly, on pricing and satisfaction, as well as determining what needs are in demand and are not supplied by the marketplace. In addition, the providers were contacted to give them an opportunity to review and verify the data. The residents and businesses in the City of Palm Desert can obtain internet access services from a variety of ISPs (internet service providers) and WISPs (wireless internet service providers) via DSL (over copper), cable, fiber, fixed wireless, and satellite. This assessment focused on 16 internet service options from a total of 6 providers that offer services to 5% or more of the residents and businesses within the city limits. • 3 wired Internet Service Providers (DSL/Cable/Fiber): Spectrum, Frontier, EarthLink • 1 fixed wireless Internet Service Providers: Pacific Lightwave • 2 satellite Internet Service Providers: HughesNet and ViaSat This section describes consumer internet offerings available to residents and businesses from the established ISPs and WISPs. Its goal is to draw a representative picture of the internet market in Palm Desert and include one or more providers that serve their customers via DSL, cable, fiber, fixed-wireless, and satellite. The following statistics describe internet availability by transport medium (DSL, cable, etc.) in Palm Desert with some of the data drawn from the following dedicated websites. • All Connect ( https://www.allconnect.com/local/ca/palm-desert/zip-92260 ) • Broadband Now ( https://broadbandnow.com/California/Palm-Desert?zip=92260 ) • Broadband Search ( https://www.broadbandsearch.net/service/california/palm-desert ) • Business Internet ( https://businessinternet.com/california/palm-desert ) • High Speed Internet ( https://www.highspeedinternet.com/ca/palm-desert?zip=92260 ) • In My Area ( https://www.inmyarea.com/internet/92260/providers ) Additional data was drawn from the websites of each Internet Service Provider (ISP). A complete listing of the websites is shown at the end of this assessment. Update Regarding Current DSL Technologies Digital subscriber line (DSL) is a family of technologies that are used to transmit digital data over copper telephone lines. In telecommunications marketing, the term DSL is widely understood to mean asymmetric digital subscriber line (ADSL), the most installed DSL technology, for Internet access. Page 586 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 23 | Page In ADSL, bit rates are said to be asymmetric, meaning greater toward the customer premises (downstream) than the reverse (upstream). The bit rate of consumer ADSL services typically ranges from 256 Kbps up to 25 Mbps in the downstream direction to the customer, depending on DSL technology, line conditions, and service-level implementation. The data throughput in the upstream direction (the direction to the service provider) is lower, hence the designation of asymmetric service. As documented in this assessment, some internet service providers are offering DSL services with claims of downstream speeds up to 100 Mbps. Some service providers have deployed upgraded DSL technology known as very high-speed digital subscriber line (VDSL) and/or very high-speed digital subscriber line 2 (VDSL2). These more recent DSL technologies provide data transmission faster than ADSL. For example, VDSL offers speeds of up to 52 Mbps downstream and 16 Mbps upstream. These rates mean that VDSL can support applications such as high-definition television, as well as telephone services and general Internet access, over a single connection. Second-generation VDSL technologies (VDSL2) provide data rates exceeding 100 Mbps simultaneously in both the upstream and downstream directions. Like ADSL, VDSL and VDSL2 are deployed over copper telephone lines. Actual download speeds have not been independently validated, but the City will have an opportunity to better understand actual download speeds for customers on this technology when speed tests are reported as part of the Resident and Business survey. Update Regarding Current Fixed Wireless Technologies Fixed wireless networks provide point-to-point access to single or multiple locations. Some Internet service providers included in this assessment offer fixed wireless services. These ISPs are using microwave- based technology that allows data to be sent and received between two fixed sites or locations. Unlike satellite, these signals have much lower latency and are generally not as affected by inclement weather. Fixed wireless is not mobile technology, like cellular technology. Nor is it Wi-Fi where bandwidth is shared on a “one to many” basis. There are some advantages for fixed wireless as compared to wired services such as installation that is free from trenching and construction, scalable bandwidth, path and network diversity, and straight forward Ethernet hand-offs. Fixed wireless also has some limitations such as the service often requires line-of-sight access between two fixed sites and the cost per unit of bandwidth tends to be higher than other forms of broadband. Fixed wireless relies on microwave signals that are used to connect customers via a dedicated wireless Internet connection to a point of presence (PoP). The fixed wireless ISPs included in this assessment claim that they provide bandwidth speeds that range from 1.5 Mbps to 1 Gbps utilizing current microwave technologies that provide low latency dedicated wireless point-to-point broadband connectivity. Actual fixed wireless bandwidth speeds have not been independently validated. However, the City will have an opportunity to better understand actual bandwidth speeds for customers using this technology when speed tests are reported as part of the community survey. Page 587 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 24 | Page Residential Internet Service Providers in Palm Desert This assessment focused on 8 residential internet options in Palm Desert from 5 residential internet providers. The assessment of these residential services shows that: • 100% of homes can get fixed-line service via cable, DSL, or fiber-optic • 100% of homes can get cable • 100% of homes can get satellite internet services • 98% of homes can get DSL • 12% of homes can get fiber-optic The following tables list the residential Internet service providers (ISPs) in Palm Desert broken out by the type of service provided. Cable Provider Name Coverage Max Download Speed Provider Type Charter (Spectrum) 100% 1,000 Mbps Cable DSL Provider Name Coverage Max Download Speed Provider Type EarthLink 28.5% 100 Mbps DSL Frontier Communications 98% 100 Mbps DSL Fiber Provider Name Coverage Max Download Speed Provider Type Charter (Spectrum) 12% 1,000 Mbps Fiber EarthLink 10% 1,000 Mbps Fiber Frontier Communications 12% 5,000 Mbps Fiber Satellite Provider Name Coverage Max Download Speed Provider Type HughesNet 100% 25 Mbps (100 GB cap) Satellite ViaSat 100% 100 Mbps (500 GB cap) Satellite Page 588 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 25 | Page Business Internet Service Providers in Palm Desert This assessment focused on 7 business internet options in Palm Desert from 4 business internet providers. The assessment of these business services shows that: • 100% of businesses can get fixed-line service via cable, DSL, or fiber-optic • 100% of businesses can get cable • 100% of businesses can get fixed wireless service • 98% of businesses can get DSL • 18% of businesses can get fiber-optic The following tables list the business Internet service providers (ISPs) in Palm Desert broken out by the type of service provided. Cable Provider Name Coverage Max Download Speed Provider Type Charter (Spectrum) 100% 1,000 Mbps Cable DSL Provider Name Coverage Max Download Speed Provider Type EarthLink 41% 100 Mbps DSL Frontier Communications 98% 100 Mbps DSL Fiber Provider Name Coverage Max Download Speed Provider Type Charter (Spectrum) 18% 100 Gbps Fiber EarthLink 18% 1,000 Mbps Fiber Frontier Communications 16% 2,000 Mbps Fiber Fixed Wireless Provider Name Coverage Max Download Speed Provider Type Pacific Lightwave 15% 1,000 Mbps Fixed Wireless Page 589 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 26 | Page Review of Internet Service Providers in Palm Desert Charter (Spectrum) • Spectrum provides cable-based internet services to 100% of the residents and businesses in Palm Desert. • Spectrum provides fiber-based internet services to 18% of the businesses in Palm Desert. • Spectrum offers Palm Desert residents download speeds up to 1,000 Mbps, and upload speeds up to 35 Mbps. • Spectrum offers Palm Desert businesses download speeds up to 100 Gbps, and upload speeds up to 100 Gbps. The table below shows the cost of Spectrum’s plans in Palm Desert as of March 2023. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month Spectrum Cable Residential 300 10 $50 Spectrum Cable Residential 500 20 $70 Spectrum Cable Residential 1,000 35 $90 Spectrum Cable/Fiber Business 10 10 (Varies)* Spectrum Cable/Fiber Business 20 20 (Varies)* Spectrum Cable/Fiber Business 50 50 (Varies)* Spectrum Cable/Fiber Business 100 100 (Varies)* Spectrum Cable/Fiber Business 200 200 (Varies)* Spectrum Cable/Fiber Business 500 500 (Varies)* Spectrum Cable/Fiber Business 1,000 1,000 (Varies)* Spectrum Fiber Business 2,000 2,000 (Varies)* Spectrum Fiber Business 5,000 5,000 (Varies)* Spectrum Fiber Business 10,000 10,000 (Varies)* Spectrum Fiber Business 20,000 20,000 (Varies)* Spectrum Fiber Business 30,000 30,000 (Varies)* Spectrum Fiber Business 40,000 40,000 (Varies)* Spectrum Fiber Business 50,000 50,000 (Varies)* Spectrum Fiber Business 60,000 60,000 (Varies)* Spectrum Fiber Business 70,000 70,000 (Varies)* Spectrum Fiber Business 80,000 80,000 (Varies)* Spectrum Fiber Business 90,000 90,000 (Varies)* Spectrum Fiber Business 100,000 100,000 (Varies)* * Monthly costs for business broadband services depend upon the cost of building out the broadband connection to the business location and the term of the agreement. Page 590 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 27 | Page Charter Communications Inc., with its corporate headquarters located in Stamford, Connecticut, is an American telecommunications and mass media company that offers its services to residents and businesses under the branding of Spectrum. Providing services to over 102.7 million people in 44 states, it is the second-largest cable operator in the United States, just behind Comcast. EarthLink • EarthLink offers the residents in Palm Desert DSL and fiber-based internet services. • EarthLink offers the businesses in Palm Desert fiber-based internet services. • EarthLink provides 2 DSL internet plans and 4 fiber internet residential plans in Palm Desert. • EarthLink provides 4 fiber internet business plans in Palm Desert. • EarthLink DSL service in Palm Desert is available to an estimated 28.5% of residents. • EarthLink fiber service in Palm Desert is available to an estimated 10% of residents. • EarthLink fiber service in Palm Desert is available to an estimated 18% of businesses. • EarthLink offers Palm Desert residents and businesses download speeds up to 1,000 Mbps. • EarthLink does not use data limits in Palm Desert. The table below shows the cost of EarthLink’s plans in Palm Desert as of March 2023. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month EarthLink DSL Residential 50 7.5 $50 EarthLink DSL Residential 100 15 $80 EarthLink Fiber Residential 50 50 $50 EarthLink Fiber Residential 100 100 $80 EarthLink Fiber Residential 200 200 $90 EarthLink Fiber Residential 1000 1000 $100 EarthLink Fiber Business 50 50 $70 EarthLink Fiber Business 100 100 $85 EarthLink Fiber Business 200 200 $105 EarthLink Fiber Business 1,000 1,000 $170 EarthLink primarily provides DSL and fiber to households and businesses across 26 states. With accessibility to 99.2 million people, EarthLink is the second-largest residential DSL provider in the country. Over 33.4 million people have access to EarthLink fiber internet service, making them the third- largest fiber provider in the country. Frontier Communications • Frontier DSL services in Palm Desert are available to an estimated 98% of residents and businesses. • Frontier resident and business subscribers in Palm Desert have access to 1 DSL internet plans. • Frontier fiber services in Palm Desert are available to an estimated 10% of residents and businesses. • Frontier provides 4 fiber plans to Palm Desert area residents and businesses. • Frontier does not use data limits in Palm Desert. Page 591 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 28 | Page The table below shows the cost of Frontier Communications’ residential and business plans in Palm Desert as of March 2023. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month Frontier DSL Both 100 15 $50 Frontier Fiber 500 Fiber Both 500 500 $50 Frontier Fiber 1 Gig Fiber Both 1,000 1,000 $70 Frontier Fiber 2 Gig Fiber Both 2,000 2,000 $100 Frontier Fiber 5 Gig Fiber Both 5,000 5,000 $155 Frontier currently offers DSL to over 30.5 million people in 25 states, making Frontier the fifth-largest provider of DSL in the U.S. In terms of fiber internet, Frontier covers more than 9.5 million people in seven states. Even with this portion of Frontier’s business being relatively new, Frontier still ranks fifth in the nation for fiber access. HughesNet • HughesNet offers the residents in Palm Desert satellite-based Internet service. • HughesNet in Palm Desert is available to 100% of residents. • HughesNet offers Palm Desert residents download speeds up to 25 Mbps, and upload speeds up to 3 Mbps. The table below shows the cost of HughesNet’s plans in Palm Desert as of March 2023. Their plans have data caps in place. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month HughesNet Satellite Residential 25 (15 GB cap) 3 $65 HughesNet Satellite Residential 30 (30 GB cap) 3 $75 Hughes Network Systems, LLC (formerly Hughes Communications) was founded in 1971. It is a wholly owned subsidiary of EchoStar (DirecTV). Hughes Network Systems is headquartered in Germantown, Maryland and provides a high-speed satellite internet service, HughesNet. Pacific LightWave • Pacific LightWave offers the businesses in Palm Desert fixed wireless-based Internet services. • Pacific LightWave in Palm Desert is available to 15% of businesses. Page 592 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 29 | Page • Pacific LightWave offers Palm Desert businesses download speeds up to 50 Mbps, and upload speeds up to 50 Mbps. • Pacific LightWave’s actual download and uploads speeds as well as monthly costs could not be determined online. The table below shows the cost of Pacific LightWave’s plans in Palm Desert as of March 2023. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month Pacific LightWave Fixed Wireless Business 50 50 $60 to $80 Pacific LightWave Inc. is a community-based internet provider. They are a registered CLEC (competitive local exchange carrier) with the California PUC and operate under FCC regulations providing internet services within the Coachella Valley of Southern California. They presently offer business class high- speed internet access, VoIP-based hosted PBX, collocation, and managed services. Pacific LightWave presently operates multiple fiber optic and gigabit microwave rings encircling Palm Desert and Rancho Mirage. ViaSat • ViaSat offers the residents in Palm Desert satellite-based Internet services. • ViaSat service is available to 100% of Palm Desert residents. • ViaSat offers Palm Desert residents download speeds up to 100 Mbps, and upload speeds up to 3 Mbps. The table below shows the cost of ViaSat’s plans in Palm Desert as of March 2023. Their plans have data caps. Provider Type of Service Business / Residential Download Speeds (Mbps) Upload Speeds (Mbps) Cost/Month ViaSat Satellite Residential 25 (60 GB cap) 3 $50 ViaSat Satellite Residential 50 (100 GB cap) 3 $70 ViaSat Satellite Residential 75 (150 GB cap) 3 $100 ViaSat Satellite Residential 100 (300 GB cap) 3 $150 ViaSat Satellite Residential 100 (500 GB cap) 3 $200 ViaSat uses satellites to beam internet service to 308.5 million people in all 50 states, as well as the U.S. territory of Puerto Rico. With all this coverage, ViaSat ranks as the second-largest satellite internet provider in the U.S. in terms of availability. Page 593 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 30 | Page Key Findings The residents and businesses in the City of Palm Desert can obtain internet access services from a variety of ISPs (internet service providers) and WISPs (wireless internet service providers) via DSL (over copper), cable, fiber, fixed wireless, and satellite. This assessment focused on 16 internet service options from a total of 6 providers that offer services to 5% or more of the residents and businesses within the city limits. • 3 wired Internet Service Providers (DSL/Cable/Fiber): Spectrum, Frontier, EarthLink • 1 fixed wireless Internet Service Providers: Pacific Lightwave • 2 satellite Internet Service Providers: HughesNet and ViaSat Residential Internet Service Providers in Palm Desert This assessment focused on 8 residential internet options in Palm Desert from 5 residential internet providers. The assessment of these residential services shows that: • 100% of homes can get fixed-line service via cable, DSL, or fiber-optic • 100% of homes can get cable • 100% of homes can get satellite internet services • 99% of homes can get DSL • 12% of homes can get fiber-optic Business Internet Service Providers in Palm Desert This assessment focused on 7 business internet options in Palm Desert from 4 business internet providers. The assessment of these business services shows that: • 100% of businesses can get fixed-line service via cable, DSL, or fiber-optic • 100% of businesses can get cable • 100% of businesses can get fixed wireless service • 98% of businesses can get DSL • 18% of businesses can get fiber-optic Key Findings Here are some key findings regarding internet service providers in Palm Desert. • Five of the 6 internet providers in Palm Desert offer residential service. • There are 8 residential internet options in Palm Desert from 5 residential internet providers. • Four of the 6 internet providers in Palm Desert offer business service. • There are 7 business internet options in Palm Desert from 4 business internet providers. • The average residential download speed in Palm Desert is 194 Mbps. This is 130% faster than the average internet download speed in California, which is 150 Mbps. • The average residential upload speed in Palm Desert is 25 Mbps. This is 52% slower than the average internet upload speed in California, which is 48 Mbps • Palm Desert businesses have an average of 2.88 wired providers available at their location, which is more competitive than 66% of cities in the state of California. Page 594 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 31 | Page • Approximately 98% of households will have internet options from more than one provider. • Those living in Palm Desert have access to cable, which covers 100% of households. DSL internet is also an option for many, offering service to 98% of the area. Fiber-optic is less available but still an internet option for roughly 12% of those living in Palm Desert. The following table is a listing of all the providers available in the City of Palm Desert sorted alphabetically by the name of the service provider. It shows the percent of the City covered by the service provider, the type of service provided, whether it is a business or residential service, maximum download speeds, and, if available, the maximum estimated monthly cost for each service provider. Provider Name Coverage Provider Type Business / Residential Maximum Download Speed Maximum Estimated Cost/Month Charter (Spectrum) 100% Cable Residential 1,000 Mbps $110 Charter (Spectrum) 12% Fiber Residential 1,000 Mbps UA Charter (Spectrum) 100% Cable Business 1,000 Mbps (Varies) Charter (Spectrum) 18% Fiber Business 100 Gbps (Varies) EarthLink 10% Fiber Residential 1,000 Mbps $100 EarthLink 28.5% DSL Residential 100 Mbps $80 EarthLink 18% Fiber Business 1,000 Mbps $170 EarthLink 41% DSL Business 100 Mbps UA Frontier Communications 12% Fiber Residential 5,000 Mbps $155 Frontier Communications 98% DSL Residential 100 Mbps $50 Frontier Communications 16% Fiber Business 2,000 Mbps $160 Frontier Communications 98% DSL Business 100 Mbps UA HughesNet 100% Satellite Residential 30 Mbps (30 GB cap) $75 Pacific Lightwave 15% Fixed Wireless Business 50 Mbps $60 to $80 ViaSat 100% Satellite Residential 100 Mbps (500 GB cap) $200 Page 595 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 32 | Page References • All Connect ( https://www.allconnect.com/local/ca/palm-desert/zip-92260 ) • Broadband Now ( https://broadbandnow.com/California/Palm-Desert?zip=92260 ) • Broadband Search ( https://www.broadbandsearch.net/service/california/palm-desert ) • Business Internet ( https://businessinternet.com/california/palm-desert ) • High Speed Internet ( https://www.highspeedinternet.com/ca/palm-desert?zip=92260 ) • In My Area ( https://www.inmyarea.com/internet/92260/providers ) • Earthlink ( https://www.inmyarea.com/provider/earthlink ) • Charter – Spectrum – Residential ( https://www.inmyarea.com/provider/spectrum ) • Charter – Spectrum – Business ( https://www.spectrum.com/business/internet ) • Charter – Spectrum – Business Enterprise Services ( https://enterprise.spectrum.com/services/internet-networking/internet/fiber-internet-access.html ) • Frontier ( https://www.inmyarea.com/provider/frontier ) • Pacific Lightwave ( https://www.paclw.com/?s1=1650474046.1458144123 ) • ViaSat ( https://www.inmyarea.com/provider/viasat ) • HughesNet ( https://www.inmyarea.com/provider/hughesnet ) • Charter – Spectrum – Residential ( https://www.allconnect.com/providers/spectrum ) • EarthLink ( https://www.earthlink.net/ ) Page 596 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 33 | Page Section 4: Stakeholder Engagement Background From November 2022 to January 2023, stakeholder engagement meetings took place with City staff, anchor institutions, regional entities, and community partners. The various goals of these meetings included identifying existing broadband needs, evaluating current broadband services, exploring future broadband expectations, and collaborating with regional entities. The initial step in the process was to identify key stakeholders. Once completed, virtual one-on-one and stakeholder group meetings took place with policy makers, anchor institutions, and key influencers to drive visibility into community goals, and to identify how best to position and future-proof Palm Desert to maximize economic development, including retaining current businesses and attracting new businesses. These meetings also explored the impacts of the community’s current and potential future broadband services on economic development. Engagement meetings were held with the following stakeholders or stakeholder groups: City Staff • Assistant City Manager • Chief Building Official • Director of Finance • Economic Development Director • Information Systems Manager • Public Affairs Manager • Public Works Director, and both Deputy Public Works Directors • Senior Project Manager Anchor Institutions • California State University, San Bernardino - Palm Desert Campus • College of the Desert • Desert Sands Unified School District • Palm Springs Unified School District • Riverside County Fire Department Palm Desert Station • Riverside County Library System Palm Desert Branch • Riverside County Sheriff’s Palm Desert Station • University of California, Riverside Palm Desert Campus Regional Entities • Caltrans - District 8 • Coachella Valley Association of Governments (CVAG) • Coachella Valley Economic Partnership (CVEP) • Desert Recreation District • Joslyn Center • Sunline Transit Agency Page 597 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 34 | Page Community Partners • El Paseo Business Improvement District • Palm Desert Chamber of Commerce Key Findings Below is a summary of key findings that were shared during the stakeholder engagement process.  Some of the major concerns with broadband services in Palm Desert seem to be availability, speed, cost, security, reliability, expandability, resiliency, and redundancy.  Economic Development (retaining current businesses and attracting new businesses) seems to be a driving force behind improved broadband services for home based, online, and traditional brick and mortar businesses.  More and more people are working from home, so reliable broadband services are important.  Cellular coverage, including LTE (4G) and 5G, in the City seems to be fairly decent in most parts of the City, but seems to become spotty along Highway-111 and on the south end of the City.  Some cellular providers have good coverage, while others have poor coverage.  Free public Wi-Fi is currently unavailable in downtown business areas or outdoor recreation spaces.  Gated communities seem to have better broadband services.  New development areas require high-speed broadband services.  There does not seem to be enough competing broadband service providers in the City to meet the needs of residents and the business community.  Unserved and underserved communities, as well as low- and fixed-income communities seem to need improved broadband services and those services potentially need to be inexpensive or free.  City staff seems to be supportive of potentially providing broadband services that could have seamless operability across the City but would like to know what municipal broadband models might look like.  City staff seems interested in exploring the establishment of a consortium to coordinate valley-wide broadband initiatives.  City staff indicated that policies might need to be modified to make them more fiber friendly.  County provided public safety agencies within the city seem to be well served with fully redundant broadband services provided by Riverside County.  County provided library is well served and utilizes the Corporation for Education Network Initiatives in California (CENIC) statewide broadband network.  School districts seem to be well served and are also offering free district provided cellular based broadband services to district students and families, with a focus on unserved and underserved areas.  Higher education institutions seem to be well served, are part of the CENIC network, offer workforce training in the community, and are interested in improving broadband services for their students when off-campus.  Local transit agency is well served, provides free public Wi-Fi in their fleet of hydrogen fuel cell powered vehicles, and utilizes cellular based services to track their fleet. Page 598 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 35 | Page  Coachella Valley Association of Governments (CVAG) is focused on improving broadband services for the unserved and underserved areas of the valley.  CVAG is designing and building a fiber-based intelligent transportation system (ITS) network to interconnect the 550+ traffic signals throughout the valley; and at the same time, CVAG is planning to install additional conduit and fiber for broadband services in the same trench as the ITS network.  CVAG is open to partnering with the City to use some of the CVAG broadband fiber.  Caltrans in the future may design and build a fiber-based network along I-10, which could permit the City to potentially place conduit and fiber in the same trench as the Caltrans conduit and fiber. The table below includes a summary of key findings broken out by the stakeholder groups that were part of the engagement process. Stakeholder Group Key Findings City of Palm Desert  Currently served by multiple broadband providers with no redundancy.  Experiences intermittent outages.  Migrating from on-premises hosted applications to cloud-based applications.  Enabling accessibility to City services anytime, anywhere, and on any device.  Traffic signal system is on city-owned fiber, but the current system does not include any redundant connectivity. Riverside County Sheriff Palm Desert Station  Connected to the County’s secure fiber-based network, which has full hardware and routing redundancy.  Uses the County’s network for wireless communications and telephone communications.  Moving everything to cloud-based applications.  Utilize potential City network for added redundancy. Riverside County Fire Department Palm Desert Station  Current broadband services meet the department’s needs today.  Current cellular services within the city are sufficient.  Need additional fiber broadband services to accommodate future growth, and to enhance cellular coverage for mobile units.  Experiences minimal broadband service outages.  Potentially use city installed broadband infrastructure to provide additional redundancy and resiliency to public safety networks.  Committed to working with contracting agencies wherever possible to enhance services available to public safety agencies. Page 599 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 36 | Page Stakeholder Group Key Findings Riverside County Library System Palm Desert Branch  Currently using the Corporation for Education Network Initiatives in California (CENIC) network for broadband internet access.  Rarely experiences broadband outages.  Receives an E-rate discount on its internet services.  Current level of broadband services should be sufficient for the next 5-years. Desert Sands Unified School District  Uses fiber-based provider broadband services and utilizes E-rate discounts for district facility- and school-based Internet services.  Partnered with a wireless internet services provider (WISP) to design and implement a dedicated private LTE cellular network for students to access assignments, homework, etc. on school campuses, as well as from home.  Dedicated private LTE cellular network was designed to provide the best possible coverage for district students and their families, particularly in unserved and underserved areas.  Provides Wi-Fi hotspot devices to those families that live outside of the areas covered by their LTE network.  Member of the One Future Coachella Valley Connectivity Task Force.  Always looking for meaningful partnerships that could lead to positive impacts for their students. Palm Springs Unified School District  Uses fiber-based provider broadband services and utilizes E-rate discounts for district facility- and school-based Internet services.  Connected to the California Department of Education K-12 High- Speed Network (K12HSN).  Partnered with a WISP to design and implement a dedicated private LTE cellular network for students to access assignments, homework, etc. on school campuses, as well as from home.  Dedicated private LTE cellular network was designed to provide the best possible coverage for district students and their families, particularly in unserved and underserved areas.  District IT Department staff maintains the dedicated private LTE cellular network.  Member of the One Future Coachella Valley Connectivity Task Force. Page 600 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 37 | Page Stakeholder Group Key Findings College of the Desert  Palm Desert campus, which is the district’s primary campus, uses the CENIC network for broadband internet access.  Using fiber-based provider broadband services, microwave wireless broadband services, and wireless point-to-point broadband services to connect to other district campuses.  Bringing new campuses online that will require additional broadband services.  Interested in getting 100Gbps broadband services to all campuses in the district.  Member of the One Future Coachella Valley Connectivity Task Force.  Interested in improving broadband services for the district through partnering with the City, and other organizations in the area, such as CVAG, SCE, CSUSB, and CENIC. California State University San Bernardino Palm Desert Campus  Uses the CENIC network for broadband internet access with redundant paths back to the CSU main campus.  Rarely experience broadband outages; however, some outages are weather driven.  Wi-Fi is available on campus, and it is available in a 300-foot buffer zone around the campus, which helps bridge the digital divide.  Cellular services are not always good in the community, so the implementation of city-wide Wi-Fi could address this concern.  Managed and secure broadband services are ongoing concerns.  Interested in partnering with the City to improve broadband services for their students when off-campus. University of California Riverside Palm Desert Campus  Uses the CENIC network for broadband internet access, which is very reliable.  Wi-Fi is available on campus.  Cellular services are not always good in the community, so people jump on the campus Wi-Fi as soon as they arrive on campus.  Palm Desert campus houses various programs, including community engagement, life-long/career learning, growers and farmers education, 4H, crop management, master gardener, etc.  Interested in improving broadband services by partnering with the City.  Non-competitive, cooperative environment exists between all of the higher education institutions in the City. Page 601 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 38 | Page Stakeholder Group Key Findings Desert Recreation District  Three facilities within the City are well served.  Free public Wi-Fi available within their facilities.  Public Wi-Fi is critical for bridging the digital divide especially for school students that visit their facilities.  Recently launched a mobile app to enable anytime, anywhere, access to District information.  Interested in improving Wi-Fi in outdoor recreational areas.  Interested in engaging with the City to improve broadband services. Joslyn Center  Senior community needs more broadband service providers in the marketplace.  Broadband service costs and technology are perceived barriers to the senior community.  Fiber-based broadband services are not available to everyone in the senior community.  Senior community is increasing its use of public Wi-Fi, but public Wi-Fi availability is limited.  Cell phone coverage varies depending upon the provider, which can present challenges to the senior community. Sunline Transit Agency  Facilities are well served.  Public Wi-Fi available in their facilities and their fleet of hydrogen fuel cell powered vehicles.  Uses cellular based devices to track the location of their fleet.  Uses fiber-based network to interconnect their facilities including transportation hubs.  Security of network is an ongoing concern.  Willing to provide backup power generation to the valley due to their owned and operated hydrogen powered generator. Page 602 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 39 | Page Stakeholder Group Key Findings Coachella Valley Association of Governments  Focused on improving broadband services in unserved and underserved areas of the valley.  Designing and building CVSync, which is a fiber-based intelligent transportation system (ITS) network to interconnect the 550+ traffic signals throughout the valley.  Phase 1 of CVSync, which is underway, will build out a fiber backbone ring network.  Phase 2 of CVSync will interconnect all the traffic signals to the backbone ring network and will also install additional conduit and fiber for broadband services in the same trench as the ITS network.  Open to partnering with the City to use some CVSync broadband fiber and/or installing City conduit/fiber in same trench.  Applied to State for funds to design and build a last mile network to attach the CVSync broadband network to end users, which could be utilized by the City as an end user. Caltrans  Currently, does not have any fiber infrastructure in the valley; however, planning is underway to build it out in the future.  State/Federal funds available to design and build conduit/fiber infrastructure along I-10 in the valley.  Possibility for other entities to lease space along I-10 for the installation of conduit/fiber.  Explored partnering with CVAG along Highway-111 to build a middle-mile loop, but too expensive, so project was not funded.  Broadband services over Caltrans networks would be managed by the California Department of Technology (CDT).  Local district has established a fiber/broadband team. Palm Desert Chamber of Commerce  Economic Development seems to be a driving force behind improved broadband services in the City, particularly in the downtown area.  Large number of traditional brick and mortar businesses in City.  Businesses utilize both telephone and broadband based point of sales system. El Paseo Business Improvement District  Economic Development seems to be a driving force behind improved broadband services in the district.  Adequate cellular services within the district.  Cellular and broadband services get a little worse each year as the population grows.  Interested in public Wi-Fi within the district.  Interested in geofencing, so information about the businesses in the district could be focused on the district shoppers. Page 603 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 40 | Page Stakeholder Group Key Findings Coachella Valley Economic Partnership  Innovation-Hub (I-Hub) in the City uses the CENIC network for broadband services, with wired services available for business use and Wi-Fi services available for student use.  When businesses are looking to relocate, they often look at the availability of broadband in the area they would like to relocate to - currently the valley is challenged to compete in this regard.  Improvements in broadband services in the valley have attracted telecommuters to the area, which increases property values and creates the need for even more broadband service improvements.  Improvements in broadband services in the valley have attracted new businesses to the area, which improves the skills base in the valley.  Role is to look for opportunities to leverage the broadband services in the valley to diversify the economy by attracting good paying jobs that require the use of digital technology.  Improvements to broadband services need to continue in the valley for the valley to stay relevant in the digital world. Page 604 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 41 | Page Section 5: Asset Inventory Background Network architecture is the basis for network design and engineering. The community’s existing fiber- optic network assets and its architecture were inventoried and evaluated in order to understand its capability and how best to leverage this asset in the extension to the rest of the City. This evaluation focused on existing conduit, fiber-optic, vaults, and boxes and related outside plant infrastructure. It also focused on the existing network’s capacity and usability, as well as the existing electronics and communication equipment and their appropriateness to serve the extended network. Based upon the identified existing fiber, GIS tools were used to show existing infrastructure, and provide real-time, GIS-based information. These tools helped the city better understand what it is seeing; giving the City the ability to explore various models; and retain the information for future phases of the Study. Additionally, the review included existing fiber network patterns for the entire City, as well as an exploration of future needs. The analysis determined the location of all fiber networks and their potential availability to be utilized for improving broadband coverage as well as future broadband expansion in Palm Desert. Existing Fiber Network Depicted in the diagram below is the fiber and conduit that was installed within the City as part of the first phase of CVAG’s traffic signal synchronization project known as CV Sync. The orange lines show that network infrastructure. Please note this infrastructure is in place today within the City. Page 605 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 42 | Page Traffic Signal Communication Circuits Depicted below is the fiber and conduit that was installed in 2021 within the City by the City’s Public Works team to interconnect the City’s traffic signals. This was part of the City’s effort to implement an intelligent transportation system (ITS). It is important to point out that the City decided that this fiber network could only be used for the ITS and no other purpose. The diagram below shows the City’s traffic signal fiber network. The legend on the diagram describes what each of the lines indicates. It also describes the capacity of each of the fiber runs. Page 606 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 43 | Page CVAG CV-Sync Network Depicted in the diagram below is the fiber and conduit that is proposed to be installed within the City as part of the second phase of the CV Sync project. The blues lines show the already installed fiber and conduit that was part of phase one of the CV-Sync project and the pink lines show that proposed network infrastructure. The potential opportunity to utilize this infrastructure was explored during the development of the conceptual high-level design (HLD) of this Study. Page 607 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 44 | Page Section 6: Establish Community Broadband Vision Background A Visioning Session was held to help City decisions makers understand the potential future planned fiber deployment throughout the city. The session investigated and provided various scenarios including all feasible public or private options or a combination of public and private options for fiber construction and implementation. The session explored various options around public and private ownership, as well as the possibility of leasing conduit and fiber. During the session the best practices in other communities that have had experience with leading a broadband effort in their communities were shared. Based on the information obtained from the data collection tasks previously completed, a session was held with City Council that explored the vision of the City related to fiber. During the session with City Council, existing services available and the pros and cons of a City partnership with providers were identified. Prior to the City Council Visioning Session, a multi-part Vision Exercise Survey and supporting materials were developed. A link to the survey and materials was sent to all Council Members via email. The first part of the Vision Exercise Survey, the Vision Survey, included questions about the level of importance Council would rate statements regarding cellular and broadband services in the City. The last part of the Vision Exercise Survey included a weblink to a white paper that presented an overview of the different municipal broadband models. There are several models for fully private and fully public broadband networks, plus a growing range of municipally enabled broadband strategies that rely on a combination of public and private investment. Despite the many ways that municipalities have gone about implementing their broadband programs, there are five main ways to do it, each requiring a different level of investment and engagement from the municipality. Although these models primarily focus on broadband, they can also be applied to the provisioning of cellular services. The City Council Visioning Session that took place on Thursday, June 22, 2023. During the session, based upon the data that has been collected and the feedback from the public, City Council provided the input needed to draft a broadband Vision for the City. It is important to note that a Vision needed to be established prior to the network being designed, which is the next phase of this Study. Vision Survey Prior to the City Council Visioning Session, a multi-part Vision Exercise Survey and supporting materials were developed, which sent to all Council Members. The first part of the Vision Exercise Survey, the Vision Survey, included questions about the level of importance Council would rate statements regarding cellular and broadband services in the City. Page 608 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 45 | Page The following are the responses received from the Council members to the Vision Survey questions. Question Response How important is that high-speed internet is accessible? Very Important to Absolutely Essential How important is that high-speed internet is affordable? Important to Absolutely Essential Cellular services are adequate in the downtown areas? 20% = Agree to Strongly Agree 60% = Neutral 20% = Disagree to Strongly Disagree Cellular services are adequate in the residential areas? 20% = Agree to Strongly Agree 60% = Neutral 20% = Disagree to Strongly Disagree Cellular services are adequate in recreation areas? 20% = Agree to Strongly Agree 80% = Neutral 0% = Disagree to Strongly Disagree Broadband services are adequate in downtown areas? 20% = Agree to Strongly Agree 20% = Neutral 60% = Disagree to Strongly Disagree Broadband services are adequate in residential areas? 20% = Agree to Strongly Agree 20% = Neutral 60% = Disagree to Strongly Disagree Broadband services are adequate in recreation areas? 20% = Agree to Strongly Agree 60% = Neutral 20% = Disagree to Strongly Disagree City should encourage/enable broadband deployment? 60% = Agree to Strongly Agree 40% = Neutral 0% = Disagree to Strongly Disagree Page 609 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 46 | Page Do you have any comments regarding any of the previous questions? Responses It is important to make broadband available to all Cost is a factor We need input from businesses about the sufficiency of cellular and broadband service in downtown/business area Current system works fine Have not fielded any complaints from residents about the speed of their internet What do you see as the biggest benefits for Palm Desert as the City considers potentially enhancing broadband services throughout the community? Responses Attraction and retention of diverse business enterprises, including tech-based businesses Equal access for residents Coachella Valley in general has become an attractive "tele-commuting" site, lack of high-speed internet limits this Improving the quality of life for our residents What are your biggest concerns for Pam Desert regarding the future of broadband services? And why? Responses Every major private provider has shown an inability to deliver good service Competition is essential to keep private sector on their toes Cost We need to be good stewards of the financial dollars of our citizens and taxpayers Page 610 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 47 | Page Municipal Broadband Service Models The last part of the Vision Exercise Survey included a weblink to a white paper that presented an overview of the different municipal broadband models, which are shown in the chart below. The white paper was created by US Ignite in July of 2020 for communities considering ways to expand broadband service. The guide, titled Broadband Models for Unserved and Underserved Communities, includes five models for fully private and fully public broadband networks. It is intended to help communities understand how much capital is needed for different models of deployment, what returns to expect, and finally how to avoid the most common pitfalls. Additional information from the white paper is presented in Appendix A of this Study report. Key Vision Exercise Findings • Council indicated that it is concerned about broadband services. • Council indicated that it thinks that the City should encourage and/or enable broadband deployment. • Council indicated that it is concerned about internet availability and costs. • Council indicated that economic development, equal access, and improved quality of life are benefits to improved broadband services. • Council indicated that the level of services available, costs, and being good stewards of taxpayer's dollars are the biggest concerns with the City’s involvement in improving broadband services. Page 611 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 48 | Page Visioning Session The Visioning Session with the Palm Desert City Council took place on June 22, 2023. It occurred during a study session with the Council. The following was the agenda for the session. • Broadband 101 • Project Background • Project Progress Update • Review Visioning Exercise • Review Broadband Service Models • Discussion & Next Steps As indicated in the agenda above, the session started with a basic overview of Broadband. That was followed by a presentation and discussion of the materials included in the previous sections of this Study report. This discussion included the results of the Resident and Business Survey, Market Assessment, Stakeholder Engagement, and Asset Inventory. The Vision Exercise Survey results presented previously in this section were discussed, as well as the Business Service Models diagram shown above. During the session, Council members explored various ownership and operating models to better understand the risks and potential rewards of the often challenging and sometimes conflicting values inherent in community broadband. This exercise helped the Council develop recommendations for the next steps of the Study related to improved community fiber and broadband services. A broadband roadmap that stresses the importance of the creation of recommendations for this project was used during the session. Recommendations must be grounded by a thorough understanding of the intended goals of the project, an appreciation of the risks/rewards of various ownership and operational models and buy in from governing bodies that the path forward represents the best use of scarce community resources (time, energy, financial capital). The discussion concluded with the following key outcomes, which will drive the next phase of the Study. Key Outcomes The primary outcome from the Visioning Session was that the Council shared their thoughts about next steps for the Study. The Council indicated that it was probably in the best interest of the City to explore ways to improve upon the Full Private Broadband model that is currently in place in the City because it did not seem to be meeting the needs of the community. As shown in the chart above, the Full Private Broadband model is described in broadband service Model #5. At the end of the Visioning Session, the Council decided that they wanted the next steps of the study to focus on a recommended municipal broadband model based on the data that was gathered during the Vision phase of the Study. In addition, they wanted the next steps to include a concept design and cost estimate of the recommended model, and an exploration of potential funding sources to cover the costs of any potential construction of a community network based on the recommended model. Page 612 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 49 | Page Recommendations Based on the data collected during the Vision phase of this Study, Model 3 – Hybrid Ownership was recommended as the model that should be explored during the Planning phase of this Study. This model is described in the chart above that shows the five different municipal broadband models. The general characteristics of Model 3 include a municipal owned, designed, and constructed middle- mile fiber ring network. Typically, the municipality explores a partnership with one or more private sector providers to construct, manage, operate, and maintain the municipal owned network, as well as to provide services over the network, and potentially own, design, construct, and manage the last mile connections to residents and businesses. When a municipality looks at potentially constructing a fiber network, it usually tries to find funding opportunities to help cover constructions costs, such as grants, and some of those opportunities require the City to have one or more private sector partners to qualify for funding. The implementation of the recommended model described above should provide solutions to some of the concerns shared by residents, businesses, stakeholders, Council, etc. including:  Increased Availability – The scenario described above should improve the availability of broadband service throughout the community including the unserved and underserved areas.  Encouraging competition – The City-owned network could break down potential barriers to competition by allowing providers not currently in the market to utilize the City’s fiber network as a foundation for their networks through the leasing of dark fibers.  Reducing service fees – Fees tend to decrease with increased competition.  Improving speeds – Generally, the technology used to connect users to a fiber-based network permits increased speed over traditional coax, copper, or wireless connectivity.  Improving cellular service – Carriers could lease dark fibers from the City to interconnect their cell phone facilities, which means the carriers could install facilities in areas of the community where they currently do not have coverage or poor coverage.  Supporting Economic Development – When businesses are looking to relocate, they often look at the availability of broadband in the area they would like to relocate to, so the City-owned network should help to attract new businesses and retain current businesses, including home based, online, and traditional brick and mortar businesses. It is important to point out that if the City is unable to establish a partnership with one or more private sector partners to own, design, construct, and manage the last mile connections to residents and businesses, then the City and its anchor institutions that are connected to the city-owned middle-mile network would be the only beneficiaries of the improvements in broadband services created by the construction of the middle-mile fiber ring network. Also, without a private sector partner, the City would most likely not be able to qualify for many of the current federal and state last mile broadband grant opportunities. Page 613 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 50 | Page Planning Phase – Next Steps The Planning Phase of this Study included the following steps focused on the recommended model:  Creating a preliminary design and cost estimates.  Evaluating funding alternatives.  Development of a smart city technology plan.  Exploring potential partnerships with the private sector.  Identifying recommendations for next steps. Page 614 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 51 | Page Section 7: Preliminary Design & Cost Estimate Background Based upon the outcomes and recommendations from the Vision Session with Council, the next step in the Study was to complete a fiber ring network high-level design (HLD) that can be used for costing (and possible future detail design). Some of the steps in developing the HLD included:  Checking for any higher cost issues (special crossings, rural areas, etc.).  Potential use of existing City’s fiber and conduit assets (or other assets). The HLD leveraged GIS-based tools that identify physical locations of all customer locations and other termination points. Upon completion of the preliminary design, a cost estimate was prepared for developing the next generation fiber ring network. Conceptual Design Drawing on field and desk surveys, and GIS maps, a system level design and cost estimate was prepared for developing a next generation network. In developing this approach, the focus was on creating a robust, reliable, and cost-effective approach to meeting the City’s networking needs. To that end, for example, the design includes excess dark fiber to enable the implementation of smart technology solutions across the community. Information about potential smart technology solutions can be found in the Smart Application Technology Plan located in Appendix B of this report. Based on an analysis of existing infrastructure, conceptual design, of high-level maps and routing, candidate specifications and a system-level overview of the potential infrastructure was provided. This analysis in turn became a roadmap for business modeling and for future decisions (potentially including detailed engineering, construction, and operations). The conceptual design is for the development and deployment of a city-owned fiber ring network to support a fiber to the home network. It envisions the city constructing a municipal fiber to the curb network (ring design) that will create ubiquitous fiber to the home connectivity throughout the City of Palm Desert. The diagram below shows the conceptual design of the fiber ring network for the City of Palm Desert. The network is composed of two network rings: a northern ring and a southern ring. The red dashed lines in the diagram show the paths of each of the rings. Page 615 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 52 | Page Cost Estimates A cost estimate and supporting documentation for network deployment and interconnection, inclusive of anticipated construction labor, materials, engineering, permitting, quality control, and testing was prepared. These estimates were provided in the form of a cost range, with the lower-end estimates representing the most likely costs and the higher-end representing budgetary estimates with suitable contingencies included. All supporting data, spreadsheets, and assumptions were shared with City officials. A written narrative explained key construction characteristics that will impact the cost estimates. The analysis provided guidance regarding ongoing costs, medium and long-term needs to refresh and replace equipment and potential revenue sources to support network operations. Various data points were taken into consideration during the cost estimating process. These included: the estimated underground footage of proposed fiber conduits, total number of handholds, total number of splice points, total number of fibers, material costs breakout, and labor costs. The following table shows the estimated length of the proposed conduits for each of the network segments that are part of the two network rings that make up the backbone of the network. Page 616 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 53 | Page Segment Description New Underground Conduit Feet Hand Holes Splice Points North Ring Palm Desert Station - Palm Desert North Fire Station 13,502 11 5 Palm Desert North Fire Station - Palm Desert Fire Station 18,533 12 4 Palm Desert Fire Station - Westfield Shopping 3,360 2 1 Westfield Shopping - Palm Desert Library 5,019 4 2 Palm Desert Library - Palm Desert City Hall 1,547 2 1 Palm Desert City Hall - Veteran Services 15,646 9 4 Veteran Services - Palm Desert Station 17,502 11 3 South Ring Westfield Shopping - Bighorn 17,610 10 3 Bighorn - Mesa View Fire Station 3,905 3 1 Mesa View Fire Station - Living Desert 4,407 3 1 Living Desert - Palm Desert City Hall 10,691 5 1 Palm Desert Overview 111,722 72 26 The following table shows the estimated backbone construction costs for each of the of the network segments that are part of the two network rings based on installing a 288-fiber count sheath within each conduit and using the estimated length of the proposed underground conduits shown in the previous table. Segment Description Estimated 288ct Material Costs Estimated Backbone Installation Cost (no splicing) Estimated Design Engineering and PMO Labor Cost Estimated 288ct Total Backbone Segment w/Splicing Cost North Ring Palm Desert Station - Palm Desert North Fire Station $84,287 $1,184,801 $36,050 $1,491,091 Palm Desert North Fire Station - Palm Desert Fire Station $115,693 $1,626,271 $49,483 $2,014,943 Palm Desert Fire Station - Westfield Shopping $20,975 $294,840 $8,971 $368,353 Westfield Shopping - Palm Desert Library $31,331 $440,417 $13,401 $555,840 Palm Desert Library - Palm Desert City Hall $9,657 $135,749 $4,130 $175,579 Palm Desert City Hall - Veteran Services $97,671 $1,372,937 $41,775 $1,707,972 Veteran Services - Palm Desert Station $109,257 $1,535,801 $46,730 $1,894,231 South Ring Westfield Shopping - Bighorn $109,931 $1,545,278 $47,019 $1,905,714 Bighorn - Mesa View Fire Station $24,377 $342,664 $10,426 $426,302 Mesa View Fire Station - Living Desert $27,511 $386,714 $11,767 $479,679 Living Desert - Palm Desert City Hall $66,739 $938,135 $28,545 $1,147,849 Palm Desert Overview $697,429 $9,803,606 $298,298 $12,167,553 Price per foot $6.24 $87.75 $2.67 $108.91 Page 617 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 54 | Page Section 8: Funding Alternatives Background The ability to leverage federal, state, and regional grants and programs can substantially facilitate the cost of a network buildout. In recognizing the need for broadband support, federal and state governments provide funding in areas recognized as unserved or underserved based on public data on broadband availability and speeds in different regions across the country. Historically, this data has been criticized as poorly prepared, marginally reliable, and overly generalized. As a result, a community like those in City of Palm Desert may be considered as adequately covered and served by broadband providers, whereas residents may actively experience a lack of sufficient or affordable service. Within the context of these considerations, this section provides an overview of sources of funding that could help offset infrastructure and operational costs. It is important to note that the FCC defines unserved areas as locations with less than 25 Mbps download and 3 Mbps upload speeds, and underserved areas as locations with less than 100 Mbps download and 20 Mbps upload speeds. Fortunately, the City is on the cusp of a generational investment in broadband infrastructure. The federal government and state legislatures across the country have recognized the need for broadband funding support. Numerous federal and state programs are currently either being rolled out or are in various stages of legislative consideration. The availability of these sources to offset infrastructure and/or operational costs for a broadband project in City of Palm Desert depends on several factors: • The scope of the project matches intended grant recipient profile • The timeline for funding application and disbursement matches the anticipated schedule for the project • Ensuring the completion of all conditions and goals of the grant • Attaining the matching investment capital required by some grants In addition, alternative funding sources could help offset infrastructure and operational costs. It is also important to maintain awareness of other funding sources. It is not uncommon for an agency (regional, State or Federal) to have targeted programs that can provide funding for broadband projects. These can range from utility related topics to community betterment to citizen specific needs to business attraction or retention, block grants, etc. City of Palm Desert may be potentially eligible to benefit from broadband project financing available from several sources, including federal and state broadband grant funding for eligible unserved and underserved areas, direct financing though bonds, debt financing though bank loans, and private investment and partnerships. California Grant Programs In July 2021, Governor Gavin Newsom signed historic broadband legislation into law to help bridge the digital divide and provide reliable and affordable internet access to all Californians. Senate Bill 156 (Chapter 112, Statutes of 2021) expands the state’s broadband fiber infrastructure and increases internet connectivity for families and businesses, and allocates $6 billion for the following programs: • $3.25 billion for an open-access statewide broadband middle-mile network, Page 618 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 55 | Page • $2 billion for broadband last mile infrastructure projects, • $750 million for a loan loss reserve to support local government broadband infrastructure development, and • $50 million for local agency technical assistance grants including funding for Tribal entities. Following the announcement, the CPUC released the 2020 Broadband for All Action Plan, followed by a commissioned report titled Broadband Factors for Last-Mile Connectivity. These documents have since been incorporated into the recently released final initial 5-year strategic planning document on July 13th, 2023. The California Five-Year Action Plan Broadband Equity, Access, and Deployment (BEAD) Program Plan, required by the NTIA as part of the BEAD program, is a comprehensive plan to connect all Californians with high-speed broadband by 2028. The plan is based on the principles of universal access, equity, and sustainability. The plan includes several specific initiatives to achieve these goals, such as expanding the state's middle- mile network, providing grants to local governments and nonprofits to build last-mile infrastructure, offering subsidies to help low-income Californians afford broadband service, and educating Californians about the importance of broadband access and adoption. The plan also calls for the state to work with federal, local, and tribal governments to ensure that all Californians have access to high-speed broadband. The key goals and objectives of the plan are as follows: • Goal 1: Connect all Californians with affordable, high-speed broadband by 2028. o Objective 1: Expand the state's middle-mile network to reach all unserved and underserved areas. o Objective 2: Provide grants to local governments and nonprofits to build last-mile infrastructure in unserved and underserved areas. o Objective 3: Offer subsidies to help low-income Californians afford broadband service. o Objective 4: Educate Californians about the importance of broadband access. • Goal 2: Ensure that broadband access is distributed equitably, so that all Californians can participate in the digital economy. o Objective 1: Target broadband deployment and adoption efforts to underserved communities, such as rural areas, Tribal lands, and communities with high concentrations of low-income residents. o Objective 2: Work with community-based organizations and other stakeholders to ensure that broadband access is available and affordable to all Californians. • Goal 3: Ensure that the state's broadband infrastructure is sustainable and resilient, so that it can meet the needs of Californians for years to come. o Objective 1: Use public-private partnerships to finance the construction and maintenance of broadband infrastructure. o Objective 2: Adopt policies that promote the deployment of open access broadband networks. o Objective 3: Work with local governments to ensure that broadband infrastructure is located in areas where it is needed most. Page 619 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 56 | Page To address the digital divide and improve access to high-speed internet across the state, California has established several broadband grant programs aimed at expanding broadband infrastructure and connectivity in underserved and rural areas. These programs provide funding to various entities, including local governments, nonprofit organizations, and Internet Service Providers (ISPs), to deploy broadband infrastructure and deliver internet services to areas with limited or no access. 1. The California Last Mile Federal Funding Account (FFA): the FFA is funded through the Broadband Equity, Access, and Deployment (BEAD) Program, a $42.45 billion program that was created as part of the Infrastructure Investment and Jobs Act (IIJA) of 2021. The BEAD program provides funding to eligible entities to expand high-speed internet access by funding planning, infrastructure deployment, and adoption programs. It is administered on a high level by the National Telecommunications and Information Administration (NTIA) of the United States Department of Commerce, but each state is responsible for creating rules and guidelines for how the funds will be distributed. California was awarded $1.86 billion in BEAD funding combined with $540.2 million from the American Rescue Plan Act’s Capital Projects Fund. The first round of funding was available to apply by the deadline of September 29, 2023. Areas of eligibility for grant programs are published in the CPUC’s Federal Funding Account Public Map. 2. California Advanced Services Fund (CASF): CASF is a major initiative launched by the California Public Utilities Commission (CPUC) to promote broadband deployment in underserved and unserved areas. It provides $3.25 billion in grants to ISPs, local governments, and other eligible entities to build broadband infrastructure and offer internet services in areas where commercial providers have not invested. CASF grants support both last-mile and middle-mile projects. The program provides grants to broadband service providers, public housing authorities, broadband adoption entities, tribes, and regional consortia. The California Advanced Services Fund (CASF) is allocated to five CASF accounts: 1. Broadband Adoption Account 2. Broadband Infrastructure Grant Account 3. Broadband Public Housing Account 4. Rural and Urban Regional Broadband Consortia Grant Account 5. Line Extension Pilot Program The Open-Access Middle-Mile Network and Last-Mile Federal Funding Account are part of the Broadband Infrastructure Deployment Proceeding Rulemaking 20-09-001 and through the California Advanced Services Fund (CASF) Rulemaking 20-08-021. The CPUC is reviewing recent applications for the Broadband Adoption Account, which received 91 applications for nearly $15 million for broadband access and digital inclusion, the Broadband Public Housing Account, which received 14 applications to build broadband networks offering free broadband service for residents of low-income communities, and the Infrastructure Grant Account, which received 74 applications for approximately $527 million for middle-mile and last-mile infrastructure. Eligibility maps for the CASF program in the City of Palm Desert are available in the Appendices of this section of this report. 3. California Emerging Technology Fund (CETF): CETF is a nonprofit organization established to accelerate broadband deployment and adoption in underserved communities. It collaborates with various stakeholders, including local governments and ISPs, to expand broadband access and digital literacy programs. Page 620 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 57 | Page 4. California Teleconnect Fund (CTF): The CTF program provides discounts on select telecommunications services to eligible schools, libraries, hospitals, and nonprofits. This program reduces the cost of connectivity for these critical community institutions, enabling them to better serve their constituents. 5. Local Agency Technical Assistance: The funding for this program has been exhausted. The $50 million grant program was designed to reimburse eligible local governments and Tribal entities for pre-project costs associated with work that facilitates broadband network deployment projects to communities lacking sufficient Internet. On February 24, 2022, the CPUC adopted the technical assistance decision and program guidelines (D. 22-02-026) as part of the California Advanced Services Fund Rulemaking 20-08-021. Separately, tribes with additional or ongoing planning needs are encouraged to consider applying for the CPUC’s Tribal Technical Assistance Grant Program, which provides up to $150,000 per Tribe per fiscal year for broadband planning. These grant programs aim to bridge the digital divide, ensure equitable access to education, healthcare, economic opportunities, and government services, and ultimately contribute to the overall socio- economic development of underserved and rural areas in California. To be eligible for these grant programs, applicants must meet certain criteria, such as being in an unserved or underserved area, having a low-income population, or being a public entity. The amount of funding that each applicant receives will depend on the specific program and the needs of the community. In addition to these grant programs, the California government also provides other funding opportunities for broadband deployment, such as tax credits and rebates, and bond assistance programs, further addressed in the Bond and Loan Financing Section of this chapter. Federal Grants and Loans The federal government, through the FCC and the USDA, provides funding for broadband programs around the country. The FCC, as mandated by the 1996 Telecom Act, implements universal service policies through the Universal Service Fund that is comprised of four programs: Connect America Fund, E-Rate, and Rural Health Care, and Lifeline (supplying mobile devices to qualified low-income households – not included as relevant to this document). As an extension of the Connect America Fund Phase II Auction, the FCC also recently adopted the Rural Digital Opportunity Fund (RDOF) to serve rural homes and businesses and close the digital divide. Affordable Connectivity Program (ACP) The Infrastructure Investment and Jobs Act (IIJA) of 2021 established the ACP as a $14B extension of the previous Emergency Broadband Benefit (EBB) Program initially passed as part of the December 2020 Covid-19 Relief package, after the appropriations are expended. The program will contribute $30 dollars a month (lower than the $50 a month under the EBB) towards an internet service plan for qualifying households to help low-income families offset costs of broadband connectivity. The program also helps low-income individuals pay for personal devices. It is important to point out that in January 2024, the FCC released a statement saying that the $14.2 billion Congress initially appropriated for the ACP is approaching depletion. Without additional funding, the Commission must begin a wind-down process for the ACP. Page 621 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 58 | Page USDA ReConnect and FCC RDOF These two programs have cycles that are completed and may not have subsequent phases. ReConnect has been a USDA grant and loan program to bring broadband to underserved areas. The last phase of ReConnect was in 2020. RDOF has been an FCC funded grant reverse auction process. There is no open grant request period right now. In the latest RDOF process, requests were made in April 2021 and final awards are currently being worked on. Other rounds are possible. Federal Communications Commission (FCC) Programs A. FCC Connect America Fund (CAF) The FCC conducted a Connect America Fund Phase II auction throughout 2018 and 2019. In their press release in August 2019, they stated: “In total, the auction last year allocated $1.488 billion in support to expand broadband to more than 700,000 unserved rural homes and small businesses over the next 10 years. The FCC has already authorized three waves of funding in May, June, and July. Today’s action brings total authorized funding to over $924 million, expanding connectivity to 342,097 homes and businesses; additional rounds will be authorized in the coming months.” There will be specific guidelines for the awarded providers. They will be required to provide annual progress reports. They will be required to offer service to 40 percent of their awarded areas by the third year. Also, they will be required to add an additional 20 percent each year, serving 100 percent of the supported locations in their accepted area by the end of year six. If carriers do not deploy infrastructure to 100 percent of the locations within a block but deploy to 95 percent of the locations for which they were awarded statewide, the carrier will be required to refund 50 percent of the support it received for the total number of unserved locations. This information (and any updates) can be found on the CAF II website: https://www.fcc.gov/connect-america-fund-phase-ii-auction-auction-903. B. E-Rate The Federal Communications Commission (FCC) established E-Rate to provide schools, libraries, and universities with discounts of 20-90% off the costs of telecommunications, internet networks and ongoing expenses. E-Rate is administered through the Universal Service Administrative Company (USAC) with oversight provided by the FCC. The specific dates that determine when schools and libraries can apply for funding can change slightly from year to year but follow a mid-winter to Spring pattern. Once the application process ends in the Spring, the funding year begins for those applications. There is a specific ID a school or library must get, then specific forms to fill out to apply. And there are competitive bid requirements (there must be an RFP and it must be open for 28 days) to be eligible for the funding. And there are different options for how this will be paid to the institution and to the vendor. Also, there are documentation requirements that need to be understood and followed. The level of E-rate funding for schools and public libraries is based on the number of students who participate in the free or reduced cost school lunch program at all the public K-12 schools in the county. Schools and libraries might be an important part of funding strategies for infrastructure. Excess capacity can be added to these networks at substantially less cost than an independent build. If this is something that the county would like to pursue, HR Green can help walk you through the specific timeline and steps to be taken. Page 622 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 59 | Page The County public libraries located within City of Palm Desert utilize the E-Rate program. Again, the level of funding for the libraries is based on the number of students who participate in the free or reduced cost school lunch program at all the public K-12 schools in the county. Information about the E-Rate program can be found on the USAC website: https://www.usac.org/e- rate/ C. Healthcare Connect Fund This fund was also created by the FCC and is administered by the Universal Service Administrative Company (USAC). It was created to give Health Care Providers (HCP) the ability to have broadband services that meet health care’s capacity needs. It particularly encourages the formation of state and regional networks. HCPs can apply individually or in a consortium. Funded applicants receive a 65% subsidy on all eligible broadband equipment and services. These dollars can be used for construction of networks. The intent of the funds is predominantly for rural healthcare providers. Urban facilities can be included if they are in a consortium that includes at least 51 percent of rural providers. If there are health care providers who could be part of a holistic strategy, this fund could be an important component of connectivity. As with E-rate, excess capacity can be added to these projects at significant savings. More information about the HCF can be found on USAC’s website at: http://www.usac.org/rhc/healthcare-connect/default.aspx United States Department of Agriculture (USDA) Programs Within the USDA, the Rural Utility Services (RUS) has been an important part of the development of utility infrastructure in the United States. They offer low interest loans for telecommunications based on the treasury rate. These rates change regularly, so it is important to check with RUS to get the most current rate. They also offer low interest loans for telecommunications used in electric utilities (of which the excess capacity can be used for other broadband services). RUS offers grants, loans, and a combination of the two. RUS Programs include the ReConnect Program, the Telecommunications Infrastructure Loan Program, the Rural Broadband Access Loan, Community Connect Grants, and Distance Learning and Telemedicine Grants. The ReConnect program, run by the United States Department of Agriculture (USDA). The program seeks to facilitate rural broadband not meeting the FCC definition of broadband. In the first round of the ReConnect Pilot Program, the USDA invested $744 million since October 2019. In the second round, the application window for which closed on April 15, 2020, 172 applications were filed requesting $1.57 billion. The program is composed of three application types: • LOAN: The loan program can allocate a maximum of $50 million with a fixed 2% interest rate. There is $200 million available nationwide. • COMBO: interest rate fixed by the Treasury. There is $100 million in loan funding and $100 million in grant funding available. • GRANT: maximum award is $25 million and requires a 25% match. There is $200 million available nationwide. Page 623 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 60 | Page A. The Telecommunications Infrastructure Loan Program This program provides financing for the construction, maintenance, improvement and expansion of telephone service and broadband in rural areas. Most entities that provide telecommunications in qualified rural areas including: • State and local governmental entities • Federally Recognized Tribes • Non-profits, including Cooperatives, and limited dividend or mutual associations • For-profit businesses (must be a corporation or limited liability company) Areas that are eligible to apply include rural areas and cities with a population of 5,000 or less and areas without telecommunications facilities or areas where the applicant is the recognized telecommunications provider. The above information is available on the RUS website for this program: https://www.rd.usda.gov/programs-services/telecommunications-infrastructure-loans-loan-guarantees B. Rural Broadband Access Loan Stated purpose: The Rural Broadband Access Loan and Loan Guarantee Program (Broadband Program) furnishes loans and loan guarantees to provide funds for the costs of construction, improvement, or acquisition of facilities and equipment needed to provide service at the broadband lending speed in eligible rural areas. To be eligible for a broadband loan, an applicant may be either a non-profit or for- profit organization, and must take one of the following forms: • Corporation; • Limited liability company (LLC); • Cooperative or mutual organization • A state or local unit of government • Indian tribe or tribal organization • Individuals and Partnerships are not Eligible. Areas that are eligible to apply: • Proposed funded service areas must be completely contained within a rural area or composed of multiple rural areas, as defined in 7 CFR 1738 • At least 15 percent of the households in the proposed funded service area are unserved, • No part of the proposed funded service area has three or more “incumbent service providers.” • No part of the proposed funded service area overlaps with the service area of current RUS borrowers or the service areas of grantees that were funded by RUS • Communities where USDA Rural Utilities Service has previously provided funding for construction of broadband infrastructure may not be eligible. The above information is available on the RUS website for this program: https://www.rd.usda.gov/programs-services/rural-broadband-access-loan-and-loan-guarantee Page 624 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 61 | Page C. Community Connect Grants The stated purpose of this program is to help fund broadband deployment into rural communities where it is not yet economically viable for private sector providers to deliver service. Grants are specifically targeted to local and tribal governments for very low-income rural communities (under 20,000 residents) with completely unserved and very low-income populations. Rural areas that lack any existing broadband speed of at least 10 Mbps downstream and 1 Mbps upstream are eligible. Within the area, 15% must be unserved and there cannot be three or more current providers. Because they are funding rural utilities, the municipal population must be less than 20,000 and not adjacent to a City of over 50,000. The recipients must provide at least 4 Mbps Down/1 Mbps Up with free service to all households and community institutions for two years to a community center. One key with this grant is that the service area does not have to be uniform, but any areas that will be served must be contiguous. With interest rates being as low as they are currently, if broadband construction is part of the adopted strategy, there should be an analysis of available loan providers and their interest rates. If RUS rates are not at least a point lower (and possibly more than that), then the filing and ongoing requirements might not be worth the difference in rate. Depending on the application requirements, RUS has typically taken 12 to 18 months to approve loans. Depending on the strategy that the county pursues, if it includes building telecommunications infrastructure, RUS should be considered. The above information is available on the RUS website for this program: https://www.rd.usda.gov/programs-services/community-connect-grants D. Distance Learning and Telemedicine Grants The program helps rural communities become remotely connected to teachers and medical service providers. This program is particularly important during the time of the pandemic and has been provided an additional $25 million through the CARES Act. Relatedly, there are other funds made available by the CARES Act specifically for telehealth ($200m to FCC, $180m to HHS, and $2.15b to the VA). City of Palm Desert may potentially leverage this funding to extend the residential broadband network to its hospitals and other medical institutions. In addition, $13.5b was made available in Education Stabilization Funding to invest in technology supporting distance education, making school districts another eligible anchor tenant with potential support for expansion of the municipal broadband network. For more information, please visit the program page at https://www.rd.usda.gov/programs- services/distance-learning-telemedicine-grants. Economic Development Administration Within the United States Department of Commerce is the Economic Development Administration, which oversees Economic Development Assistance grants. Information about these grants can be found on the EDA website: https://www.eda.gov/programs/eda-programs/ Typically, these grants have been based on job creation. There are different categories of grants, but they all focus on how many jobs can be created. Broadband does appear to be fundable infrastructure, although there have not been a lot of broadband projects funded. Having said that, with broadband infrastructure being eligible and some projects having been funded, it should be considered. The key questions seem to be: how many jobs can be created and how will this project directly impact job creation? Page 625 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 62 | Page The EDA recommends contacting one of their regional Economic Development Representatives (EDR) to discuss projects and to have them review grant applications before they are submitted. If this is a grant that could apply to your strategy, then it is strongly recommended that the City contact its EDR. Their typical timetable to submit applications is that they will receive applications at any time – although that is subject to available funds from year to year. Housing and Urban Development (HUD) HUD administers the Community Development Block Grant Program (CDBG). It was established to help communities address various community development needs. Based on a national formula relying primarily on census data, CDBG provides annual grants to more than 1,200 local and state governmental entities. Although CDBG grants have been utilized very little for broadband programs, HUD has confirmed that broadband programs can be eligible for CDBG dollars. There are two main categories of grant eligibility: Entitlement and non-entitlement. Entitlement grants are awarded to larger cities and urban counties (greater than 50,000). Non-entitlement areas are for smaller cities and administered by states. Also, there are Section 108 loan funds which could be available. Grants can be used as security for Section 108 loans, leveraging the grant dollars for more impact. Non-entitlement areas can also use their grants in this way, but since they are administered by the State, the State would have to agree to leverage those funds. Information about the CDBG program can be found on the HUD website: https://www.hud.gov/program_offices/comm_planning/communitydevelopment Bond and Loan Financing Additional sources of potential funding include municipal bonds such as general obligation bonds, and revenue bonds, as well as bank loans or private investment financing. The City of Palm Desert has the option of issuing general obligation bonds or revenue bonds. General obligation bonds are guaranteed repayment by issuers by any means necessary, including increased taxes. Revenue bonds are repaid using the revenues from the bonds that the project facilitated in funding. Repayment is not guaranteed if the project potentially does not collect enough in revenue to pay back investors. These types of municipal bonds are not subject to income tax at the state or federal level if the investor is a resident of the state, although not all of Iowa’s municipal bonds are tax free. Often, the investor may be a local bank, mutual fund brokerage, or other type of financial institution. The City of Palm Desert can also pursue infrastructure project-based bank loans and private investment. The terms and conditions of these loans can vary based on continuous changes in state banking laws. It is recommended that these loans are combined with state grants and tax abatement programs to the maximum extent possible. Loan Loss Reserve California has established an $750 million Broadband Loan Loss Reserve Fund administered by the California Department of Community Services and Development (CSD) to support costs related to the financing of local broadband infrastructure development. The reserve fund expands local governments' ability to secure financing for building last-mile projects, with an emphasis on public broadband networks. The CPUC’s procedural schedule for establishing the program is outlined in a ruling in the California Advanced Services Fund Rulemaking 20-08-021. The program provides loans and loan guarantees up to $25 million. Page 626 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 63 | Page Recommendations The City of Palm Desert should consider applying for the California Last Mile Federal Funding Account (FFA) when applications are open. This last-mile grant would increase the probability of the City facilitating infrastructure deployment to meet the connectivity needs of un and underserved residents and businesses. In addition, while the application is currently closed, the City should consider future CASF Infrastructure Account applications through the local Broadband Consortium representative to plan for future grant award rounds. Lastly, the City should facilitate an information campaign to advertise eligibility in the Affordable Connectivity Program to qualify for low or no-cost broadband subscription plans and discounts on computing devices for low-income residents. The program is currently undersubscribed, generally due to a lack of awareness, but many of the City’s residents could be eligible. The internet service companies currently offering subsidies can be found at this link: https://cnm.universalservice.org/, and applications are available here: https://www.affordableconnectivity.gov/ Page 627 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 64 | Page Appendices Page 628 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 65 | Page Page 629 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 66 | Page Page 630 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 67 | Page Page 631 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 68 | Page Section 9: Explore Partnerships Background Broadband service Model #3, the Hybrid Ownership model, which is the recommended model for the City, may need to leverage funding for both fiber ring network and last-mile construction available through federal, state, or other funding sources. This means that the City needed to identify one or more potential for-profit partners who are interested in leasing the core middle-mile municipal network assets, and in building and managing last-mile connectivity. Identifying interested partners, therefore, was an important step to help the City envision a path forward and may be required by some funding sources. The approach used to engage with potential partners included building a list of potential partners and other interested parties, developing a request for expressions of interest (RFEI), publishing the RFEI on the City’s bid system, sending the RFEI to the list of potential partners, processing responses to the RFEI, and selecting potential partners based on the level of interest. This approach created a faster-moving cycle in which partners could be identified and brought to the table more quickly and with a higher likelihood of successful progress. The RFEI process was useful to determine interested parties but did not provide the City with enough details to fully determine a proposed partner nor the form of the partnership. It is recommended that the City conduct a formal request for proposal (RFP) to identify and select its partner(s) for the potential buildout. The list of current internet service providers (ISP) for the City of Palm Desert, which was developed during the Market Assessment for this Study, was used as a starting point for identifying potential partners for the potential buildout of the City’s fiber ring network. Other providers that were not currently providing services to the community were added to the list of potential partners. Here is the list of ISPs who were identified as potential partners (in alphabetic order): • Charter (Spectrum) • Comcast • Cox • Crown Castle • Frontier • Google Fiber • Lumen (formerly CenturyLink) • Pacific Lightwave • TDS Telecom • Underline • Zayo Request for Expressions of Interest The RFEI that was developed and posted on the City’s bid system for selecting potential partners based on the level of interest can be found in Appendix C of this report. On November 8, 2023, the RFEI was posted on the City’s bid system, and then the link to the RFEI was sent to the list of potential partners via email. Potential responders had until November 15, 2023, to submit questions about the RFEI, and their responses were due on December 1, 2023. Page 632 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 69 | Page RFEI Responses Prior to the RFEI closing at 5:00 pm on December 1, 2023, the City received one response to the RFEI. The respondent is Arcadis. According to their proposal: Arcadis is one of the world’s largest architecture and engineering companies, delivering technology- driven sustainable design, engineering, and consultancy solutions for natural and built assets. Now bringing together the digital capabilities, products, and solutions of “Arcadis IBI Group” and “ArcadisGen” under a single Arcadis umbrella. Arcadis is on a mission to empower our projects and our clients with the data-driven insights they need to navigate today's challenges and address tomorrow's uncertainties with confidence and agility. Collectively, Arcadis brings an enhanced commitment to supporting infrastructure developments and digital transformation across every industry in which we operate. To meet this demand Arcadis has created a unique range of Digital Product and Services. The Arcadis services for broadband development projects is branded as “Woven” with the intention that we provide the solutions for broadband networks to become the “digital fabric of the community.” Woven was founded from decades of consulting experience in developing community networks. Woven’s services and technology platform is a cradle to grave solution for community broadband networks. Using the world’s best demand aggregation tools, open-access networking, and automated service provisioning, combined with fiber, and network asset management solutions, Woven establishes connected communities and assists with maintaining and managing all aspects of broadband investments. The Arcadis Woven solution mitigates risks, drives increased network utilization, and enhances the value of broadband assets. Plenary is North America’s leading developer, equity investor, and asset manager of complex and critical public infrastructure assets, specializing in public-private partnerships (“P3”). Since its inception in 2005, Plenary has achieved unrivalled success in North America, closing, managing, and investing in 60 infrastructure projects worth over $15 billion. Plenary’s approach is centered on value-driven solutions, applying lessons learned from across our portfolio and balancing proven approaches with new and creative ideas that provide the best long-term performance outcomes for our public sector partners. Through long-term active, hands-on management, Plenary adopts a holistic approach and embraces the financing, planning, design, and construction, commercialization, and ongoing management and operation of each project (as applicable). Notably, over the past three years, Plenary was awarded both first two long-term fiber optic middle-mile operations, maintenance, and commercialization (“OMC”) contracts that have come to market in North America. Located in North Carolina and Pennsylvania, each of these networks is publicly owned, with the Plenary-led team responsible for core network operations and maintenance, as well as equity-funded capital expansion to support revenue generation. Importantly, both of these middle-mile projects will support last mile connectivity to unserved and underserved areas. As such, Plenary is directly responsible for managing an interdisciplinary team of contractors and operators, understands the business model and requirements of retail service providers, and has a proven track record of assessing fiber network capital investment decisions and deploying its own equity capital to support growth and generate revenues that are shared with its public sector partners. Page 633 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 70 | Page More recently, Plenary has been awarded three FTTH connectivity projects: (1) West Hollywood, CA; (2) Destination Crenshaw development district in Los Angeles, CA; and (3) Centennial, CO. Each of these projects involves a public sector client that is looking to utilize a P3 framework to deliver new fiber networks that will expand and improve telecommunications services for households and businesses. Plenary, as the lead developer and sole equity provider, is working collaboratively with the public stakeholders and currently developing the technical, commercial, and financial elements of the projects with a view to enter into a long-term P3 project agreement in 2024. Key Findings After reviewing the respondent ’s proposal and responses to the RFEI questions, the decision was made to conduct a 30-minute interview with the respondent. The following are the questions and key findings from the respondent ’s interview. a. Can you provide us with more information on your business plan? • Public-private-partnership (P3) business plan • Ultimately a city-owned network – including the middle-mile municipal ring and the last-mile connections to every premise • Network will be a long-term asset for the city • Propose to use a design-build-finance-operate-maintain model • Full turnkey implementation, including operating it over time • Provide whatever remaining financing that does not come from the public sector • Operate on an open access basis • Over time multiple service providers would operate on the network – they would be selling services to end user customers (residents and businesses) • Charge a wholesale price to the service providers for access to the network – they would then sell services to the end users • Recoup their capital investment out of the wholesale pricing on the network for a preset period time – up for negotiation • Maximize the amount that can be done with private financing • Presuming that the municipal ring will most likely be publicly funded • Remainder of the funding based on a feasibility analysis that is part of the next steps from the city such as an RFP, etc. • Response to RFP will provide more costs and market analysis • Flexible on what the model looks like • How much of the capital comes from what sources is subject to market dynamics b. Do you expect to rely on Federal Grants (BEAD or others) to partially fund this project. • Not necessarily reliant on state or federal grants • Respondent’s public sector grant identification/application/funding/administration team will be involved • Consulting to other clients in the California market on grant funding applications and use of grants • Know the California environment in terms of what is available • Willing to dig deep and identify all the possible grants • Can bring the expertise in term of the network planning stage and apply it as early as possible to ensure grants are maximized Page 634 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 71 | Page c. What density and percentage of the market do you need to make for a successful project? • Preference is to do a citywide ubiquitous build • Feed costs and revenue data into their model and then there may be a requirement that comes out of that for city funding or anchor tenant payments from the city • If there are some high costs areas, then have a conversation with the city about how those areas get covered rather than setting a density requirement • Target a 40% to 50% take rate for a successful project – feasible on an open access project due to more than one service provider – need more competitive analysis on this market to determine if that is achievable d. Are you requesting any revenue guarantees? • Determine what is required through a feasibility analysis • Discuss what form that would take whether there is city, state, or federal funding as a partial contribution to the construction • Explore ongoing payments that could be framed as a revenue guarantee, also known as an anchor tenant payment, if the city has its own uses of the network, such as interconnecting its facilities and/or smart city types of services • Contribution over time – common way to finance – finance the entire project upfront then receive city payments over time • Model often does require some contribution from the public sector • Benefits that go with that – it would be a city-owned network • Arcadis would have a right to operate it over time – at the end of that period of time it is handed back to the city – city entitled to all the revenues from it • Along the way explore a revenue sharing structure • If the network is successful more quickly than there could be some sharing of the upside revenue e. Elaborate on what you would need from the City, i.e. revenue guarantees, free leasing space, ordinances to be passed, etc. • In-kind assets such as use of city space for central office locations for equipment • Access to public right-of-way • Streamlined permitting process f. Elaborate on your financing. • Base assumption is that Arcadis’ capital investment partner, Plenary has the capability to provide all of the financing as equity from Arcadis sources, which is the primary approach to project • Explore in parallel bond issuance or other forms of debt, if that is more cost effective, which depends on market conditions, so they do not rely on this g. Can you outline your marketing plan i.e. pre-registration, zone launch schedule, service is available? • Do not have a detailed marketing plan at this point • Plan to perform a community survey of residents and businesses to understand needs, where those needs are, and willingness to procure services • Plan to perform a detailed construction cost estimate and schedule • Plan to pursue proposals from multiple construction contractors Page 635 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 72 | Page • Overlay the survey results and construction schedule to determine where construction may be able to happen quickly and where demand is the highest • Create construction zones for the city • Turn the zones up sequentially to try to bring some revenue onto the network before it is fully completed • Software partner COS Systems provides a system that focuses on online marketing, pre- registration, fiber zone launch, social media engagement, etc. • System can be used to highlight where demand is the highest and where the build schedule can be adjusted to meet community demands • Uses boots on the ground including door knockers, as well as other approaches h. Can you provide your micro-trench design specs / architecture for Palm Desert to review? • Willing to provide micro-trench design specs • Sensitive to not degrading the roadbed or pavement through the process of micro-trenching • Proposing the use of micro-trenching to accelerate the construction process • Ultimately the network is a city asset, so the city needs to be comfortable with the micro- trenching approach • Open to modifications of the micro-trench design specifications i. In your response, you talked about setting up 2 core Points of Presence (POPs) on City property and they would negotiate connecting these onto other existing service provider’s fiber networks. • Typical design to provide high reliability and survivability • Fiber rings interconnecting the POPs • Carriers connect to each of the POPs for backhaul to the internet • Strategically located on, in, or adjacent to city property • POPs will be owned by the city • City will be involved in getting long term agreement to get connectivity to the POPs and the facilities connected to them j. Will you commit to a Service Level Agreement (SLA) of 5 - 9s of reliability (99.999%) for enterprise service and 4 – 9s of reliability (99.99%) for residential service? • Understands enterprise requirements of 99.999% reliability • Ring designs allows for this level of reliability depending upon where the enterprise client is located • Diverse fiber routes in the design makes it possible to bring enterprise clients back into each POP, which leads to meeting enterprise service levels • Design for residential service is industry standard • Confident in being able to achieve 99.99% reliability for residential service when measured over an entire subscriber base • Design does not include redundancy down to the individual subscriber connection at the residential level – it is not cost effective • Residential service level ranges from a four-hour business day response to a next business day response depending upon the level of service the residential customer is subscribing to - this is negotiable • Service levels are a direct result of the design and costs of the network – willing to work with the city on determining service levels Page 636 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 73 | Page k. What is your service outage Mean-Time-To-Repair (MTTR) expectation for the fiber network (using a micro-trench design)? • Processes designed to support four-hour response to repair • Seven days a week by 24-hours a day response l. Will you have a fiber restoration team in the market, or do you plan on sub-contracting that out? • Will have a local fiber restoration team in the market • Could be subcontracted and/or utilize their own employees • Determined by what the base load is in the community in the long term • Usually, a blend of both to ensure they are an efficient network operator and have the right number of employees m. Who are the service providers in Palm Desert, you expect to work with under the Open Access model? • Too early to reach out to ISPs in the market • Performed a scan to determine which ISPs are in the market and what the competition could look like • Model allows the network owner (City) to choose who they would like to be the service providers on the network • Set up a stable of service providers • Bring service providers from other areas • Three service providers are willing to come onto the network and are working in the California market and are part of their stable of service providers that are working near the community • Intend to bring availability to any providers in the area that are interested in being on the network • Offer the same business model pricing to all providers • Transparency to all the providers is extremely important • Open access network encourages competition • Minimum of three service providers leads to a successful open access network environment • Best for the network to have as many providers as possible come onto the network • Six competitors on the network seems to be where most networks end up in a mature steady state environment • Will bring letters of intent to the table from the three providers as part of the RFP process n. Do you plan on deploying the end point equipment and the provider’s equipment? • Once the drop connection to the home is done the end point equipment is deployed at initial service turn up • Need for ongoing field technician visits to do service configuration changes is greatly minimized beyond the initial construction phase • Service delivery and self-serve models are driven off of an online web portal • Residential subscribers can activate/deactivate/change/cancel/order service at their convenience • Sensitive to subscriber experience based on how well or poor Wi-Fi works in their homes • Tuned into providing the best subscriber experience • Ensuring that the right in-home experience is achieved using the equipment • Flexible regarding deployment configuration Page 637 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 74 | Page • Work closely with the retail providers in terms of the actual deployment configuration that will work for the providers, as well as the network owners and operators o. How many local support staff do you expect will be in the area for service outage support after the deployment contractors leave? • Local support staff are key to operating efficiently • Choosing a number right now is a bit premature • See the value in terms of having local staff Recommendation Since it seems that the City has received interest from at least one viable partner, it is recommended that the City complete a formal Request for Proposal (RFP) to identify Partner(s). Page 638 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 75 | Page Section 10: Recommendations Background The key outcomes from discussions with Council and staff, as well as the findings shared throughout this Study contributed to the following recommendations. The recommendations are the next steps for the City to consider. While the recommendations are listed in sequential order this does not necessarily mean they need to be implemented in this order. To fully realize the benefits of improved broadband service, some recommendations should be executed concurrently, primarily due to the need for federal and/or state funding as a mechanism to drive project deployment and the complicated nature of the potential Public Private Partnership. Recommendations Recommendation #1: Complete Formal Request for Proposal (RFP) to Identify Partner(S) The RFEI process conducted as part of this study was useful to determine interested parties but does not provide the City with enough details to fully determine a proposed partner nor the form of the partnership. It is recommended that the City of Palm Desert conduct a formal RFP to identify and select its partner(s) for the potential buildout. Recommendation #2: Pursue Grant Funding When applications are being accepted, the City of Palm Desert should apply for the California Last Mile Federal Funding Account (FFA). This last-mile grant would increase the probability of the City facilitating infrastructure deployment to meet the connectivity needs of un and underserved residents and businesses. In addition, when applications are being accepted, the City should consider future CASF Infrastructure Account applications through the local Broadband Consortium representative to plan for future grant award rounds. Formal grant applications should be submitted as soon as practical to cover final engineering design of the proposed city-owned network, as well as to fund the network construction. It is also recommended that the selection of a private partner be timed to allow for coordination of grant requests to assist with paying for last-mile connectivity. Ideally, a coordinated approach would assure both the private sector and the City of availability of state funds to complete both the city-owned fiber middle-mile ring network and the last-mile connections due to the interdependence of funding sources for completion of the project. Recommendation #3: Finalize Detail Designs The first step to finalizing the design is to perform a field survey that will need to follow established standards and design requirements. The intent of the field survey is to optimize the network and reduce the overall cost. Field engineering must ensure that all possible routing alternatives are documented. The final fiber network design can only be optimized by analyzing all possible connectivity routes, the location of all service points and existing infrastructure. Page 639 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 76 | Page As a contiguous area is surveyed and posted, the actual fiber network is designed. Once Fielding is completed, the design of the planned network Low-Level Design(s) (LLD) necessary to create associated construction and permitting plan sets will need to be completed. If the City decides to bring in a contractor to oversee the construction of the network, then the next step is to create an RFP to select and manage the contractor. The RFP will include a comprehensive construction specification manual, a complete design document, and a comprehensive bill of material. Recommendation #4: Construct Network Once a partner is identified and funding is secured, the next step will be to begin the deployment of infrastructure to support broadband improvements. This step can be started as soon as engineering is completed through the selection of a contractor with fiber optic deployment experience. The City should work closely with its selected private sector partners to ensure that the network constructed meets its required last-mile architecture. Page 640 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 77 | Page Appendix A: Broadband Service Models Background The following information is from a guide created by US Ignite in July of 2020 for communities considering ways to expand broadband service. The guide, titled Broadband Models for Unserved and Underserved Communities, includes models for fully private and fully public broadband networks, but also covers a growing range of municipally enabled broadband strategies that rely on a combination of public and private investment. It is intended to help communities understand how much capital is needed for different models of deployment, what returns to expect, and finally how to avoid the most common pitfalls. Five Models There are several models for fully private and fully public broadband networks, plus a growing range of municipally enabled broadband strategies that rely on a combination of public and private investment. Despite the many ways that municipalities have gone about implementing their broadband programs, there are five main ways to do it, each requiring a different level of investment and engagement from the municipality. The five models are shown in the following chart. Page 641 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 78 | Page Four Key Factors Generally, there are four key factors that municipalities should consider when making decisions on which municipal broadband model to pursue: Key Decision Factors Options Definition Impact on City’s Decision Capital Availability Good Access to Capital / Funding There are sufficient financing sources to fund a significant part of the build Good capital availability should push the municipality to own / fund a larger part of the project without bringing in private ISPs Poor Access to Capital / Funding There is limited capital / funding availability, so seeking commercial capital will be required to fund the build Existing Infrastructure Good Existing Infrastructure / Capabilities There is an existing public utility with conduit / infrastructure and operating capabilities Presence of existing infrastructure and/or capabilities should push the municipality to take more control over the project, which provides a “bargaining” chip with ISPs Poor Existing Infrastructure / Capabilities There is no existing utility or there is, but infrastructure and operating capabilities are poor Partnership Options Viable ISP Partner(s) The municipality has attractive demographics or a good value proposition for a third- party ISP Lack of viable ISP partnerships limits the municipality’s options to those models that require a significant involvement from the ISP No Partner Options The municipality is too small, too remote, or otherwise unattractive for a third-party ISP Objective and Risk Tolerance Community Benefit Using the broadband infrastructure to create innovation and benefit the community in non- financial ways Strong public support towards anchoring the project around community benefits should push the municipality to seek more control / ownership over the infrastructure Meeting Financial Goals (High Risk) Using the broadband infrastructure to meet measurable financial goals while maximizing broadband availability Focusing on meeting financial goals / targets should push the municipality to more predictable financial models (e.g., third-party driven) Meeting Financial Goals (Low Risk) Page 642 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 79 | Page Decision Tree Depending on where municipalities fall on the criteria for the four key factors, there may be a business model that is a more optimal choice for them. To steer municipalities in the right direction the choices have been distilled into the following decision tree that could help communities to develop the best strategy. Capital Availability Existing Infrastructure Partnership Options Objective and Risk Tolerance Optimal Business Model Good Access to Capital / Funding Good Existing Infrastructure / Capabilities Viable ISP Partner(s) Community Benefits Full Municipal Broadband – maximizes community benefits when capital / infrastructure are available Meeting Financial Goals Publicly-owned, Privately Serviced – reduces risk when full control over service not as important No Partner Options Community Benefits Full Municipal Broadband – maximizes community benefits when capital / infrastructure are available Meeting Financial Goals Full Municipal Broadband – is the only option when no ISPs will partner Limited Existing Infrastructure / Capabilities Viable ISP Partner(s) Community Benefits Publicly-owned, Privately Serviced – reduces risk in absence of operational capabilities Meeting Financial Goals, High Risk Publicly-owned, Privately Serviced – maximizes return potential while leveraging ISP partnership Meeting Financial Goals, Low Risk Private Developer Open Access – limits risk to the municipality but maximizes chances of success w/ISP partner No Partner Options Community Benefits Full Municipal Broadband – is the only option when no ISPs will partner but there’s capital Meeting Financial Goals Limited Access to Capital / Funding Good Existing Infrastructure / Capabilities Does not matter Hybrid Ownership – hybrid models are optimal when capital is limited but there’s existing infrastructure, regardless of other factors Limited Existing Infrastructure / Capabilities Viable ISP Partner(s) Community Benefits Private Developer Open Access – maximizes municipal control in light of limited funding / infrastructure Meeting Financial Goals Full Private Broadband – maximizes chances of success while ensuring goals are met No Partner Options Does not matter Limited options, have to go back and seek more capital, likely government funding / subsidies Page 643 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 80 | Page While a decision tree like this may suggest that picking a business model is easy, it is quite the contrary. A decision tree is a good “rule of thumb”; however, there are unique circumstances that each municipality faces and doing a thorough diligence across all potential options should always be the starting point. To do that analysis accurately, a municipality first needs to understand how much capital is required and what the financial returns of the program may be. Financial Considerations Municipal broadband programs are long-term investments, and these projects can take up to five to ten years to complete. Fiber is a resilient and future-proof piece of telecom infrastructure, but it is also expensive to deploy. This means investment in fiber is hardly a “no-brainer” for all municipalities. Those looking to invest to close the digital divide in their communities should prepare for payback periods of 15+ years, particularly across smaller and/or rural communities. These paybacks have often deterred interest from the private sector and make careful planning and business analysis critically important for any municipal broadband program. The capital expenditures (CAPEX) associated with building a fiber-to-the-home network include a range of fixed and variable costs. These include the cost of laying the initial network infrastructure, which could range from $500 to $4,000 per home largely depending on the density of the municipality, as well incremental costs to connect each customer. Costs to connect each customer can include the cable drop to the home, the modem at the home, and the labor cost of the installation. Those could add up to $1,000 for each incremental customer. All-in, capital requirements for a broadband program in a municipality with 100,000 residents could end up around $150M. Operating costs can vary greatly as well, and those depend on the experience and efficiency of the broadband provider, number of synergies with the core municipal staff (if any), and types of services delivered to the customers. Municipalities that want or need to offer TV to its residents must prepare for lower margins given high and rising content costs (although this can be mitigated with Over-The-Top offers). Most often municipalities budget between $40 and $100 of OPEX monthly for each residential subscriber they sign up. Not all municipalities will have to cover all these costs. Those that bring in a private ISP or developer to help service the customers and/or build the network can split operating costs, capital costs, or both with that third party. In return they would most typically offer free or low-cost access to municipal infrastructure, fixed payments, or some variable revenue share typically tied to the number of subscribers in the municipal broadband program. Page 644 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 81 | Page In addition to impacting share of required costs, the business model also dictates the amount of revenue that municipalities can generate from the program. On the high-end, municipalities that deploy and operate Full Municipal Broadband themselves could generate direct revenues of up to $140 per residential customer every month, without considering additional revenue streams from businesses and other anchor institutions. On the low-end, municipalities that choose Full Private Broadband models would generate limited revenues, aside from permitting and tax fees, which could even be waived in many cases to entice private engagement. It should be clear by the broad ranges quoted above that the financial performance varies greatly not only by the model, but even from municipality to municipality. Using an “average” set of assumptions for a municipality of 100K residents, typical Investment Rate of Returns (IRRs) can be between 9% and 16% for Models 1 and 2, with a significant amount of capital required but also significant cash flow potential once the program is mature. Municipalities that are not ready to take on this amount of risk could pursue hybrid models or fully give up network ownership to third parties – those investments will be relatively low risk, result in high IRRs but also (typically) more limited cash flow upside. While financial performance varies from municipality to municipality, the inability to budget appropriately is a main reason some programs fail, reinforcing the need to develop a detailed business case as the first step in any municipality’s implementation plan. Page 645 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 82 | Page Four Key Challenges There are four key challenges common to most municipalities pursuing a municipal broadband program: in addition to poor budgeting, some choose the wrong business model due to a “one-size-fits-all” mentality, struggle to secure adequate funding, or fail to maximize their program’s value. 1. Budgeting: Detailed budgeting is critical to success. A detailed analysis— including designing a full network plan —is essential during the planning phase. It is also important not to overlook any major sources of costs. Those most typically include labor for delivering the service, managing, and maintaining the network, but also costs to support any debt and interest payments. As costs increase, it is also important to be clear-eyed and consider private sector involvement; many private ISPs have much lower operating costs due to their scale and experience, while having private developers build and operate the network can significantly reduce the cost associated with network operations and maintenance. 2. Funding: Especially when the total budget is high, securing the right funding may become a roadblock. More “traditional” funding options include soliciting contributions from anchor institutions, selling bonds, enlisting local utility involvement, securing federal and state grants, or asking private partners to co-fund the builds. When those are not an option and/or are not enough, municipalities often get creative. For example, some had their residents contribute money to the program, by either paying for several months of service upfront, or pooling money across neighborhoods and buying bonds from the municipality. Creative approaches like this may work for certain municipalities when securing more traditional funding is not an option. 3. Diligence: Even when budgets are finalized and capital secured, it is also tempting to just copy a “success story” from another municipality. Skipping the diligence on evaluating which business model to pursue, however, can lead municipalities down the wrong path. There are numerous examples of municipalities ultimately having to pivot from the initially selected business model because they “dove-in” too quickly. 4. Related Benefits: Lastly, when the path is chosen and business model is selected, municipalities should think holistically about how else they can use the program to serve their communities and ensure the network has the architecture to support that plan. For example, while residential service is often the primary motivation, municipalities should not forget about enabling internet access to the commercial sector, which can spur job and value creation. Additionally, while few municipalities have thus far used their municipal fiber to enable “Smart City” solutions, these solutions can spread digital literacy to more residents. And, while the municipality’s focus has been on fiber services thus far, there are also scenarios where mobile or fixed wireless broadband are more appropriate for last mile connectivity. Communities should consider where fiber investment is valuable and how it can be tied to other network technologies as needed. While these challenges are common regardless of the selected business model, Municipalities pursuing models with more municipal involvement are more prone to many of these. To maximize chances of success, special attention should be paid to budgeting and costing, and revenue generation should be prioritized and accelerated to the extent possible. For example, targeting the densest business and residential areas first or starting with commercial-only services is one way to generate a steady inflow of cash to help cover program costs. Page 646 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 83 | Page Working with the private sector avoids many of the budgeting and costing issues mentioned above, but it brings about a different set of challenges. First, attracting the attention of private ISPs, particularly for smaller municipalities, could be a challenge. Municipalities should be persistent in soliciting private engagement and think creatively about how to entice private cooperation. For example, streamlining permitting and rights-of-way, enabling access to backhaul and middle mile infrastructure (if such exists or can be leased), becoming the anchor institution for the private ISP, or co-sponsoring an “Open Access” network and enlisting a private developer to sign up the ISPs (Model #4) all can improve chances of finding a partner. Once a partner is identified, it is also important to clearly define rules and goals for the program to maintain some degree of control and ensure municipal objectives are met. This is especially true for the “Open Access” programs which require participation of a private developer and one or several ISP partners. These models have been relatively rare in the U.S., but “Open Access” has proven successful in Europe and should be considered as an option for any municipality considering a municipal broadband program today, particularly as it strikes a good balance between providing a municipality the control it needs while also de-risking the investment and operations. Page 647 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 84 | Page Appendix B: Smart Application Technology Plan Background Palm Desert is analyzing its options to position itself for future “Smart City” applications. The City’s goal is to look at what it might take to establish “future-proof” solutions that deliver a premium operational experience for guests and residents, ideally while creating long-term revenue streams for the City of Palm Desert to help offset, at least in part, the costs of implementing these initiatives. This analysis includes use cases, an overview of the available and emerging technologies, provides a high-level overview of smart cities and summarizes both findings and recommendations. Within the scope of this analysis, the smart city-related tasks included:  Reviewing the current technology base  Providing recommendations on how the City can increase access to smart services for all citizens.  A prioritized overview of the types of smart city applications and infrastructure that could be most impactful.  Performing a high-level cost-benefit assessment of various infrastructure and smart application options, and exploring in more depth the prioritized list of Smart City technologies identified A Future-Proofed Technology Base for the City of Palm Desert The development of the technology base is founded upon the unique aspects of wireline (fiber optic) and particularly, gigabit wireless (5G) networks that make it perfectly suited to help advance many of the stated goals of the City of Palm Desert. While deeper exploration of deep technical foundations will be considered, at its core, 5G is more than just a faster wireless network. This technology is the new standard that is effectively replacing all existing fixed and wireless networks. Likewise, expanding the city’s fiber optic backbone to support both gigabit 5G and wireline connections is a crucial foundational element of this smart city plan. Without a robust telecommunications backbone, achieving many of these benefits may become cost prohibitive. The Case for Smart City Technologies While there is no universally accepted definition of smart cities, the term is most often associated with a community vision to integrate data and technology to improve the efficiency of services and manage city assets. In other words, properly applied, a smart city of the future can, for example, instantly sense human behavior and guide disabled pedestrians, trigger the need for refuse collection, amplify emergency services, and protect people against environmental and health threats. These technologies can also help address unmet needs in public safety, enhance traffic efficiency, assistive technologies especially considering “hyper-local” factors such as outdoor work in the summer heat, and small-scale environmental sensing. With the desire to advance a smart city program in mind, three critical, common elements often comprise these initiatives: 1. Sensing and data collection 2. Real-time data analysis and automation 3. Real-time service delivery modifications or “action” resulting from the sensing and analysis of data. Page 648 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 85 | Page At the risk of over-simplifying this concept, the graphic below highlights the flow of data from sensing (via a technology base) through analysis (via dashboarding and applications) to achieving action for the community’s benefit: Perhaps even simpler, this graphic can be used illustrate this concept: Popular Smart City Application Categories Nationwide, there are dozens of smart city applications in use currently. Although some cities are deploying applications related to health care, higher education, and non-municipal services, there are generally five broad topical areas which may be of specific interest to Palm Desert. While some are inter-related, these five categories are: 1. Security and “Movement analytics” to help track who – and what are moving through the city. 2. Energy – initiatives to reduce the greenhouse gas (GHG) footprint of their buildings and vehicles. 3. Utilities – reducing costs and energy consumption while enhancing municipal utility service delivery. 4. Transportation – travel related, including fleet electrification, connected vehicle infrastructure, congestion mitigation, mass transit, micro-mobility. 5. Navigation, Tourism, Wayfinding and Citizen Engagement (public awareness and acceptance) Execution Essentials Common to all these categories, and essential to program execution is a robust telecommunications backbone as a foundation to enable all the above categories. In most cases, gigabit wireless and symmetrical wireline (fiber optic) infrastructure is regarded as crucial. Likewise operating a successful smart city program execution will involve: • Smart & Big Data Synthesis from a wide variety of sources. • Data Visualization (situational awareness). • Leadership & Vision (action and execution in real time in response to the above). In short, the intent is to forge a livable, safe, and inclusive Palm Desert community by using technologies built on advances in a telecommunications backbone that promote privacy and security while balancing community-defined benefits1. Page 649 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 86 | Page Floods, Fires and Earthquakes Flooding and disruptions to the city’s infrastructure resulting from the mid-August 2023 Hurricane Hilary, as well as other emergency operations often serve to highlight the potential value realize by engaging these technologies. In addition to flooding and earthquakes, one emerging threat is now more commonly related to wildland fires which in some cases, including Paradise, California; Superior, Louisville, and Colorado Springs, Colorado and Lahaina, Maui, Hawaii have, combined, consumed more than 2,000 homes in largely suburban settings. In these situations, high winds have ignited flammable yard materials and residential rooftops and overwhelmed local fire departments’ ability to respond. Unfortunately, it seems that short-notice mass evacuations have, in some cities, caused critical evacuation routes to get clogged with fleeing residents uncertain of safe routes, overwhelming the capacity of the transportation networks to accommodate tens of thousands of people and vehicles. In many of those situations, smart city technologies could have reduced or mitigated the potential tragic end results and are worth a high-level consideration for Palm Desert. Emerging Technologies Ideally, taking a comprehensive approach to these technologies can leverage advances in wireless/optical communications, edge/cloud computing, situational awareness, privacy, and security, while balancing public sphere data collection requirements with community-defined benefits. That is, emphasis should be placed on delivering innovations across five areas4: 1. “Wi-Edge” – the integration of high-speed wireless-optical networking, high-performance edge- cloud computing, and software-defined radios and networking. 2. Situational Awareness – fine-scale, real-time observation, modeling, and forecasting of human behavior over variable time horizons at streetscape scales. 3. Security, Privacy, and Fairness – addressing socio-technical barriers of privacy and security within locally intelligent streetscapes, yielding a software pipeline for streetscape applications that gives community-configurable guarantees of privacy, fairness, and transparency. 4. Public Interest Technology – understanding how smart city technologies, applications, and security/privacy policies impact the social landscape and promote regional economic development. 5. Streetscape Applications – incorporating the distinct ways in which individual the Palm Desert community reads, interprets, and responds to local intelligence within the design process to optimize community-specific benefits. One Capital Investment – Multiple Solutions The answer to meeting the City of Palm Desert’s current and future needs is predicated on a platform that enables the City of Palm Desert to: o Build a Shared Infrastructure Network consisting of wireless transmitter sites, often as a network of small poles, known as “masts,” connected to a city fiber optic backbone. o Encourage public applications and partnering with the private sector, largely local developers, HOAs, public agencies/utilities and the major telecommunications carriers to share infrastructure and if necessary, be able to rent telecommunications assets such as conduits and fiber strands, masts, space and deploy on public infrastructure. Page 650 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 87 | Page o Create a technology base upon which carriers deploying their fiber wireline and wireless 5G infrastructure will be able to support the requested and futuristic use cases. Smart City Remote Sensing – Data Sources With the demand for smart applications increasing, the city would be well served to consider several possibilities for expanding both the sources of data and the uses, or application of that data to better serve the community. Today, there are dozens of smart technology systems in use by various cities – and to varying degrees. Many of these systems involve proprietary technologies, require on-going fees or revenue sharing with vendors and can be very specific in their use and application. Many of these smart city applications may be easy to implement in “full service” cities, however, in Palm Desert, many of these are likely to involve multiple agencies, HOA’s and may be both expensive and difficult to implement. With respect to Palm Desert specifically, there are several smart city applications that may be worth consideration. As noted above this assessment will offer both a high-level cost-benefit assessment of various infrastructure and smart application options, and a prioritized list of Smart Community technologies identified. Before offering either of these assessments, a brief overview of the technologies and data sources needed to support these smart city applications may be worth offering to better under the applications and possibilities, as noted: Available Data Sources – As noted above, remote sensing and data collection is the first of three crucial, “common elements” to lay the foundation for successful smart city applications. In Palm Desert, there are a few existing – or potential sources of data that could be useful for future smart applications which include: o Cell phone data aggregation (“People as Sensors” and “footfall” data) – This is data already being collected via individual cell phones and may easily be shared with Palm Desert, usually for modest fees from certain cellular providers and in some cases, third-party data aggregators and telecommunications companies. This data relies on the cellular devices GPS chips and requires the cellular companies to calculate position by a combination of GPS data and/or triangulation from a minimum of three cell tower reception to pinpoint where the device is. Based on the need and end users, often Personally Identifiable Information (PII) is stripped out to ensure a level of privacy and, if desired, anonymity. o Cellular Device Bluetooth and Wi-Fi based systems - This data source requires cell phone owners to have their phones’ Bluetooth and/or Wi-Fi systems switched on. While this requirement reduces the number of devices available, the resolution of the data is usually much better than available from cell towers and GPS systems. From this source, the raw data is available for no charge, but the analytics is usually done on a fee basis by third-party providers. The value of this data, for example, includes “footfall” data and travel-time analytics (e.g., BlueTOAD and other Vehicle-to- Infrastructure, V2I systems). Is usually available free of charge. which provide actionable Origin & Destination (O&D) data, o Overhead / Microwave / Optical detection systems - These data sources involve traffic-corridor- related sensors, usually fed into traffic management systems that often require some level staffing (see below). Page 651 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 88 | Page Typical Traffic Management Center for a city of about 50,000 population Other agencies, notably, Caltrans has sensors using overhead microwave detectors, in-pavement “hockey pucks,” “induction” loops and even optical detection on many of their major corridors to detect volumes and speeds of traffic. Additional detectors in use include Weigh-in-motion (“WIM”) to ensure truck weights are within standards, and windshield toll transponder devices. Further, many law enforcement agencies are also deploying License Plate Reading (LPR) technologies to help in spotting and tracking, for example, stolen vehicles. All these technologies are gathered and held by the agencies and may or may not be available to Palm Desert, depending on the uses and levels of privacy required. o Connected Vehicle-to-Infrastructure (CV2I) systems. • GM OnStar - Many car manufacturers are now collecting, and even selling data provided by their own on-board systems. For example, General Motors Vehicles offers OnStar as an option for many owners www.onstar.com/ , and then aggregates and makes much of the data available for a fee. Since older GM vehicles were using 2G and 3G (CDMA) cellular technology, the company is “sunsetting” the older systems. Still, their C-V2I data is available for cars newer than 2015 model years and is used by, for example, WAZE to help determine points of traffic congestion for its users. • Audi TLI - Perhaps one of the most interesting C-V2I systems is the Audi Traffic Light Information (“TLI”) system. This system is proprietary to Audi vehicles and connects an on-board display to a local governments’ traffic signal master. This system in effect allows the vehicle to not only predict when a certain traffic will change indication from red to green but calculate the speed necessary to flow through the intersection without slowing down. Page 652 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 89 | Page According to Audi (Audi Newsroom - audiusa.com) the system is operational in the Palm Desert area at the I-10/Cook, Jackson, and Jefferson interchanges. While the traffic signal master system is being upgraded by CVAG, this could easily be connected to the system, improving traffic flow in the region, including all of Palm Desert’s traffic signals for those driving Audi vehicles. Again, although the system is limited to Audi vehicles, it has been shown adding a single “smart” V2I vehicle into a platoon of non-connected vehicles can “smoothen” the flow overall along smart corridors - since a single Audi can limit the speeds of, say, a dozen cars behind it approaching the same intersection. o Aggregated traffic data – this is data publicly available by various vendors including Google Maps/WAZE, TomTom, Apple Maps, etc. While this data is used by motorists, many municipalities are finding this data can easily be used, for example, by their traffic operations staff to determine the location of various real-time traffic jams along major corridors. These technicians can then adjust traffic signal timing according to pre-planned “scenarios” based on the location of the lane restriction or traffic incident. One good low-cost example is the city of Amsterdam (population 900,000) monitors these free data sources along with their own sophisticated technology 24/7 to predict and mitigate traffic jams. Amsterdam’s Traffic Operations Center – Note four screens visualize free (e.g., Google Maps) public-sourced traffic data blended with surveillance cameras and municipal traffic signal data. (photo by Dave Zelenok, September 2023) o Fiber Sensing - is a form of acoustic detection requiring two dedicated fiber strands. This technology is described in detail below. Page 653 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 90 | Page o Big Data Sources – often used in conjunction with the Internet of Things (IoT), this term refers in general to aggregating very large, often disparate data sources and analyzing them for the benefit of specific users. For example, analyzing utility consumption data may be used to predict future traffic and pedestrian movements. Since most of the applications are offered via specific vendors for their off-the-shelf products, Palm Desert may find requests for new proprietary applications have their origins based on “big data” sources and the city would be well served to understand the sources of the data before engaging systems. o Small Data Sources – many of these technologies rely on dedicated individual sensors, for example in irrigated park areas or even inside small sidewalk refuse cans. Top 20 Smart Application Technologies While far from complete, and acknowledging that many of these applications will not be easy to deploy in Palm Desert, they are worth mentioning, if only to provide a high-level overview of the possibilities of robust detection, analysis, and actionable capabilities: 1. Traffic congestion and transportation related incidents a. Planned construction zone lane restriction notification (“tomorrow’s cone zones”). b. Unplanned incident and debris notification. c. Parametrically adaptive alternative traffic management controllers including pedestrian, cycling, transit and vehicular detection and management systems. 2. Fiber Sensing / leak detection - this emerging technology works by measuring small data changes in an optical fiber strand when it encounters vibration, strain, or temperature changes. It can often be deployed for about $20,000 to continuously monitor vehicle movement in a street, human traffic near high security areas, digging activity, seismic activity, the health of structures and assets, temperatures, liquid and gas leaks in pipes, and to monitor smart infrastructure. 3. Air quality sensors (e.g., Ozone/carbon monoxide, indicating health concerns or smoke). 4. Water Quantity and Quality Management a. Flooding (water quantity management systems). b. Stormwater and effluent management. c. Sensors in rain gardens and detention/retention/irrigation/recycling systems to manage stormwater flows and help enhance stormwater quality. 5. Security including: a. Acoustics (e.g., gunshots, used by law enforcement). b. Crowds (event management and law enforcement). c. Noise. 6. Weather events (wind, rain, fog, dust, etc.) 7. Earthquakes – instant notification of seismically damaged municipal infrastructure. 8. Accident avoidance – such as red-light running sensors triggering “all red” indications on traffic signal until vehicle clears. 9. Curb Management (Uber, Lyft, micro-mobility such as scooters and bike share pickup zones) on “complete streets”. Page 654 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 91 | Page 10. Parking Management (free space, overtime, obstructed) - Although Palm Desert does not have an active parking management system, future use cases might employ vacant parking space detectors and integrated parking kiosks and variable message signage/cell phone applications to inform the public of the availability and location of parking. 11. Pedestrian Movement Detection (aka, “footfall” on El Paseo and during events). 12. Environmental and energy management (active/passive heating/cooling and irrigation) system management and monitoring. 13. Advanced Operational Communications including: a. Manual and automated system coordination with Caltrans, Sunline Transit and Paratransit, and emergency responders. b. Citizen Broadband Radio Service (CBRS) – expanding the “cutting edge” application of CBRS technology in the Coachella Valley educational agencies (e.g., School Districts) to shared public and municipal uses by Palm Desert. c. Gigabit-speed Wi-Fi, and millimeter wave (“True 5G”) mesh transmitters integrated into Palm Desert’s fiber optic backbone (incorporating aesthetics, health, and safe monitored RF levels). 14. Variable Smart Lighting and centrally controlled RF transmitter sites and sensing platforms including: a. Brightening and dimming features. b. Knockdown and outage notification. c. Note: using the streetlight masts would require municipalizing the SCE streetlights throughout Palm Desert, they could be acquired through the next “Southern California Edison Community Choice Aggregation” (SCE CCA) cycle. The ROIs from the numerous Riverside County and Southern California cities participating in the 2020 cycle were in the 5–10-year range. 15. Major event management - adjusting pedestrian flows and directing large groups, for example to locations where queues are short during events. 16. Irrigation control systems through advanced metering infrastructure (AMI) of Coachella Water District infrastructure. 17. Public Refuse containers that notify staff on cue. 18. Micro-grids and shared energy systems – inter-connected solar panels, renewable energy or wind- powered devices using demand-side and supply-side management technologies, load-sharing energy during peak periods in coordination with Southern California Edison (SCE) and the California Public Utility Commission (CPUC) $200MM Microgrid Incentive Program (MIP). 19. Coordinated payment systems for rideshare, bike share affording “seamless” personal micro- transportation and “last mile” logistics and including features for Sunline transit, micro- transportation (scooters/bikeshare) and rideshare operators. 20. Wayfinding, variable message signing and interpretive kiosks/displays at key “touchpoints” to guide and educate along with integrated-area wide audio and video system(s) with the ability to control each speaker/displays in high density pedestrian areas like the El Paseo. Page 655 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 92 | Page Limiting Factors With respect specifically to Palm Desert, the city’s streetscapes – including urban, public neighborhood and private gated/HOA streets, sidewalks, and public spaces are at the center of public and commercial activities. Still, some might argue that the area may be facing long-term challenges that threaten livability, safety, and inclusion. Clearly, Palm Desert’s public spaces is where smart technologies and data sensing, analysis can be harnessed for actions resulting in achieving public good. Beyond this “lofty” statement though is the reality that any smart city plan must contain elements which are achievable, and measurable either quantifiably or subjectively. Realistically, Palm Desert is unique in that its population is predictable, but highly variable, and its summer environment presents specific challenges. Moreover, a significant portion of the infrastructure within the city limits is controlled largely by its many Homeowners Associations (HOAs), each with its own sets of neighborhood priorities and need for cost-benefit calculations on any smart technology advancements. Further, the city government in Palm Desert is largely not responsible for many services seen in other communities, notably K-12 education, health care, mass transit or public utilities are the responsibility of other independent governing bodies and agencies, again with their own priorities. Addressing the City of Palm Desert Requisite Use Cases For Palm Desert, it’s important to note that the city provides limited services and coordinates heavily with other agencies. For example, Sunline Transit Agency, Caltrans, Southern California Edison, Coachella Valley Water District, SoCalGas all provide services to the public in Palm Desert. Although each agency is responsible for their own operations, Palm Desert may wish to anticipate future coordination strategies with any number of these entities to possibly improve service, enhance sustainability programs or jointly share in specific future technologies. While Palm Desert should not be expected to install systems at city’s full cost for the benefit of these agencies, future resource sharing and smart city use cases may be worth consideration. Recommendations The following are the recommended top 5 prioritized smart application technologies for the City of Palm Desert. 1 - Middle Mile Fiber Ring Core Network Much of this Study details the costs and benefits of Palm Desert building a middle mile fiber ring core network. Additional revenue for Palm Desert from fiber leasing can be highly lucrative but is highly variable and is based on local demand. An in-depth exploration of current estimated costs is available in Section 7, Preliminary Design and Costs of this report. 2 – Advanced Traffic Management systems Transportation technologies are evolving at an unprecedented pace and will have profound effects. Engineers and public officials must start preparing today for an inevitable, vastly different future. “Big data,” high-speed communications, and transportation options such as autonomous vehicles and micro- transit are just a few disruptive technologies that will affect how people live, work, and play. Page 656 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 93 | Page Although the primary impacts of these changes are becoming better understood, the secondary consequences have been largely uncharted. Facing the largest modal shift seen since the invention of the automobile, cities like Palm Desert should expect to be challenged to change the ways in which it plans and develops its future roads, parking, transportation networks, and entire urban fabric. For the past decade, industry has been researching and testing vehicles that can sense the environment around them and communicate with other vehicles and infrastructure. The key to vehicle-to-vehicle (V2V) and vehicle-to-infrastructure (V2I) communications is a robust communications network—which is still somewhat lacking in Palm Desert. While fiber-optic-based telecommunications are highly regarded for their speed (megabytes downloaded per second) and reliability, their real value will come from their near-zero latency, or ability to communicate in virtual real-time with the networks. Moreover, vehicles “platooning” in tightly spaced and interconnected groups will require the ability to locate themselves and others to an accuracy of less than perhaps three centimeters. This technology will require vehicles moving at 60 mph to communicate with their networks in less than one millisecond, a speed which requires a fiber optic backbone. Many transportation futurists expect “totally managed systems,” interconnected systems often using big data, will be able to reduce accidents and congestion by predicting and avoiding traffic jams— changing traffic routes, speeds, and signal coordination in time to harmonize traffic flows. In Palm Desert, for example, the Sunline mass transit system is now incorporating a state-of-the art, real-time GPS-based bus location system using the General Transit Feed Specification (GTFS). This advanced system broadcasts predicted arrival times and delays to passengers using, for example, Google Maps for enhanced trip planning. This data would be relatively easy to incorporate into a dashboard system or traffic signal master allowing, for example, traffic signal pre-emption or priority (e.g., holding green indications at traffic signals for approaching Sunline busses) in Palm Desert. Likewise, with a fiber optic-based Vehicle-to-Infrastructure system in Palm Desert, connected Autonomous Vehicles (AVs) driving in platoons mere inches from each other may also reduce traffic congestion and reduce the need to capacity improvement (e.g., road widening) projects since the existing infrastructure would be able to handle the demand more efficiently. Similarly, car ownership will likely decrease as people opt for different modes of transportation. These modal shifts will all drive changes in the ways that Palm Desert will develop and plan its future infrastructure. Technologies showing the most promise now include: • Autonomous vehicles such as self-driving Teslas, with steering wheels. (Here today) • Personal rapid transit systems. Driverless low-cost-per-mile vehicles on fixed guideways or dedicated street networks in certain urban settings. (Here today) • “Scootermania” - Shared, hyperlocal, micro-transportation providing “last half-mile” trips. (Here today, often lacking regulation) • Driverless cars. Vehicles and ride share systems without steering wheels (Emerging technologies). • Transportation as a service in which people purchase only the transportation you need; car ownership, driveways, wide streets, and three-car garages become unnecessary. (Coming soon) Page 657 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 94 | Page Regardless of the long-term modal shifts and technological changes, CVAG and Palm Desert now should continue and expand their current efforts to develop their traffic management technologies. To that end, building a middle mile fiber core ring, sensors and dashboards should all be elements of a coordinated smart city strategy. Traffic management center costs often involve substantial grant support from the state government while benefits are often measured and predicted in terms of vehicle miles travelled (VMT) and congestion delay hours and injury accidents avoided. 3 - Smart Kiosks As Palm Desert continues to grow in population, it is important to help make information available to not only new residents but to the city’s many visitors as well and smart kiosks may assist in enhancing visitor experience. Often-used benefits include wayfinding for visitors, emergency notification, citizen engagement, revenue streams through third party signage, economic development and promotion of local events, attractions, and other visitor opportunities. The concept is to bring relevant information in a self-service format to various locations around the city. For example, on a college campus, smart kiosks could help students navigate attractions, keep track of important updates, create personalized emergency alerts, and view third party information such as off- campus restaurants. This concept can be applied to highly visited areas with the data being shared in a variety of mobile phone applications as well. Costs for these kiosks vary based on applications installed and hardware systems employed, but can often be shared with, for example, retailers in exchange for highlighting their businesses. 4 - Smart Security Solutions Improving security and safety in Palm Desert is an ongoing priority. An integrated safety and security system in which public entities and private stakeholders work together is one smart security solution. The idea is to proactively create a voluntary relationship with camera owners providing information about cameras, the camera locations, and the area each camera covers. For cities with high-value retail, such as El Paseo, concerned about deterring, for example “smash and grab” raids, these coordinated, smart video systems have been shown to enhance the chances of both deterring and, if necessary, apprehending suspects quickly. For example, Project Green Light Detroit is a program in which the Detroit Police Department partnered with eight gas stations to leverage real-time video surveillance to deter, identify and solve crime2. The idea behind such a concept in Palm Desert, is to improve the community through partnerships aimed at improving neighborhood safety, promoting the revitalization and growth of local businesses, and aiding in the Riverside County Sherriff Department’s efforts in the fight against crime. Since smart cameras can often be dual-purposed – for example, used by both law enforcement and traffic managers, their costs can be shared and matching grant funds are often available, reducing the city’s “out of pocket costs.” Benefits are likely to be subjective since it is difficult to quantify increased economic development or a sense of security from reducing the likelihood of potential criminal activity. Page 658 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 95 | Page 5- Pedestrian Movement Detection Several technologies have been developed which can track an individual by, for example, detecting and characterizing a specific cell phone identified by specific information tagged to its Bluetooth or Wi-Fi being left on. The advent of 5G also presents the ability to detect and track individual phones with a high degree of precision. Known as Footfall, systems are now available to measure how many people enter a facility, or a geo- fenced area, such as a major event, a shopping district or tourist area. As such, footfall analytics is one method for counting people and developing insights from that information. Footfall traffic data is developed in a variety of ways. For example, one popular method of collecting footfall data about people and how they navigate relies on gathering data from Wi-Fi and Bluetooth- enabled devices: smartphones, tablets, and laptops. These types of devices emit a ping while they try to find a device or router they can connect to. Certain footfall analytic hardware can pick up these pings and track pedestrians as they make their way through a defined area. Monetization of footfall data Footfall technology can measure a range of metrics, including unique vs. repeat customers, how many people walk by stores without entering, time spent in stores, at traffic signals, bus stops, etc. and where people tend to gravitate within a defined area. By counting footfall, businesses can identify, for example, purchasing opportunities they have and crucially, by incorporating that with retail, marketing and even sales data. This information in turn may assist merchants by offering “an edge” to help target peak hours, convert browsers into customers and ultimately optimize business performance. While the use of these technologies may have excellent applications – for example, in defining what some now refer to as “Breadcrumbs” in which a pedestrian’s activity exact times may be tracked and shared with others as an excellent and valuable feature. However, the information displayed may present privacy concerns. As a result, a key policy discussion within Palm Desert may be worthwhile about the extent to which PII - Personally Identifiable Information – should and may be used with/without a pedestrian’s knowledge and consent. By gaining a better understanding of in-store pedestrian/shopper movement, retailers can better allocate staff throughout their stores. This can range from what time certain stores are busiest to which areas of larger stores need more assistance. Creating a more efficient employee to customer balance enhances the shopping experience as well as improving employee engagement and creates marketing opportunities. Limit Occupancy or Enforce Social Distancing Crowd management technologies provide real-time headcounts of how many people are occupying space at a given time and some retailers including Kroger (Ralph’s in California) use this technology. Analyze Customer Behavior Behavior analysis can indicate how much time individuals spend in specific locations, define popular foot routes, and identify long wait times or queues. Understanding pedestrian behavior can assist with product placement, staff allocation, marketing, and sales conversion. These systems are often developed “quietly” with retailers (like Ralphs) reluctant to share their costs and benefits. Page 659 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 96 | Page Back Office Applications Dashboards While mountains of data can be collected, the data is only as valuable as the actions taken in response to real-time conditions. A comprehensive “dashboarding” initiative should be considered following the selection of desirable technologies. In other words, if Palm Desert desires to generate footfall traffic along El Paseo, a dashboard may be developed to monitor and convey critical real-time information about, for example, long queues or a crowd forming in certain areas which may require law enforcement attention or even traffic congestion mitigation actions like extending a certain southbound green traffic signal indication in response to a traffic incident. A dashboard could illustrate real-time status of buses (including next arrivals), weather, available parking or any needed information gathered by sensors could be compiled into a singular “control center”. Dashboards could be easily customized, for example, to display data important to weather, data related to crowd management, restaurant data, etc. Example of a “dashboard” system highlighting parking, transit, traffic, and related real-time data Location-Based Apps Applications today use location features to improve performance. It is important to note that geolocation functionality takes effect only after a user clicks on the ‘Allow’ or ‘Enable’ option. Location-based apps can detect objects, buildings, services, and businesses. Geolocation is also an integral component of apps that are focused on logistics, delivery, and other service industries. Location-based apps can only function with up-to-date maps and location services. Several technologies need to be implemented to ensure more accurate geolocation. Here are some of those geolocation technologies. GPS module The Global Positioning System (GPS) provides data on geolocation and time. The most recent GPS technology offers accurate geolocation data within a few meters. Most navigation apps include built-in real-time GPS coordinates. Page 660 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 97 | Page Cell ID Cellular ID (identification) is unique for every device and is an important component of geolocation. This means that even in the absence of live data from the mobile device, information from cell towers can provide an approximate location. Assisted GPS Assisted or Augmented GPS (A-GPS) is a system that can be used to improve the general performance of GPS positioning technology. More accurate location tracking that supersedes the performance of standard GPS can be provided by a combination of the Cell ID and A-GPS. Geofencing A geo-fence is a virtual boundary within which an app performs pre-programmed simple or complex actions. Uber, for example, uses a geofencing technique. Another example is child-monitoring software that could be used by parents to track the movement of young children have implemented an adapted version of geofencing. Geofencing Applications could include: • Out of Bounds, which would require: o A determination of the level to which granular data someday may be needed. • Breadcrumbs, which would have two benefits: o Allowing each pedestrian to track their own activity with a high level of precision. o Allowing pedestrian behavior to be monitored by law enforcement if desired. iBeacon and Eddystone iBeacon is a Bluetooth-based low energy proximity sensor that transmits a signal from a beacon to a receiver that is usually an app. Google’s version of the iBeacon is called Eddystone, which is named after a lighthouse in England. Geolocation for IoT Route tracking using geolocation coordinates can be performed by IoT-enabled devices. An IoT device can collect data (signals) from device sensors that are like radio antennas. The data can then be used to identify the device’s location coordinates. The following are some mobile apps that utilize some of the geolocation technologies. Life360 This is known as a family safety app. It provides driving, digital, and location safety features. The Life360 app is compatible with iOS and Android devices. A free 7-day trial version is available, as well as three different membership plans that include different features and have an annual subscription cost. Page 661 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 98 | Page Dark Sky Dark Sky offers hyperlocal weather information with down-to-the-minute forecasts based on the user’s current geolocation. The Dark Sky app is compatible with iOS and Android devices and can be downloaded for free from the Apple Store or Google Play Store. GasBuddy The GasBuddy app can be used to find the cheapest gas stations near the user and then it can be used to save on the cost of each gallon of gas by upgrading to a GasBuddy fuel rewards program. The GasBuddy app is compatible with iOS and Android devices and can be downloaded for free from the Apple Store or Google Play Store. Artificial Intelligence (AI) Artificial Intelligence (AI) applications include advanced web search engines, recommendation systems, understanding human speech, self-driving cars, automated decision-making and competing at the highest level in strategic game systems. The various sub-fields of AI research are centered around particular goals and the use of particular tools. The traditional goals of AI research include reasoning, knowledge representation, planning, learning, natural language processing, perception, and the ability to move and manipulate objects. It is seemingly apparent that from this analysis of smart application technologies that the City of Palm Desert can develop a technically-sound and financially viable plan to achieve its long-sought goal to improve its resident, business, and visitor experience. Critically, the timing of this Study coincides perfectly with the carriers’ goals to deploy and fully-leverage their 5G spectrum. This creates a tremendous opportunity to deploy technology capable of meeting not only the goals for improving resident, business, and visitor experiences but true operational improvements. Page 662 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 99 | Page Appendix C: Request for Expressions of Interest REQUEST FOR INFORMATION INVITATION FOR BIDS 2023-RFI-222 BROADBAND PARTNERSHIP City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 RELEASE DATE: November 8, 2023 DEADLINE FOR QUESTIONS: November 15, 2023 RESPONSE DEADLINE: December 1, 2023, 5:00 pm RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO: https://procurement.opengov.com/portal/cityofpalmdesert Page 663 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 100 | Page City of Palm Desert REQUEST FOR INFORMATION Broadband Partnership I. Introduction.......................................................................................... II. Project Details....................................................................................... III. Instructions to Respondents ................................................................. IV. Response Items..................................................................................... V. Vendor Questionnaire........................................................................... Attachments: A - Proposed City Fiber Ring Network Map Page 664 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 101 | Page 1. Introduction 1.1. Summary The City is considering the development and deployment of a fiber network in partnership with potential private sector partners. The partnership envisions the City leveraging funding to construct a municipal fiber ring network and identifying a partner willing to assist in creating ubiquitous fiber to the premises (residents and businesses) connectivity throughout Palm Desert. In this model, the partner would be responsible for completing the drop construction to each demand location, which includes homes and businesses, as part of providing the services, and ongoing operations. 1.2. Background The City of Palm Desert, California, incorporated November 26, 1973, is centered in the heart of the Coachella Valley in eastern Riverside County, part of the low desert region of Southern California. Often referred to as the cultural, educational, and retail hub of the desert communities, Palm Desert offers a unique blend of amenities and a safe, family-friendly environment. The City is a charter city in the State of California. It is a thriving community of approximately 50,000 full- time and an additional 32,000 seasonal residents. Palm Desert is rated one of the safest cities in Southern California. The Police Department is contracted through the Riverside County Sheriff's Department and its fire and paramedic services are similarly contracted with Riverside County Fire. An ideally situated resort community, Palm Desert offers a small-town feel with big-city amenities. Its character is upscale yet comfortable and family friendly. A place of relaxation and escape, the City also offers countless pursuits for active lifestyles including exciting outdoor activities in a beautiful, natural environment. Convenient access to world-class shopping, recreation, culture, and the arts combined with 350 days of predictable sunshine each year make Palm Desert one of the world’s premier destinations. 1.3. Contact Information Project Contact Deborah Glickman Management Analyst 73510 Fred Waring Dr City of Palm Desert, CA 92260 Procurement Contact John Ramont Deputy Director, Finance 73-510 Fred Waring Drive Palm Desert, CA 92260 Department: Economic Development Page 665 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 102 | Page 1.4. Timeline Release Project Date November 8, 2023 Question Submission Deadline November 15, 2023, 5:00pm Question Response Deadline November 22, 2023, 5:00pm Proposal Submission Deadline December 1, 2023, 5:00pm 2. Project Details 2.1. Project Overview Palm Desert is considering the development and deployment of a fiber network in partnership with potential private sector partners. The partnership envisions the city leveraging funding to construct a municipal fiber ring network and identifying a partner willing to assist in creating ubiquitous fiber to the premises (residents and businesses) connectivity throughout Palm Desert. In this model, the partner would be responsible for completing the drop construction to each demand location, which includes homes and businesses, as part of providing the services, and ongoing operations. Please refer to Appendix A for a map of the proposed fiber ring network. This Request for Expressions of Interest (EOI) has been initiated by the City of Palm Desert to enable it to identify one or more partners that would be interested in providing improved network services within the City limits using City-built fiber infrastructure. The City seeks input from interested potential partners regarding the terms and conditions under which partners would operate and manage Internet and other network services to homes and businesses over City-owned fiber. Palm Desert is particularly interested in providers who will use the fiber to provide ultra-high-speed network access defined as being in the multiple-hundred mega-bit-per-second (Mbps) to giga-bit-per- second (Gbps) range. One of Palm Desert’s primary goals of this network is economic development. With the Internet as a driving vehicle many businesses can locate anywhere if there is enough bandwidth at affordable prices. Companies that rely on high-speed connections will go where they can flourish. Responses to this EOI should state how the respondent’s approach will further the City’s goals of attracting businesses and residents and encouraging economic retention in the City. Palm Desert seeks to make the City a more desirable place for firms and residents, who see the quality- of-life benefits of broadband both directly through home connections and through enhanced services provided to the business community. Because this network is an important part of the City, Palm Desert seeks a wired service provider or multiple providers who are interested in providing services to the residents and businesses in the community. Page 666 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 103 | Page Wired services include the provision of one or more of the following services to end customers in the community: voice, video, and data/broadband content, but services proposed must include at a minimum a fiber to the premise broadband connection. Wired services may include other ancillary services typically provided by broadband or cable providers. 3. Instructions to Respondents 3.1. Instructions to Respondents Interested vendors may respond by submitting answers found in Section 5, "Vendor Questionnaire." Vendors are encouraged to attach relevant supporting information at the end of the Vendor Questionnaire. 3.2. Questions and Clarifications All questions, requests for interpretations or clarifications, either administrative or technical must be requested in writing VIA the "Q&A" tab through the City's online bid management provider (“OpenGov- Procurement”). All written questions, if answered, will be answered in writing, conveyed to all interested firms, and posted through OpenGov-Procurement. Oral statements regarding this RFP by any persons should be considered unverified information unless confirmed in writing. To ensure a response, questions must be received in writing by 5:00 pm (local time) on Wednesday, November 15, 2023. 3.3. Process Upon the closing of this EOI the City shall review responses and determine next steps. 4. Response Items 4.1. Response Requirements Interested parties shall respond to the EOI according to the schedule and shall provide responses to the Vendor Questionnaire to follow. 4.2. Requested Information There are several central goals to the City’s municipal fiber ring network undertaking. Respondents to this EOI and any possible subsequent RFP should indicate whether and how their proposal serves these goals: A. Offer service to any customer connected to or any customer that could be connected to the City fiber network; serving only limited areas of the City or specific types of customers is less desirable. B. Offer unique services and speeds and network performance better than that provided by the incumbent networks in the City. For example, providing hundreds of megabits or gigabit speeds, providing symmetrical services, providing services that continue operating when commercial power fails, providing service level agreements, and providing direct connectivity between locations on the City fiber. C. Propose connectivity services to the City’s business community and other locations where a provider can cost-effectively and competitively connect to commodity Internet and secure cloud services. Page 667 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 104 | Page D. Respond to the needs of health care providers and patients. E. Respond to the needs of the large and small businesses connected to the City fiber. F. Provide cost-effective services for price-sensitive customers and flexible pricing plans, including the unserved (less than 25 Mbps download and 3 Mbps upload speeds) and underserved (less than 100 Mbps download and 20 Mbps upload speeds). The City seeks an uninhibited network, where Service Providers may offer a range of services, and network operators are neutral with respect to Service Providers, applications, websites, type of use, and type of connection device. The City seeks Service Providers who would be interested in offering lit broadband services and partners who would be interested in handling maintenance and operations of the network. The City also seeks partners who will be interested in extending the City fiber, if expansion is needed. For the network to have the intended economic and quality of life impacts, Palm Desert considers both cost and availability of service to be important. The City encourages responses from interested partners that address both to maximize adoption of service. 5. Vendor Questionnaire 5.1. Affirm that you are interested in this partnership.* ☐ Yes ☐ No *Response required 5.2. Provide a statement of experience discussing past performance, capabilities, and qualifications. * Identify other networks your firm has designed, built, maintained, or operated; include the levels of broadband speed, availability, and adoption among different categories of end-users and unique capabilities or attributes. Discuss other partnerships with other service providers, government, or non-profit entities you have undertaken, particularly any involving dark fiber leasing. Describe the nature of the projects and your firm’s role. Explain how your firm is a suitable partner for this project. *Response required 5.3. Please refer to Appendix A to review the map of the City’s proposed fiber ring network. Do you support this network design? If so, please explain why you support it. If not, please share your thoughts about how you would design the network.* *Response required 5.4. At a very high level, summarize the technological and operational approach you would use for this project. * *Response required Page 668 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 105 | Page 5.5. At a very high level, summarize the technological and operational approach you would use for this project. * How would you use technology to meet the City’s goals? What approach would you use to interconnect with the Internet and other public networks? How would you perform network management? Under what scenarios would you require route diversity or other special features in the City fiber? At what sort of facility (or facilities) would you place network electronics? Would you require direct, dedicated fiber connectivity to all premises, or would a passive optical network be suitable in some cases? *Response required 5.6. Summarize the business approach you would use for the project. How would your business plan help meet the City’s goals? What are the key assumptions? What are your main areas of risk, and how can the City help reduce the risks?* *Response required 5.7. Describe your previous experience/successes with projects funded from local, state, or federal government sources.* *Response required 5.8. What is your proposed schedule for implementing service? Offer a timeline with key milestones. Would you be able to begin service before the entire City was constructed? Are there areas of the City you would recommend be constructed first? * *Response required 5.9. What are your requirements for the City to meet in order for you to partner with the City on this project? What, if any, are the financial requirements you have of the City to enter into a partnership? If you do not address this question as to financial requirements, it will be assumed that you are interested in the partnership but have no financial requirements whatsoever of the City.* *Response required 5.10. What service options would you plan to offer over this network (for example, data only, voice and data, a triple play of voice, data, and cable television, etc.)? What download/upload or symmetrical speeds would you offer and guarantee to end-users? How will your residential and business offerings differ? Please propose planned pricing for 100 Mbps, 500 Mbps and 1 Gbps service for residential and business customers.* *Response required Page 669 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 106 | Page 5.11. Provide a statement of how your proposed participation would help the City’s economic development goals. * Describe your interests and plans to hire local contractors and providers in Palm Desert, and how your participation would help local job creation. Describe your relationships with local businesses in Palm Desert as well as your interest and plans to engage them in this project. Describe your relationships with socially and economically disadvantaged small businesses in Palm Desert as well as your interest and plans to engage them in this project. *Response required 5.12. Provide three (3) references, including contact information, from previous contracts or partnerships.* *Response required 5.13. Additional Materials Upload any relevant documentation you would like to be included in your submission. Page 670 of 855 City of Palm Desert Broadband Feasibility & Master Plan Study 107 | Page APPENDIX A – Proposed City Fiber Ring Network Map (Subject to Change) Page 671 of 855 Page 672 of 855 Broadband Study Middle Mile Map Page 673 of 855 Page 674 of 855 Page 675 of 855 Page 676 of 855 Contract No. ______________ Page 1 of 3 AMENDMENT NO. 10 TO THE PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF PALM DESERT AND HR GREEN PACIFIC 1. Parties and Date. This Amendment No. __ to the Professional Services Agreement between the City of Palm Desert and HR Green Pacific is made and entered into as of this 11th, day of April 2024, by and between the City of Palm Desert (“City”) and HR Green Pacific, with its principal place of business at 260 Corona Pointe Court, #305, Corona, CA 92879 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Consultant have entered into an agreement entitled Professional Services Agreement Contract No. C41690 dated July 1, 2021, (“Agreement” or “Contract”) for the purpose of retaining the services of Consultant to provide on-call services for the Public Works and Development Services Departments. 2.2 Amendment. The City and HR Green Pacific desire to amend the Agreement to expand the scope of service in the amount of Nineteen Thousand Eight Hundred Eighty Four Dollars ($19,884),to include a Request for Proposals and grant management to support the Broadband Feasibility Study and Master Plan. The Parties have heretofore entered into that Amendment No. 10 dated April 11, 2024. 2.3 Amendment Authority. This Amendment No. _ is authorized pursuant to Section 3.6.14 of the Agreement. 3. Terms. 3.1 Scope of Services and Term: Section 3.1.1 of the Agreement is hereby amended in its entirety to read as follows: 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work, including the preparation of a Request for Expression of Interest for the Broadband Feasibility Study and Master Plan, necessary to fully and adequately supply the services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. “Exhibit A to this agreement is hereby included as part of the scope of services to the original and amended contract. 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 10, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 10. From and after the date of this Amendment No. 10, Page 677 of 855 Contract No. ______________ Page 2 of 3 whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 10. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 10. 3.4 Severability. If any portion of this Amendment No. 10 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 10 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Page 678 of 855 Contract No. ______________ Page 3 of 3 SIGNATURE PAGE FOR AMENDMENT NO. 10 TO THE PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF PALM DESERT AND HR GREEN PACIFIC IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 10 to the Professional Services Agreement as of the day and year first above written. CITY OF PALM DESERT By: L. Todd Hileman City Manager ATTEST: By: Anthony J. Mejia City Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP City Attorney HR Green Pacific, Incorporated By: Its: Vice President Printed Name: Tim Hartnett By: Its: Secretary Printed Name: Jason Poppen QC: _____ Insurance: _____ Initial Review _____ Final Approval Page 679 of 855 Page 680 of 855 Page 1 of 2 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Anthony J. Mejia, City Clerk REQUEST: RESOLUTION ESTABLISHING PROCEDURES FOR THE APPOINTMENT OF THE MAYOR AND MAYOR PRO TEM RECOMMENDATION: Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ESTABLISHING PROCEDURES FOR THE APPOINTMENT OF THE MAYOR AND MAYOR PRO TEM AND RESCINDING RESOLUTION NO. 2021-61.” BACKGROUND/ANALYSIS: On March 26, 1976, the City Council adopted Resolution No. 76 -39, amended by Resolution Nos. 80-44, 82-22, and 84-41, establishing a one-year term and setting forth a rotating appointment process for the positions of Mayor and Mayor Pro Tem. On October 11, 2001, the City Council adopted Resolution No. 01-110, amended by Resolution Nos. 2013-14, 2015-91, and 2021-61, formalizing the practice of appointing the Mayor and Mayor Pro Tem on a seniority rotating basis. Resolution No. 2021-61 included provisions addressing situations in which two or more Members in the same district are sworn into office on the same day as well as when two or more Members are sworn into office on the same day from different districts. These provisions no longer apply to a five -district electoral system; therefore, it is necessary to establish new procedures. On February 15, 2024, the City Council confirmed the appointment of Mayor Pro T em Harnik and Mayor Quintanilla to a City Council Ad Hoc Committee on the appointment procedures for the Mayor and Mayor Pro Tem. On March 11, 2024, the Ad Hoc Committee met with City staff to discuss potential options for the selection of the Mayor and Mayor Pro Tem. The Committee reviewed methods for appointing a Mayor and Mayor Pro Tem and recommended a district-based rotation process. On March 28, 2024, the City Council considered the recommendation; however, the City Council voted 4-0 (with Mayor Quintanilla abstaining) to direct staff to prepare a resolution establishing a seniority-based rotation process (based on the responses in the Q&A Memo, dated March 28, 2024) and requested that the City Clerk evaluate and notify the City Council regarding any unanswered questions/situations not covered by the proposed process. In evaluating the proposed process, the City Clerk identified that in the event of a tie, there is a need to identify who will call the coin toss or the order of drawing straws. Therefore, the City Clerk has proposed that the order be determined by alphabetical order of the Members’ last name. Page 681 of 855 City of Palm Desert Mayor & Mayor Pro Tem Appointment Procedures – Seniority-Based Page 2 of 2 Procedure Highlights:  Term of Appointment: Members shall be appointed for a one-year term, commencing at the first regular City Council meeting in December of each year. o If a Member serving as Mayor served a partial term of six months or less, that Member shall continue to serve as Mayor for an additional year. o If a Member serving as Mayor Pro Tem served a partial term, that Member shall continue to serve unless there is an outgoing Mayor, in which case the Member shall be appointed to serve as Mayor.  Eligibility: A Member must serve on the City Council for at least one year prior to serving as Mayor Pro Tem or two years prior to serving as Mayor. In the absence of this occurrence, a Member having served at least one term on the Planning Commission will be sufficient for appointment.  Rotation Priority: In appointing the Mayor Pro Tem, priority shall be given to the Member with the longest continuous service since last serving as Mayor, if ever. In appointing the Mayor, priority will be given to the immediately preceding Mayor Pro Tem.  Tie Breakers: If two Members are tied, ties shall be broken a coin toss; if three Members are tied, ties shall be broken by drawing straws; and the winner shall be inserted first into the Mayor Rotation. The order of calling the coin to ss or selection of straws shall be determined by alphabetical order of the Members’ last name.  Declining to Serve: If a Member declines service as Mayor or Mayor Pro Tem, then that Member’s future placement in the rotation will be as if they served in the year for which service is waived.  No Option: If these procedures result in no Member being eligible to fill either position, then the City Council may vote to appoint anyone of its Members to serve.  Removal: The Mayor and Mayor Pro Tem may be removed by 4/5ths vote of the City Council. Legal Review: This report has been reviewed by the City Attorney’s office. FINANCIAL IMPACT: There is no fiscal impact associated with this action. ATTACHMENT: 1. Draft Resolution Page 682 of 855 ATTACHMENT 1 Seniority-Based Rotation RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, ESTABLISHING PROCEDURES FOR THE APPOINTMENT OF THE MAYOR AND MAYOR PRO TEM AND RESCINDING RESOLUTION NO. 2021-61 WHEREAS, the City Council of the City of Palm Desert, California, adopted Resolution No. 76-39, amended by Resolution Nos. 80-44, 82-22, and 84-41, establishing a one-year term and setting forth a rotating appointment process for the positions of Mayor and Mayor Pro Tem, and WHEREAS, the City Council adopted Resolution No. 01-110, amended by Resolution Nos. 2013-14, 2015-91, and 2021-61, formalizing the practice of appointing the Mayor and Mayor Pro Tem on a seniority rotating basis, and WHEREAS, the City Council must appoint from its own membership two Members to serve as Mayor and Mayor Pro Tem, and WHEREAS, it has been the desire of each City Council serving the City of Palm Desert since incorporation to make these positions honorary in nature, held for a one - year term, and WHEREAS, it is the City Council’s opinion that each Member elected to the City Council is equally qualified and deserving to hold these offices, and each Member should be given ample opportunity to serve in one or both of these offices; and WHEREAS, Resolution No. 2021-61 includes provisions addressing situations in which two or more Members in the same district are sworn into office on the same day as well as when two or more Members are sworn into office on the same day from different districts. These provisions no longer apply to a five -district electoral system as enacted by Ordinance No. 1406; therefore, it is necessary to update the procedures; and WHEREAS, the purpose of this Resolution is to update the seniority-based rotation for the appointment of Members to the honorary positions of Mayor and Mayor Pro Tem. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1. TERM OF APPOINTMENT. The appointment of Mayor and Mayor Pro Tem shall be made on an annual basis at the first regular City Council meeting in December of each year. No Member shall serve a term in either office to exceed a one- year period, except as follows: A. If a Member serving as Mayor served a partial term of six months or less, that Member shall continue to serve as Mayor for an additional year. B. If a Member serving as Mayor Pro Tem served a partial te rm, that Member shall continue to serve unless there is an outgoing Mayor, in which case the Member shall be appointed to serve as Mayor. Page 683 of 855 Resolution No. _____ Page 2 SECTION 2. ELIGIBILITY. Prior to any Member being appointed as Mayor, the Member shall have served on the City Council for approximately two years, and the Mayor Pro Tem shall have served on the City Council for approximately one year prior to being appointed to those respective offices; or in the absence of this occurrence, a Member having served at least one term on the Palm Desert Planning Commission will be sufficient eligibility for appointment to the office. SECTION 3. ROTATION PRIORITY. In appointing the Mayor Pro Tem, priority shall be given to the Member with the longest continuous service since last serving as Mayor, if ever. In appointing the Mayor, priority shall be given to the immediately preceding Mayor Pro Tem; if the immediately preceding Mayor Pro Tem is unwilling or unable to serve as Mayor, priority shall be given to the Member who would ot herwise have priority to be appointed Mayor Pro Tem. SECTION 4. TIE BREAKERS. When two or more Members are tied, the order of service in the Mayoral Rotation shall be established by a method of chance, with the winner being inserted first into the Mayoral Rotation. A. When two Members are tied, ties shall be broken by coin toss and the Member calling shall be determined by alphabetical order of the Members’ last name. B. When three Members are tied, ties shall be broken by drawing straws with the order of picking a straw being determined by alphabetical order of the Members’ last name. SECTION 5. DECLINING TO SERVE: If a Member declines service as Mayor or Mayor Pro Tem, then that Member’s future placement in the rotation will be as if they served in the year for which service is waived. SECTION 6. NO OPTION. If these procedures for the appointment of Mayor and Mayor Pro Tem result in no Councilmember being eligible to fill either position, then the City Council may vote to appoint anyone of its Members to serve. SECTION 7. REMOVAL. The City Council by four-fifths (4/5ths) vote may remove the Mayor and/or Mayor Pro Tem. SECTION 8. Resolution No. 2021-61 is hereby rescinded in its entirety. SECTION 9. The City Clerk of the City of Palm Desert shall certify the passage and adoption of this resolution and its approval by the City Council and shall cause the same to be listed in the records of the City. Page 684 of 855 Resolution No. _____ Page 3 ADOPTED ON ________________, 2024. KARINA QUINTANILLA MAYOR ATTEST: ANTHONY J. MEJIA CITY CLERK I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Resolution No. 2024-__ is a full, true, and correct copy, and was duly adopted at a regular meeting of the City Council of the City of Palm Desert on _______________________, by the following vote: AYES: NOES: ABSENT: ABSTAIN: RECUSED: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ___________________. ANTHONY J. MEJIA CITY CLERK Page 685 of 855 Page 686 of 855 Page 1 of 3 CITY OF PALM DESERT STAFF REPORT MEETING DATE: April 11, 2024 PREPARED BY: Nick Melloni, AICP, Principal Planner REQUEST: INTRODUCTION OF AN ORDINANCE TO ADOPT A ZONING ORDINANCE AMENDMENT TO IMPLEMENT RESIDENTIAL AND MIXED-USE OBJECTIVE DESIGN STANDARDS AND MAKING A FINDING OF EXEMPTION UNDER CEQA RECOMMENDATION: Introduction of an Ordinance entitled “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, AMENDING THE PALM DESERT MUNICIPAL CODE TO ADD CHAPTER 25.42 – MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS AND AMENDING OTHER CHAPTERS OF THE ZONING ORDINANCE, AND MAKING A FINDING OF EXEMPTION UNDER CEQA” BACKGROUND/ANALYSIS: At its February 6, 2024, regular meeting, the Planning Commission unanimously adopted Resolution No. 2852 recommending that the City Council adopt a notice of exemption in accordance with CEQA and approving the Zoning Ordinance Amendment (ZOA). As part of their recommendation of approval, the Planning Commission included the following substantive changes to the Residential and Mixed-Use Residential Objective Design Standards document (ODS): 1. Amend ODS 3.9.4 to require that an active water amenity be mandatory instead of one of the options and define water amenity to be an active/usable feature with images that it is intended to be a splash pad or similar amenity, and not a passive water fountain. 2. Amend ODS 5.1.4 to increase the size of the parking lot landscape islands to ensure the healthy growth of trees. 3. Amend the diagram for ODS 3.3.1 to allow for the clustering and offsetting of trees (creating an “oasis effect”). At its March 14, 2024, regular meeting the Palm Desert City Council, regular meeting. The City Council voted to approve the ZOA with amendments to the ODS document including the following substantive changes: 1. Adding a standard to ODS 3.4 / 3.5 that any invasive, noxious, and nuisance plant species and any plant species designated by the weed control regulations in the Federal Noxious Weed Control and Eradication Act of 2004 and identified on a regional district noxious plant species control list, and in Chapter 24.04 of the Palm Desert Municipal Code (“PDMC”) shall be prohibited. 2. Amending ODS 4.2.1 to revise language so that no building wall shall exceed 250 feet in length. Page 687 of 855 City of Palm Desert Residential and Mixed-Use Objective Design Standards Page 2 of 3 3. Amending ODS 4.2.2 (building breaks), revise language so that a minimum 40-foot open- to-the-sky building breaks shall be provided between resulting structures. 4. Amending ODS 4.3.1 so that a minimum of four out of the 11 options for building modulation must be utilized to be in compliance with the standard. 5. Removing ODS 5.5.1 (and updating the numbering of the following standards) so that there isn’t language which prohibits surface parking lots in the frontage setback or between buildings and the public street. If someone were to place a surface parking lot in this area, they would have to comply with ODS 5.1.2, which already mandates either providing a fence or wall (5.1.2b) or a 10-foot landscape buffer (5.1.2.c). 6. Other text modifications and clarifications are summarized in the attached errata sheet. The full scope of modifications is detailed in the errata sheet dated March 29, 2024. The modifications were substantial and were not considered by the Planning Commission during the February 6, 2024, hearing. Therefore, in accordance with Government Code Section 65827, the revised ordinance was required to return to the Planning Commission for re -consideration. Appointed Body Recommendation: At its April 2, 2024, regular meeting the Planning Commission considered th e recommended changes and adopted Resolution 2863 recommending approval of the revised Objective Design Standards document with the comment that the language added for ODS 3.3.5 to “Consider irrigation practices that better emulate natural conditions or mo ve irrigation lines incrementally over time to encourage “Desert Museum” Palo Verde roots to grow more robustly and better prevent this species from falling over.” Become standard for all trees. The draft resolution is attached for reference. Legal Review: This report has been reviewed by the City Attorney’s office. Environment Review: Pursuant to the California Environmental Quality Act (CEQA), Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the adoption of the Ordinance implementing the objective design standards and the City of Palm Desert Objective Design Standards document do not constitute a “project” within the meaning of Public Resources Code Section 21065, 14 Cal Code Regs. Section 15060(c)(2) or 15378 because it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Even if the adoption of the Ordinance implementing the objective design standards and the City of Palm Desert Objective Design Standards document did constitute a project under CEQA, the objective design standards documents fall within the “common sense” exemption set forth in 14 Cal. Code Regs. Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment…” Therefore, the proposed objective design standards documents do not warrant further environmental review. Page 688 of 855 City of Palm Desert Residential and Mixed-Use Objective Design Standards Page 3 of 3 FINANCIAL IMPACT: No financial impacts as part of this project. The project is funded entirely by a Local Early Action Planning (LEAP) grant provided by the California Department of Housing and Community Development (HCD) totaling $150,000. Adoption of the ordinance and document will allow the City to seek reimbursement of the project cost through the LEAP grant. ATTACHMENTS: 1. Draft Ordinance 2. April 2, 2024 - Planning Commission Staff Report 3. Draft Planning Commission Resolution No. 2863 4. March 29, 2024 - Planning Commission Errata Sheet 5. March 2024 Palm Desert Multifamily and Mixed-Use Objective Design Standards Document 6. Public Hearing Notice Page 689 of 855 Page 690 of 855 ORDINANCE NO. #### AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, APPROVING A ZONING ORDINANCE AMENDMENT OF THE PALM DESERT MUNICIPAL CODE TO ADD CHAPTER 25.42 – MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS, AMENDING OTHER CHAPTERS OF TITLE 25 TO IMPLEMENT CITY-WIDE MULTIFAMILY AND MIXED-USE RESIENTIAL OBJECTIVE DESIGN STANDARDS AND MAKING A FINDING OF EXEMPTION UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT CASE NO. ZOA24-0001 WHEREAS, Government Code Section 65800 et seq. provides for the amendment of any and all adopted City of Palm Desert (“City”) zoning laws, ordinances, rules and regulations; and WHEREAS, on September 29, 2017, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Senate Bill 35 (Wiener) into law, which amended Government Code Sections 65400 and 65582.1, and added Section 65913.4, requiring cities and counties to streamline their review and approval of eligible housing projects; and WHEREAS, on October 9, 2019, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Senate Bill 330 (Skinner) into law, which amended Government Code Section 65589.5 and 65941.1 of the Government Code, relating to housing limiting a jurisdiction’s ability to deny a housing project when it complies with all objective general plan and zoning standards; and WHEREAS, on September 28, 2022, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Assembly Bill 2011 (Wicks) into law, which amended Government Code Section 65400 and 65585, and added 65912.100 -101 requiring jurisdictions to subject certain multifamily housing projects in commercial districts to a ministerial, streamlined approval process if the development satisfies specified objective planning standards; and WHEREAS, the City of Palm Desert will amend the Palm Desert Municipal Code to provide regulations for Multifamily and Mixed-Use Objective Design standards to ensure quality, economically feasible, and sustainable design under the streamlined review and approval processes required by state law; including Senate Bill (“SB”) 35, SB 330, and Assembly Bill (“AB”) 2011; and WHEREAS, the City has complied with the requirements of the Local Planning and Zoning Law (Government Code section 65100 et seq.), and the City’s applicable ordinances and resolutions with respect to approval of amendments to Title 25 of the Palm Desert Municipal Code (“Zoning Ordinance”); and WHEREAS, in an effort to comply with Housing Streamlining Laws and anticipated removal of the discretionary design and site review process for certain housing projects, Page 691 of 855 ORDINANCE NO. #### 2 an amendment to the City’s Zoning Ordinance regulating and implementing Objective Design Standards is proposed and attached hereto as Exhibit “A” of this Ordinance and the Palm Desert Multifamily and Mixed-Use Objective Design Standards are attached hereto as “Exhibit B”; and WHEREAS, the ZOA modified the Palm Desert Municipal Code (PDMC) Title 25 (Zoning) to change and update land uses and definitions; and WHEREAS, under Section 21067 of the Public Resources Code, Section 15367 of the State California Environmental Quality Act (CEQA) Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.) and the City of Palm Desert’s (“City’s”) Local CEQA Guidelines, the City is the lead agency for the Project; and WHEREAS, the Project has complied with the requirements of the "City of P alm Desert Procedure for Implementation of CEQA” Resolution No. 2019-41, in that the Director of Development Services has determined that the Project will not have a foreseeable significant impact on the environment and that the Project is eligible for an exemption exempt Section 15061(b)(3) General Rule of the CEQA Guidelines; therefore, no further environmental review is necessary at this time; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did schedule a public hearing on January 16, 2024, to consider the requestion, which was cancelled due to a lack of quorum; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did on February 6, 2024, hold a duly noticed public hearing to consider the project and unanimously voted to adopt Planning Commission Resolution No. 2852 recommending the City Council approve the project with modifications; and WHEREAS, the City Council of the City of Palm Desert, California, did on March 14, 2024, hold a duly noticed public hearing to consider the recommendation of Planning Commission Resolution No. 2852; and WHEREAS, at said public hearing, the City Council requested modifications of the Palm Desert Multifamily and Mixed-Use Objective Design Standards Document which included several substantial modifications to several standards contained in said Document which constitute a modification of the Planning Commission recommendation; and WHEREAS, pursuant to Government Code Section 65837 any modification of the proposed ordinance or amendment by the City Council not previously considered by the planning commission during its hearing, shall first be referred to the planning commission for report and recommendation, but the planning commission shall not be required to hold a public hearing thereon; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did on April 2, 2024, hold a public meeting to consider the modified ordinance, which includes the City Council revisions of the Palm Desert Multifamily and Mixed-Use Objective Design Page 692 of 855 ORDINANCE NO. #### 3 Standards Document and adopted Planning Commission Resolution No. 2863 recommending the City Council approve the project with modification; and WHEREAS, the City Council of the City of Palm Desert, California, did on the 11th day of April 2024, hold a duly noticed public hearing to consider the request by the Applicant for approval of the above-noted Project request; and WHEREAS, at the said public hearing, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the City Council did find the following facts and reasons, which are outlined in the staff report, exist to justify approval of said request: NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA DOES ORDAIN AS FOLLOWS: SECTION 1. Findings. The City Council hereby finds that: A. The City of Palm Desert, California (“City”), a municipal corporation duly organized under the constitution and laws of the State of California; and B. The Planning and Zoning Law authorizes cities to establish by ordinance the regulations for land use and development. SECTION 2. Amendment. The Planning Commission of the City of Palm Desert recommends that the City Council of the City of Palm Desert, California, approve and adopt the PDMC amendment to Title 25 as shown in Exhibit “A” and Palm Desert Multifamily and Mixed-Use Objective Design Standards shown in Exhibit “B” which is attached hereto and incorporated herewith. SECTION 3. CEQA. Pursuant to the California Environmental Quality Act (CEQA), Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the adoption of the Ordinance implementing the objective design standards and the Multifamily and Mixed-Use Objective Design Standards do not constitute a “project” within the meaning of Public Resources Code Section 21065, 14 Cal Code Regs. Section 15060(c)(2) or 15378 because it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Even if the adoption of the Ordinance implementing the objective design standards and the Multifamily and Mixed-Use Objective Design Standards document did constitute a project under CEQA, the objective design standards documents fall within the “common sense” exemption set forth in 14 Cal. Code Regs. Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment…” Therefore, the proposed objective design standards documents do not warrant further environmental review. This determination reflects the independent judgement and analysis of the City as the lead agency for the Amendment. Page 693 of 855 ORDINANCE NO. #### 4 SECTION 4. CEQA. The application has complied with the requirements of the “City of Palm Desert Procedure for Implementation of CEQA” Resolution No. 2019 -41, in that the City Council finds that the Project is an exemption from CEQA per Section 15061(b)(3) of the CEQA guidelines as the Project is a determination on whether a use that is not listed shall be deemed a conditional use . No direct, foreseeable impact on the environment can be identified at this time. SECTION 5. Severability. If any section, subsection, clause or phrase of this Ordinance or any part thereof is for any reason held to be invalid, unconstitutional, or unenforceable by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portion of the Ordinance. The City Council declares that it would have passed each section, subsection, paragraph, sentence, clause, or phrase thereof, irrespective of the fact that any one or more section, subsection, sentence, clause or phrase would be declared invalid, unconstitutional or unenforceable. SECTION 6. Publication. The City Clerk of the City of Palm Desert, California, is hereby directed to publish this Ordinance in the Desert Sun, a newspaper of general circulation, published and circulated in the City of Palm Desert, California, and shall be in full force and effective thirty (30) days after its adoption.to the Commission shall attest and certify to the passage and adoption thereof. ADOPTED ON April 11, 2024. KARINA QUINTANILLA MAYOR ATTEST: ANTHONY J. MEJIA CITY CLERK I, Anthony J. Mejia, City Clerk of the City of Palm Desert, hereby certify that Ordinance No. #### is a full, true, and correct copy, and was introduced at a regular meeting of the City Council of the City of Palm Desert on April 11, 2024, and adopted at a regular meeting of the City Council held on April 25, 2024, by the following vote: AYES: NOES: Page 694 of 855 ORDINANCE NO. #### 5 ABSENT: ABSTAIN: RECUSED: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on ____________________________. ANTHONY J. MEJIA CITY CLERK Page 695 of 855 ORDINANCE NO. #### 6 “EXHIBIT A” ZONING ORDINANCE AMENDMENT SECTION 1. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Chapter 25.42 is hereby added as follows. Chapter 25.42 MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS Sections: 25.42.010 – Purpose and intent 25.42.020 – Applicability 25.42.030 – Relationship to other standards and requirements 25.42.040 – Exceptions 25.42.050 – Review and decision 25.42.060 – Appeals 25.42.070 – Post-decision procedure 25.42.010 - Purpose and intent This chapter is intended to establish and apply objective design standards to new multi-family residential and mixed- use development projects within the City of Palm Desert where state law limits the City’s enforcement of design standards to objective standards or where state law or the Palm Desert Municipal Code requires a ministerial approval process, except for those projects described in Section 25.42.040. The purpose of this chapter is to: 1. Create high-quality, enforceable objective design standards. 2. Streamline the review and approval process for qualifying residential and mixed-use projects. 3. Ensure greater certainty for applicants, decision makers, residents, and the public. 4. Enhance the existing character and to maintain compatibility with other established uses within the City as new development and property improvements occur. 5. Continue to ensure the highest level of design quality while allowing for appropriate flexibility to create variation as needed. 6. Create objective design standards that involve no personal or subjective judgement, verifiable by reference to an external and uniform benchmark or criterion. 7. Facilitate the implementation of the Palm Desert General Plan. 8. Update standards on a timely basis to respond to new legislative actions. Page 696 of 855 ORDINANCE NO. #### 7 25.42.020 - Applicability 1. The provisions of this chapter shall apply to all new multi-family residential and mixed- use development projects located within the following zoning districts: A. Mixed Residential District (R-2). B. Multifamily Residential District (R-3). C. Planned Residential District (PR). D. Office Professional (OP). E. Planned Commercial (PC). F. Specialty Commercial Center (PC-1). G. District Commercial Center (PC-2). H. Regional Commercial Center (PC-3). I. Resort Commercial Center (PC-4) 2. The provisions of this chapter shall apply where state law or the Palm Desert Municipal Code requires a ministerial approval process. 3. The City of Palm Desert Objective Design Standards are hereby adopted and incorporated by reference herein, and as adopted by City the City Council and amended from time to time. 25.42.030 - Relationship to other standards and requirements The City of Palm Desert intends this chapter to establish reasonable, uniform and comprehensive standards and procedures for multi-family residential and mixed housing development within applicable areas, consistent with and to the extent permitted under federal and California State law. The standards and procedures contained in this chapter are intended to, and should be applied to, protect and promote public health, safety and welfare, and also balance the benefits that flow from robust, comprehensive housing development with the city’s local values, which include, without limitation, the aesthetic character of the City, its neighborhoods and community. The provisions of this chapter are intended to supersede other chapters and design guidelines, except as noted below: 1. Standards for Applicable Zoning District. The Objective Design Standards supplement and are in addition to the development standards for the applicable zoning district in which a proposed project is located. 2. Subdivision Regulations. Title 26 establishes regulations for the subdivision of land throughout the City of Palm Desert. Where conflict exists between the Objective Design Standards and the provisions of Title 26, the Objective Design Standard shall govern. 3. Relation to Other Regulations. Where a conflict occurs between the requirements of the Objective Design Standards and other city requirements, the more restrictive provisions shall apply. 4. The Objective Design Standards provide language, diagrams, sketches, and graphics to assist developers and the pub in understanding the standards and how they shall be applied to qualifying residential projects. 25.42.40 Exceptions Page 697 of 855 ORDINANCE NO. #### 8 A. Projects seeking to deviate or to not comply with the objective design standards are required to obtain Design Review approval by the Architectural Review Commission pursuant to the requirements of Chapter 25.68, prior to obtaining approval by the Planning Commission. B. Exempt Housing Projects. The provisions of this chapter are not applicable to: 1. Single-family detached homes. 2. Single-family detached homes as part of a major subdivision. 3. Duplex homes. 4. Accessory dwelling units pursuant to Section 25.34.030. 5. Two-unit projects pursuant to Section 25.34.080. 6. Renovations, additions, or expansions of existing residential buildings. i. Where an addition or expansion of existing residential multi-family and mixed use residential is greater than 50%, of the existing floor area, the site plan shall comply with the Objective Design Standards for landscaping. 7. Mixed-use projects with less than two-thirds of the building square footage dedicated to housing. 8. Housing developed within Specific Plans which have adopted objective design standards as a part of the Specific Plan. If the specific plan silent regarding a standard, the ODS shall govern. 25.42.50 Review and decision procedure 1. The Director shall be the review authority for any Objective Design Review approval for projects subject to the objective design standards. Land use approval of any entitlement required in conjunction of the Objective Design Review shall be made by the review authority identified in Chapter 25.60 – Procedures. 2. The applicant shall submit all materials required by the Director, including any materials required by checklists created for the review process. 3. The Director shall evaluate the application based on the project’s conformance with the objective development and design standards. 4. In approving an Objective Design Review subject to objective design standards, the Director may impose conditions of approval as deemed necessary to: a. Ensure that the proposal conforms to the general plan and other applicable plans, or policies adopted by the City Council and or additional discretionary approvals. b. Ensure that the proposal meets the requirements of the zoning district where the proposal is located, as well as any other applicable provisions of the Development Code; and c. Comply with the objective design standards as adopted within, or by reference in Section 25.42. 25.42.060 – Appeals The Design Review for Residential projects utilizing objective design standards are evaluated under a ministerial review process for conformance with this section. The review authority may restrict or deny a proposed residential design if they determine that the design is not consistent with the objective design standards. The appeal will be heard by the Planning Page 698 of 855 ORDINANCE NO. #### 9 Commission and shall be subject to a review by the Architectural Review Commission consistent with the Design Review process and the requirements of Chapter 25.68. 25.42.070 Post-decision procedures The procedures and requirements relating to appeals, project revisions, issuance of a building permit, effective dates, lapse of approval, extensions, and revocations located in Chapter 25.60 – Procedures shall apply following the decision on an application for an Objective Design Review. To the extent any state law limits the total number of public hearings that may be held on a project, including appeals, the Planning Commission shall have the discretion, to refer the appeal directly to the Council for a decision. SECTION 2. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.10.030 is hereby amended as follows: 25.10.030 Allowed Land Uses and Permit Requirements Table 25.10-1 “Use Matrix for Residential Districts” below identifies land uses and corresponding permit requirements for residential districts and all other provisions of this title. Descriptions/definitions of the land uses can be found in Chapter 25.99 (Definitions). The Special Use Provisions column in the table identifies the specific chapter or section where additional regulations for that use type are located within this title. Use regulations in the table are shown with a representative symbol by use classification listing: “P” symbolizes uses permitted by right, “A” symbolizes uses that require approval of an administrative use permit, “C” symbolizes uses that require approval of a conditional use permit, and “N” symbolizes uses that are not permitted. Uses that are not listed are not permitted. However, the Commission may make a use determination as outlined in Section 25.72.020 (Use Determinations). Table 25.10-1: Use Matrix for Residential Districts Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Residential Uses Assisted living N C C C N N C Accessory dwelling unit P P P P P N P 25.34.030 Condominium N N C C N N C 25.42 Dwelling, duplex N N P P N N N Dwelling, multifamily N N P P N N C 25.10.040.A / 25.42 Dwelling, second P P P P N P P 25.34.030 Dwelling, single-family P P P N N P P Farmworker housing N N N N N N N Group home P P P N N P P 25.10.040.B Guest dwelling P P P N N P P Home-based business P P P P P P P 25.34.020 Junior accessory dwelling unit P P P P P N P 25.34.030 Page 699 of 855 ORDINANCE NO. #### 10 Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Manufactured home parks N N N N C N N Planned unit development, residential N N C C N C C 25.10.040.C Transitional and supportive housing see Note 1 25.42 Agriculture-Related Uses Apiary P P P N N P P 25.34.170 Botanical conservatory A N N N N N N Crops and horticulture, limited A N N N N N N Domestic animals P P P P P P P Garden, private P P P P P P P Greenhouse, commercial C N N N N N N Greenhouse, private P P P A A P P Horticulture, private P P P P P P P Kennel C N N N N N C 25.10.040.D Livestock raising, noncommercial C N N N N N N Nursery C N N N N N N Orchard A N N N N N N Stable, boarding A N N N N N N 25.10.040.E Stable, private A N N N N N N 25.10.040.E Recreation, Resource Preservation, Open Space, and Public Assembly Uses Cemetery N N N N N N C Community facility N N N N N N C Club, private N N C C N N C Crematory N N N N N N N Day care, large family P P P P P P P Day care, small family P P P P P P P Institution, educational2 C C C C C N C Institution, general2 N N N C N N C Institution, religious C C C C N N C Public park P P P P P P P Recreational use, commercial N N N N N N C 25.10.040.G Recreational vehicle park N N N N C N C Recreation facility, commercial N N N N N N N Recreation facility, incidental C C C C C N C 25.10.040.H Recreation facility, private P N N P P N P Recreation facility, public C C C C C N C Utility, Transportation, Public Facility, and Communication Uses Electric substation N N N N N N N Fire station C C C C N N C Public service facility C C C C C N N Public utility C C C C C N N Utility facility N N N N N N C Retail, Service, and Office Uses Bed and breakfast C N N C N N N Commercial parking lot N C N C N N N 25.10.040.I Condominium hotel, converted N N C C N N C Hospital N N C C N N C Hotel N N N C N N C 25.10.040.J Neighborhood government office N N C C N N N 25.10.040.K Office parking lot N C C C N N N 25.10.040.L Professional office N N C C N N N 25.10.040.M Resort hotel N N N C N N C 25.10.040.J Timeshares N N N N N N C Page 700 of 855 ORDINANCE NO. #### 11 Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Temporary Uses See Section 25.34.080 Notes: 1. Transitional and supportive housing shall be subject to only those restrictions that apply to other residential uses of the same type in the same zone. 2. Trade schools are not permitted. Section 3 – Section 25.10.050 SECTION 3. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.10.040 is hereby amended as follows: 25.10.040 Specific Use Standards A. Multifamily. Multifamily dwelling units are permitted within the R-2 district up to a maximum of 10 dwelling units per acre, or as indicated on the zoning map. Multifamily dwelling units are permitted within the R-3 district at densities between 7 and 40 dwelling units per acre, or as indicated on the zoning map. All new multifamily uses, mixed-use residential, and attached condominiums must comply with the requirements of 25.42 – Objective Design Standards. SECTION 4. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.16.030 is hereby amended as follows: 25.16.030 Allowed Land Uses and Permit Requirements Table 25.16-1 (Use Matrix for Commercial and Industrial Districts) identifies allowed uses and corresponding permit requirements for commercial and industrial districts and all other provisions of this title. Descriptions/definitions of the land uses can be found in Chapter 25.99 (Definitions). The “Special Use Provisions” column in the table identifies the specific chapter or section where additional regulations for the specific use type are located within this title. Use regulations in the table are shown with representative symbols by use classification listing: “P” symbolizes uses permitted by right, “A” symbolizes uses that require approval of an administrative use permit, “C” symbolizes uses that require approval of a Page 701 of 855 ORDINANCE NO. #### 12 conditional use permit, and “N” symbolizes uses that are not permitted. Uses that are not listed are not permitted. However, the Commission may make a use determination as outlined in Section 25.72.020 (Use Determinations). Table 25.16-1: Use Matrix for Commercial and Industrial Districts Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Residential Uses Caretaker housing N N N N N P 25.16.040.A Condominium C C C N C C 25.16.040.B / 25.42 Dwelling, duplex C C C C C C 25.16.040.B Dwelling, multifamily C C C C C C 25.16.040.B / 25.42 Dwelling, single-family C C C N C C 25.16.040.B Group home C C N N C C 25.16.040.B / 25.42 Single-room occupancies N N N N N C Homeless shelter N N N N N P Recreation, Resource Preservation, Open Space, and Public Assembly Uses Amusement facility, indoors N N C C C N Amusement facility, outdoors N N N C C N Community facility N N N N N P Day care center N A A A A N Emergency shelters N P N N N P Entertainment facility, indoor N N N P P N Entertainment facility, outdoor N N N P P N Institution, educational C C C N N C Institution, general C N C N N C Institution, religious C N C N N C Open space (developed or natural) N P P N P N Recreation facility, commercial N N P P P N Recreation facility, private N N N P P N Theater/auditorium N N P P N N Utility, Transportation, Public Facility, and Communication Uses Commercial communication tower C C C C C C 25.16.040.C Commercial parking lot C N N N N N Public utility installation N N N N N P Public facility (utility or service) N N N N N P Utility facility N N C N N P Retail, Service, and Office Uses Accessory massage establishment P N P P P N 25.34.160 Adult entertainment N N N N N C 25.16.040.D Ancillary commercial A P P P N A 25.16.040.E Art gallery A P P P P C Art studio A P P P P C Bed and breakfast N A A A A N Business support services N N N N P P Cannabis retail N C C C C N 25.34.120 Cannabis testing and research laboratory C N N N N C 25.34.120 Convention and visitors bureau N N P N P N Page 702 of 855 ORDINANCE NO. #### 13 Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Drugstore N P P P N N Financial institution C P P P N N Grocery store N P P P N N 25.16.040.F Health club, gyms or studios N A P P P A Hotel N A A A P N 25.34.070 Independent stand-alone massage N N P P N N 25.34.160 Liquor store N P P P N N Liquor, beverage and food items shop N P P P P N Medical, clinic P N P P N N Medical, office P P P P N N Medical, hospital N N N N N C Medical, laboratory P N N N N P Medical office, accessory N N N N N P 25.16.040.G Medical, research facility P P N N N C Mortuary N N N N N P Office, professional P N P P P P Office, local government P N N N N P Office, travel agency P P P P P N Outdoor sales N N A A A A Personal services N P P P P N Restaurant A A A A P A 25.16.040.E / H Retail N P P P P N Retail, bulky items N N N P P N Spa N N P P P N Time-share project N N N C C N Veterinary clinics/animal hospitals A N A A N A Pet boarding N A A A N A Automobile and Vehicle Uses Automotive rental agency N N N N P P Automotive gasoline station N N C C N C 25.34.090 Automotive service facility N N C C N P 25.34.090 Automotive sales new and used (outdoor/indoor) N N N N N C (outdoor) A (indoor) Automotive sales of accessory parts and supplies N N N P P N Vehicle storage facility N N N N N P 25.16.040.I Industrial, Manufacturing, and Processing Uses Cannabis cultivation N N N N N C 25.34.120 Cannabis delivery N N N N N C 25.34.120 Cannabis distribution N N N N N C 25.34.120 Cannabis manufacturing N N N N N C 25.34.120 Industrial planned unit development N N N N N P Light industrial and research and development N N N N N P Maintenance facility N N N N N P Pest control facility N N N N N P Preparation of foodstuffs N N N N N P Production of home and office decor accessories N N N N N P Page 703 of 855 ORDINANCE NO. #### 14 Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Warehouse or storage facility N N N N N P Temporary Uses See Section 25.34.080 1 The establishment may be permitted with an administrative use permit but may be elevated to a conditional use permit at the discretion of the ZA based on: parking, traffic, or other impacts. SECTION 5. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.16.040(B) is hereby amended as follows: B. Residential (mixed use). Residential uses may be established and maintained to be compatible with the permitted or the approved conditional uses in the vicinity. Residential uses may be conditionally approved in a mixed-use development subject to a conditional use permit to review for compatibility with existing use in the vicinity. All new multifamily or mixed- use developments shall be subject to Chapter 25.42. SECTION 6. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.60.070 is hereby amended as follows: 25.60.070 Approving Authority A. Designated approving authority. The approving authority as designated in Table 25.60-1 (Approving Authority for Land Use Permits/Entitlements) shall approve, conditionally approve, or deny the proposed land use or development permit or entitlement in accordance with the requirements of this title. Table 25.60-1 identifies recommending (R), final (F), and appeal (A) authorities for each permit or entitlement. In acting on a permit, the approving authority shall make all required findings. Table 25.60-1: Approving Authority for Land Use Permits/Entitlements Type of Entitlement, Permit, or Decision ZA Director ARC PC CC Residential remodels and additions F A A F Certificates of use and occupancy F A A Temporary use permits F A A Home-based business permits F A A Large family day care use permits F F RR Adjustments F A F RR Administrative use permits F F RR Reasonable accommodation F A F RR Design Reviews R F A Objective Design Review F R A2 A Page 704 of 855 ORDINANCE NO. #### 15 Sign design review R F A Zoning decision F A A Use determinations R F A Precise plans R R1 F A Development plans R R1 F A Conditional use permits R R1 F A Condominium conversion permits R F A Variances R R1 F A Planned community developments R R1 R F Amendments—Zoning ordinance R R F Amendments—Zoning map R R F Prezoning for annexed areas R R F Development agreements R R F General Plan updates R R F Director=Director of Community Development, ZA=Zoning Administrator, ARC=Architectural Review Commission, PC=Planning Commission, CC=City Council, R=Review Body, F=Final Decision (unless appealed), A=Appeal Body, and RR=Request Review only. Footnote: 1. A final determination is made by the ARC for design-related decisions as specified in Chapter 25.68 (Decisions by the Architectural Review Commission). 2. All appeals of the Director’s Determination shall be made to the Planning Commission and shall be subject to a discretionary review by the ARC subject to Section 25.68.040 Findings of the ARC, in addition to other appeal findings required by this Title. SECTION 7. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.68.020 is hereby amended as follows: 25.68.020 Design Review Required A. Purpose and applicability. Design review allows for specified projects to be reviewed by the ARC to ensure that design objectives of Palm Desert as specified in the General Plan are achieved. Design review is required, as follows: 1. Prior to permit issuance. No plan, elevation for buildings or structures, or alterations shall be approved and no permit shall be issued for any building, structure, sign, or other development of property or appurtenances or alterations thereto, except in single-family residential districts and developments subject to Objective Design Standards requirements of Chapter 25.42, without review and approval by the ARC. Page 705 of 855 ORDINANCE NO. #### 16 2. The ARC shall review all plans submitted with applications for moving buildings within or into the City. Photographs shall be included with the application showing all elevations, the structure proposed to be moved, the proposed site, and the buildings adjacent to the proposed site. The ARC shall determine whether the building proposed to be moved will fit harmoniously into the neighborhood wherein it is to be located. It may approve, approve with conditions, or disapprove the issuance of a permit to move such building. 3. The ARC shall review all plans for new two-story residential dwellings and second story additions within the R-2 Zoning District as required by Table 25.10-3 (Residential Zoning District Development Standards) to ensure second stories are compatible with surrounding homes including massing, materials, and considers privacy of adjacent neighbors. B. The ARC design review shall include the following: 1. The mass and bulk of the design should be reasonably compatible with the predominant neighborhood pattern. New construction should not be disproportionately larger than, or out of scale with, the neighborhood pattern in terms of building forms, roof pitches, eave heights, ridge heights, and entry feature heights. 2. Placement of windows and doors should have minimal impact to the neighboring property. 3. Line of sight analysis shall be provided. 4. To mitigate privacy impacts of new two-story homes and additions, tree and/or shrub planting is required. a. Applicability. These requirements shall apply to new two -story homes, two-story additions, and/or new windows on existing two-story homes that increase privacy impacts on neighboring residents. 5. Planting plan. Proposals for new two-story homes, two-story additions, and/or new windows on existing two-story homes shall be accompanied by a planting plan which identifies the location, species and canopy diameter of existing and proposed trees or shrubs to meet the requirements. (Ord. 1383 § 2, 2022; Ord. 1259 § 1, 2013) SECTION 8. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.68.030 is hereby amended as follows: 25.68.030 Exceptions to ARC Review Page 706 of 855 ORDINANCE NO. #### 17 A. Minor modifications. When in the opinion of the ZA, the approval of an application for a minor or insignificant permit does not defeat the purposes and objectives of this chapter, they may grant the permit without submitting the matter to the ARC for its approval, notwithstanding any other provisions of this chapter. B. Staff’s review of a single-family residence. Department staff shall review applications for the issuance of a building permit for a dwelling in the single-family and residential estate zones. The staff, on its own initiative, may forward such a request to the ARC for action. (Ord. 1393 § 28, 2023; Ord. 1259 § 1, 2013) C. Multifamily and Mixed-Use Objective Design Standards. New developments which are subject to Multifamily and Mixed-Use Objective Design Standards shall comply with the review and decision procedure requirements of Chapter 25.42. SECTION 9. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.72.030(E) is hereby amended as follows: E. Review criteria. Any such precise plan of design may be rejected, approved, modified and approved, or approved subject to conditions. Any such precise plan of design after approval may be amended, in the same manner as a precise plan of design is first approved under this chapter. The following criteria apply: 1. In the approval or rejection of a precise plan of design, consideration shall be given and restrictions shall be imposed to the extent necessary, in view of the size and shape of the parcel and the present and proposed zoning and use of the subject property and the surrounding property, to permit the same degree of enjoyment of the subject property, but subject to the same degree of p rotection of adjoining properties, as would be accorded in normal circumstances by the standard restrictions imposed by this chapter. The standard restrictions imposed in the various zones by this chapter are intended as minimum restrictions necessary in n ormal circumstances to prevent substantial depreciation of property values in the vicinity and unreasonable interference with the use and enjoyment of property in the vicinity by the occupants thereof for lawful purposes, and for the protection of the publ ic peace, health, safety, and general welfare. “Normal circumstances” are intended to refer to the case of a permitted case upon a lot of a normal size and shape surrounded by property in the same zone as the lot in question. 2. If the proposed precise plan of design would substantially depreciate property values in the vicinity or would unreasonably interfere with the use or enjoyment of property in the vicinity by the occupants thereof for lawful purposes or would endanger the public peace, health, safety, or general welfare, such plan shall be rejected or shall be so modified or conditioned before adoption as to remove said objections. 3. If required, the design review approval by the ARC (Section 25.68.020, Design Review Required), or Objective Design Review approval by the Director (Section 25.42 Multifamily and Mixed-Use Objective Design Standards) must be obtained prior to the precise plan review by the Commission. Page 707 of 855 ORDINANCE NO. #### 18 SECTION 9. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.99.020 is hereby amended to add the following definitions Objective Design Standards. The most recently adopted Multifamily and Mixed-Use Objective Design Standards document approved by the City Council. Mixed-Use. A mixing of uses in a development project either with in a vertical manner with residential over commercial, retail, office, or institutional uses, or a mixing of uses in a development project or with neighboring structures. Page 708 of 855 Page 1 of 3 CITY OF PALM DESERT PLANNING COMMISSION STAFF REPORT MEETING DATE: April 2, 2024 PREPARED BY: Nick Melloni, AICP, Principal Planner REQUEST: 02 APRIL 2, 2024 - PLANNING COMMISSION STAFF REPORT.DOCX RECOMMENDATION: Adopt Planning Commission Resolution No. 28 63 to: 1. Recommend the City Council approve a Zoning Ordinance Amendment amending Title 25 of the Palm Desert Municipal Code (PDMC) by adding Chapter 25.42 – Objective Design Standards and amending other sections of Title 25 of the Palm Desert Municipal Code, to enact the Residential and Mixed-Use Residential Objective Design Standards document. 2. Find the project is exempt from further California Environmental Quality Act (CEQA) review pursuant to Public Resources Code Section 21065, CEQA Guidelines Sections 15060(c)(2), 15378, and/or 15061(b)(3). EXECUTIVE SUMMARY/BACKGROUND: At its February 6, 2024, regular meeting, the Planning Commission unanimously adopted Resolution No. 2852 recommending that the City Council adopt a notice of exemption in accordance with CEQA and approving the Zoning Ordinance Amendment (ZOA). As part of their recommendation of approval, the Planning Commission included the following substantive changes to the Residential and Mixed-Use Residential Objective Design Standards document (ODS) : 1. Amend ODS 3.9.4 to require that an active water amenity be mandatory instead of one of the options and define water amenity to be an active/usable feature with images that it is intended to be a splash pad or similar amenity, and not a passive water fountain. 2. Amend ODS 5.1.4 to increase the size of the parking lot landscape islands to ensure the healthy growth of trees. 3. Amend the diagram for ODS 3.3.1 to allow for the clustering and offsetting of trees (creating an “oasis effect”). The amended standards were presented to the Palm Desert City Council at the March 14, 2024, regular meeting. The City Council approved the ZOA with amendments to the ODS document including the following substantive changes: 1. Adding a standard to ODS 3.4 / 3.5 that any invasive, noxious, and nuisance plant species and any plant species designated by the weed control regulations in the Federal Noxious Weed Control and Eradication Act of 2004 and identified on a regional district noxious plant species control list, and in Chapter 24.04 of the Palm Desert Municipal Code (“PDMC”) shall be prohibited. Page 709 of 855 City of Palm Desert – Planning Commission Residential and Mixed-Use Objective Design Standards Page 2 of 3 2. Amending ODS 4.2.1 to revise language so that no building wall shall exceed 250 feet in length. 3. Amending ODS 4.2.2 (building breaks), revise language so that a minimum 40-foot open- to-the-sky building breaks shall be provided between resulting structures. 4. Amending ODS 4.3.1 so that a minimum of four out of the 11 options for building modulation must be utilized to be in compliance with the standard. 5. Removing ODS 5.5.1 (and updating the numbering of the following standards) so that there isn’t language which prohibits surface parking lots in the frontage setback or between buildings and the public street. If someone were to place a surface parking lot in this area, they would have to comply with ODS 5.1.2, which already mandates either providing a fence or wall (5.1.2b) or a 10 foot landscape buffer (5.1.2.c). 6. Other text modifications and clarifications are summarized in the attached errata sheet. The City Council modified the recommend ation of the Planning Commission in their motion to approve first reading of the ordinance amendment. The modifications are substantial and were not considered by the Planning Commission during the February 6, 2024, hearing. Therefore, the Ordinance must be referred to the Planning Commission for report and recommendation in accordance with Government Code Section 65827. Adoption of the resolution will accept the modifications and recommend approval of the Ordinance. The item will return to the City Council for first reading at a future hearing. ANALYSIS: The modifications are consistent with policies of the Palm Desert General Plan and input received during the drafting of the ODS document. Public Notification In accordance with Government Code Section 65857, the Planning Commission is not required to hold a public hearing to consider the modifications to the original recommendation. Environmental Assessment/Environment Review: Pursuant to the California Environmental Quality Act (CEQA), Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the adoption of the Ordinance implementing the objective design standards and Objective Design Standards document do not constitute a “project” within the meaning of Public Resources Code Section 21065, 14 Cal Code Regs. Section 15060(c)(2) or 15378 because it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Even if the adoption of the Ordinance implementing the objective design standards and the City of Palm Desert Objective Design Standards d ocument did constitute a project under CEQA, the objective design standards document falls within the “common sense” exemption set forth in 14 Cal. Code Regs. Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on Page 710 of 855 City of Palm Desert – Planning Commission Residential and Mixed-Use Objective Design Standards Page 3 of 3 the environment…” Therefore, the proposed objective design standards document do es not warrant further environmental review. Legal Review: This staff report has been reviewed by the City Attorney’s office. Findings of Approval: Findings can be made in support of the project under the City’s Municipal Code. Findings in support of this project are contained in Planning Commission Resolution No. 2863, attached to this staff report. ATTACHMENTS: 1. Draft Planning Commission Resolution No. 2863 2. Adopted Planning Commission Resolution No. 2852 3. Palm Desert Multifamily and Mixed-Use Objective Design Standards 4. Errata Sheet Summarizing Changes from March 14, 2024, Council Meeting Page 711 of 855 Page 712 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF PALM DESERT, CALIFORNIA, RECOMMENDING THAT THE CITY COUNCIL MAKE A FINDING THAT THE PROJECT IS EXEMPT FROM FURTHER ENVIRONMENTAL REVIEW PURSUANT TO THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) AND APPROVE AN ORDINANCE AMENDING THE PALM DESERT MUNICIPAL CODE TO ADD CHAPTER 25.42 – MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS, AMENDING OTHER CHAPTERS OF THE ZONING ORDINANCE TO IMPLEMENT CITY-WIDE MULTIFAMILY AND MIXED-USE RESIENTIAL OBJECTIVE DESIGN STANDARDS CASE NO. ZOA24-0001 WHEREAS, Government Code Section 65800 et seq. provides for the amendment of any and all adopted City of Palm Desert (“City”) zoning laws, ordinances, rules and regulations; and WHEREAS, on September 29, 2017, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Senate Bill 35 (Wiener) into law, which amended Government Code Sections 65400 and 65582.1, and added Section 65913.4, requiring cities and counties to streamline their review and approval of eligible housing projects; and WHEREAS, on October 9, 2019, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Senate Bill 330 (Skinner) into law, which amended Government Code Section 65589.5 and 65941.1 of the Government Code, relating to housing limiting a jurisdiction’s ability to deny a housing project when it complies with all objective general plan and zoning standards; and WHEREAS, on September 28, 2022, in an effort to address the State’s ongoing housing crisis, Governor Newsom signed Assembly Bill 2011 (Wicks) into law, which amended Government Code Section 65400 and 65585, and added 65912.100-101 requiring jurisdictions to subject certain multifamily housing projects in commercial districts to a ministerial, streamlined approval process if the development satisfies specified objective planning standards; and WHEREAS, the City of Palm Desert will amend the Palm Desert Municipal Code to provide regulations for Multifamily and Mixed-Use Objective Design standards to ensure quality, economically feasible, and sustainable design under the streamlined review and approval processes required by state law; including Senate Bill (“SB”) 35, SB 330, and Assembly Bill (“AB”) 2011; and WHEREAS, the City has complied with the requirements of the Local Planning and Zoning Law (Government Code section 65100 et seq.), and the City’s applicable ordinances and resolutions with respect to approval of amendments to Title 25 of the Palm Desert Municipal Code (“Zoning Ordinance”); and WHEREAS, in an effort to comply with Housing Streamlining Laws and anticipated removal of the discretionary design and site review process for certain housing projects, an amendment to the City’s Zoning Ordinance regulating and implementing Objective Design Standards is proposed and attached hereto as Exhibit “A” of this Resolution No. 2863 and Page 713 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 2 the Palm Desert Multifamily and Mixed-Use Objective Design Standards are attached hereto as “Exhibit B”; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did schedule a public hearing on January 16, 2024, to consider the requestion, which was cancelled due to a lack of quorum; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did on February 6, 2024, hold a duly noticed public hearing to consider the project and unanimously voted to adopt Planning Commission Resolution No. 2852 recommending the City Council approve the project with modifications; and WHEREAS, the City Council of the City of Palm Desert, California, did on March 14, 2024, hold a duly noticed public hearing to consider the recommendation of Planning Commission Resolution No. 2852; and WHEREAS, at said public hearing, the City Council requested modifications of the Palm Desert Multifamily and Mixed-Use Objective Design Standards Document which included several substantial modifications to several standards contained in said Document which constitute a modification of the Planning Commission recommendation; and WHEREAS, pursuant to Government Code Section 65837 any modification of the proposed ordinance or amendment by the City Council not previously considered by the planning commission during its hearing, shall first be referred to the planning commission for report and recommendation, but the planning commission shall not be required to hold a public hearing thereon; and WHEREAS, the Planning Commission of the City of Palm Desert, California, did on April 2, 2024, hold a meeting to consider the modified ordinance, which includes the City Council revisions of the Palm Desert Multifamily and Mixed-Use Objective Design Standards Document; and WHEREAS, the ZOA modifies the Palm Desert Municipal Code (PDMC) Chapter 25 (Zoning) to change and update land uses and definitions; and WHEREAS, under Section 21067 of the Public Resources Code, Section 15367 of the State California Environmental Quality Act (CEQA) Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.) and the City of Palm Desert’s (“City’s”) Local CEQA Guidelines, the City is the lead agency for the Project; and WHEREAS, the Project has complied with the requirements of the "City of Palm Desert Procedure for Implementation of CEQA” Resolution No. 2019-41, in that the Director of Development Services has determined that the Project will not have a foreseeable significant impact on the environment and that the Project is eligible for an exemption exempt Section 15061(b)(3) General Rule of the CEQA Guidelines; therefore, no further environmental review is necessary at this time; and WHEREAS, at the said meeting, upon hearing and considering all testimony and arguments, if any, of all interested persons desiring to be heard, the Planning Commission did find the following facts and reasons, which are outlined in the staff report, exist to justify approval of said request: Page 714 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 3 NOW, THEREFORE, BE IT RESOLVED by the Planning Commission of the City of Palm Desert, California, as follows: SECTION 1. Findings. The Planning Commission hereby finds that: A. The City of Palm Desert, California (“City”), a municipal corporation duly organized under the constitution and laws of the State of California; and B. The Planning and Zoning Law authorizes cities to establish by ordinance the regulations for land use and development. SECTION 2. Amendment. The Planning Commission of the City of Palm Desert recommends that the City Council of the City of Palm Desert, California, approve and adopt the PDMC amendment to Title 25 as shown in Exhibit “A” and Palm Desert Multifamily and Mixed- Use Objective Design Standards shown in Exhibit “B” which is attached hereto and incorporated herewith. SECTION 3. CEQA. Pursuant to the California Environmental Quality Act (CEQA), Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the adoption of the Ordinance implementing the objective design standards and the Multifamily and Mixed-Use Objective Design Standards do not constitute a “project” within the meaning of Public Resources Code Section 21065, 14 Cal Code Regs. Section 15060(c)(2) or 15378 because it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. Even if the adoption of the Ordinance implementing the objective design standards and the Multifamily and Mixed-Use Objective Design Standards document did constitute a project under CEQA, the objective design standards documents fall within the “common sense” exemption set forth in 14 Cal. Code Regs. Section 15061(b)(3), excluding projects where “it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment…” Therefore, the proposed objective design standards documents do not warrant further environmental review. This determination reflects the independent judgement and analysis of the City as the lead agency for the Amendment. SECTION 4. Severability. If any section, subsection, subdivision, paragraph, sentence, clause, or phrase in this ordinance or any part thereof is for any reason held to be unconstitutional or invalid, or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this ordinance or any part thereof. The Planning Commission hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase thereof irrespective of the fact that one (1) or more subsections, subdivisions, paragraphs, sentences, clauses, or phrases be declared unconstitutional, invalid, or ineffective. SECTION 5. Project Recommendation. The Planning Commission hereby recommends to the Palm Desert City Council approval of Case No. ZOA24-0001 as depicted in Exhibit A, attached hereto; and Page 715 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 4 SECTION 6. Execution of Resolution. The Chairperson of the Planning Commission signs this Resolution, and the Secretary to the Commission shall attest and certify the passage and adoption thereof. NOW, THEREFORE, BE IT RESOLVED by the Planning Commission of the City of Palm Desert, California, as follows: 1. That the above recitations are true and correct and constitute the findings for recommendation by the Planning Commission in this case. 2. That the Planning Commission does hereby recommend approval of Case No. ZOA24-0001 to the City Council. ADOPTED ON April 2, 2024. JOSEPH PRADETTO CHAIRPERSON ATTEST: RICHARD D. CANNONE, AICP SECRETARY I, Richard D. Cannone, AICP, Secretary of the City of Palm Desert, hereby certify that Resolution No. is a full, true, and correct copy, and was duly adopted at a regular meeting of the Planning Commission of the City of Palm Desert on April 2, 2024 by the following vote: AYES: NOES: ABSENT: ABSTAIN: RECUSED: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Desert, California, on April ___, 2024. RICHARD D. CANNONE, AICP SECRETARY Page 716 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 5 “EXHIBIT A” ZONING ORDINANCE AMENDMENT SECTION 1. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Chapter 25.42 is hereby added as follows. Chapter 25.42 MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS Sections: 25.42.010 – Purpose and intent 25.42.020 – Applicability 25.42.030 – Relationship to other standards and requirements 25.42.040 – Exceptions 25.42.050 – Review and decision 25.42.060 – Appeals 25.42.070 – Post-decision procedure 25.42.010 - Purpose and intent This chapter is intended to establish and apply objective design standards to new multi-family residential and mixed- use development projects within the City of Palm Desert where state law limits the City’s enforcement of design standards to objective standards or where state law or the Palm Desert Municipal Code requires a ministerial approval process, except for those projects described in Section 25.42.040. The purpose of this chapter is to: 1. Create high-quality, enforceable objective design standards. 2. Streamline the review and approval process for qualifying residential and mixed-use projects. 3. Ensure greater certainty for applicants, decision makers, residents, and the public. 4. Enhance the existing character and to maintain compatibility with other established uses within the City as new development and property improvements occur. 5. Continue to ensure the highest level of design quality while allowing for appropriate flexibility to create variation as needed. 6. Create objective design standards that involve no personal or subjective judgement, verifiable by reference to an external and uniform benchmark or criterion. Page 717 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 6 7. Facilitate the implementation of the Palm Desert General Plan. 8. Update standards on a timely basis to respond to new legislative actions. 25.42.020 - Applicability 1. The provisions of this chapter shall apply to all new multi-family residential and mixed- use development projects located within the following zoning districts: A. Mixed Residential District (R-2). B. Multifamily Residential District (R-3). C. Planned Residential District (PR). D. Office Professional (OP). E. Planned Commercial (PC). F. Specialty Commercial Center (PC-1). G. District Commercial Center (PC-2). H. Regional Commercial Center (PC-3). I. Resort Commercial Center (PC-4) 2. The provisions of this chapter shall apply where state law or the Palm Desert Municipal Code requires a ministerial approval process. 3. The City of Palm Desert Objective Design Standards are hereby adopted and incorporated by reference herein, and as adopted by City the City Council and amended from time to time. 25.42.030 - Relationship to other standards and requirements The City of Palm Desert intends this chapter to establish reasonable, uniform and comprehensive standards and procedures for multi-family residential and mixed housing development within applicable areas, consistent with and to the extent permitted under federal and California State law. The standards and procedures contained in this chapter are intended to, and should be applied to, protect and promote public health, safety and welfare, and also balance the benefits that flow from robust, comprehensive housing development with the city’s local values, which include, without limitation, the aesthetic character of the City, its neighborhoods and community. The provisions of this chapter are intended to supersede other chapters and design guidelines, except as noted below: 1. Standards for Applicable Zoning District. The Objective Design Standards supplement and are in addition to the development standards for the applicable zoning district in which a proposed project is located. 2. Subdivision Regulations. Title 26 establishes regulations for the subdivision of land throughout the City of Palm Desert. Where conflict exists between the Objective Design Standards and the provisions of Title 26, the Objective Design Standard shall govern. 3. Relation to Other Regulations. Where a conflict occurs between the requirements of the Objective Design Standards and other city requirements, the more restrictive provisions shall apply. Page 718 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 7 4. The Objective Design Standards provide language, diagrams, sketches, and graphics to assist developers and the pub in understanding the standards and how they shall be applied to qualifying residential projects. 25.42.40 Exceptions A. Projects seeking to deviate or to not comply with the objective design standards are required to obtain Design Review approval by the Architectural Review Commission pursuant to the requirements of Chapter 25.68, prior to obtaining approval by the Planning Commission. B. Exempt Housing Projects. The provisions of this chapter are not applicable to: 1. Single-family detached homes. 2. Single-family detached homes as part of a major subdivision. 3. Duplex homes. 4. Accessory dwelling units pursuant to Section 25.34.030. 5. Two-unit projects pursuant to Section 25.34.080. 6. Renovations, additions, or expansions of existing residential buildings. i. Where an addition or expansion of existing residential multi-family and mixed use residential is greater than 50%, of the existing floor area, the site plan shall comply with the Objective Design Standards for landscaping. 7. Mixed-use projects with less than two-thirds of the building square footage dedicated to housing. 8. Housing developed within Specific Plans which have adopted objective design standards as a part of the Specific Plan. If the specific plan silent regarding a standard, the ODS shall govern. 25.42.50 Review and decision procedure 1. The Director shall be the review authority for any Objective Design Review approval for projects subject to the objective design standards. Land use approval of any entitlement required in conjunction of the Objective Design Review shall be made by the review authority identified in Chapter 25.60 – Procedures. 2. The applicant shall submit all materials required by the Director, including any materials required by checklists created for the review process. 3. The Director shall evaluate the application based on the project’s conformance with the objective development and design standards. 4. In approving an Objective Design Review subject to objective design standards, the Director may impose conditions of approval as deemed necessary to: a. Ensure that the proposal conforms to the general plan and other applicable plans, or policies adopted by the City Council and or additional discretionary approvals. b. Ensure that the proposal meets the requirements of the zoning district where the proposal is located, as well as any other applicable provisions of the Development Code; and c. Comply with the objective design standards as adopted within, or by reference in Section 25.42. Page 719 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 8 25.42.060 – Appeals The Design Review for Residential projects utilizing objective design standards are evaluated under a ministerial review process for conformance with this section. The review authority may restrict or deny a proposed residential design if they determine that the design is not consistent with the objective design standards. The appeal will be heard by the Planning Commission and shall be subject to a review by the Architectural Review Commission consistent with the Design Review process and the requirements of Chapter 25.68. 25.42.070 Post-decision procedures The procedures and requirements relating to appeals, project revisions, issuance of a building permit, effective dates, lapse of approval, extensions, and revocations located in Chapter 25.60 – Procedures shall apply following the decision on an application for an Objective Design Review. To the extent any state law limits the total number of public hearings that may be held on a project, including appeals, the Planning Commission shall have the discretion, to refer the appeal directly to the Council for a decision. SECTION 2. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.10.030 is hereby amended as follows: 25.10.030 Allowed Land Uses and Permit Requirements Table 25.10-1 “Use Matrix for Residential Districts” below identifies land uses and corresponding permit requirements for residential districts and all other provisions of this title. Descriptions/definitions of the land uses can be found in Chapter 25.99 (Definitions). The Special Use Provisions column in the table identifies the specific chapter or section where additional regulations for that use type are located within this title. Use regulations in the table are shown with a representative symbol by use classification listing: “P” symbolizes uses permitted by right, “A” symbolizes uses that require approval of an administrative use permit, “C” symbolizes uses that require approval of a conditional use permit, and “N” symbolizes uses that are not permitted. Uses that are not listed are not permitted. However, the Commission may make a use determination as outlined in Section 25.72.020 (Use Determinations). Table 25.10-1: Use Matrix for Residential Districts Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Residential Uses Assisted living N C C C N N C Accessory dwelling unit P P P P P N P 25.34.030 Condominium N N C C N N C 25.42 Dwelling, duplex N N P P N N N Dwelling, multifamily N N P P N N C 25.10.040.A / 25.42 Page 720 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 9 Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Dwelling, second P P P P N P P 25.34.030 Dwelling, single-family P P P N N P P Farmworker housing N N N N N N N Group home P P P N N P P 25.10.040.B Guest dwelling P P P N N P P Home-based business P P P P P P P 25.34.020 Junior accessory dwelling unit P P P P P N P 25.34.030 Manufactured home parks N N N N C N N Planned unit development, residential N N C C N C C 25.10.040.C Transitional and supportive housing see Note 1 25.42 Agriculture-Related Uses Apiary P P P N N P P 25.34.170 Botanical conservatory A N N N N N N Crops and horticulture, limited A N N N N N N Domestic animals P P P P P P P Garden, private P P P P P P P Greenhouse, commercial C N N N N N N Greenhouse, private P P P A A P P Horticulture, private P P P P P P P Kennel C N N N N N C 25.10.040.D Livestock raising, noncommercial C N N N N N N Nursery C N N N N N N Orchard A N N N N N N Stable, boarding A N N N N N N 25.10.040.E Stable, private A N N N N N N 25.10.040.E Recreation, Resource Preservation, Open Space, and Public Assembly Uses Cemetery N N N N N N C Community facility N N N N N N C Club, private N N C C N N C Crematory N N N N N N N Day care, large family P P P P P P P Day care, small family P P P P P P P Institution, educational2 C C C C C N C Institution, general2 N N N C N N C Institution, religious C C C C N N C Public park P P P P P P P Recreational use, commercial N N N N N N C 25.10.040.G Recreational vehicle park N N N N C N C Recreation facility, commercial N N N N N N N Recreation facility, incidental C C C C C N C 25.10.040.H Recreation facility, private P N N P P N P Recreation facility, public C C C C C N C Utility, Transportation, Public Facility, and Communication Uses Electric substation N N N N N N N Fire station C C C C N N C Public service facility C C C C C N N Public utility C C C C C N N Utility facility N N N N N N C Retail, Service, and Office Uses Bed and breakfast C N N C N N N Commercial parking lot N C N C N N N 25.10.040.I Condominium hotel, converted N N C C N N C Page 721 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 10 Residential Zoning District (P=Permitted; A=Administrative Use Permit; L=Large Family Day Care Use Permit; C=Conditional Use Permit; N=Not Permitted) RE R-1 R-2 R-3 R- 1M HPR PR Special Use Provisions Hospital N N C C N N C Hotel N N N C N N C 25.10.040.J Neighborhood government office N N C C N N N 25.10.040.K Office parking lot N C C C N N N 25.10.040.L Professional office N N C C N N N 25.10.040.M Resort hotel N N N C N N C 25.10.040.J Timeshares N N N N N N C Temporary Uses See Section 25.34.080 Notes: 1. Transitional and supportive housing shall be subject to only those restrictions that apply to other residential uses of the same type in the same zone. 2. Trade schools are not permitted. Section 3 – Section 25.10.050 SECTION 3. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.10.040 is hereby amended as follows: 25.10.040 Specific Use Standards A. Multifamily. Multifamily dwelling units are permitted within the R-2 district up to a maximum of 10 dwelling units per acre, or as indicated on the zoning map. Multifamily dwelling units are permitted within the R-3 district at densities between 7 and 40 dwelling units per acre, or as indicated on the zoning map. All new multifamily uses, mixed-use residential, and attached condominiums must comply with the requirements of 25.42 – Objective Design Standards. SECTION 4. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.16.030 is hereby amended as follows: 25.16.030 Allowed Land Uses and Permit Requirements Table 25.16-1 (Use Matrix for Commercial and Industrial Districts) identifies allowed uses and corresponding permit requirements for commercial and industrial districts and all other provisions of this title. Descriptions/definitions of the land uses can be found in Chapter 25.99 (Definitions). The “Special Use Provisions” column in the table identifies Page 722 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 11 the specific chapter or section where additional regulations for the specific use type are located within this title. Use regulations in the table are shown with representative symbols by use classification listing: “P” symbolizes uses permitted by right, “A” symbolizes uses that require approval of an administrative use permit, “C” symbolizes uses that require approval of a conditional use permit, and “N” symbolizes uses that are not permitted. Uses that are not listed are not permitted. However, the Commission may make a use determination as outlined in Section 25.72.020 (Use Determinations). Table 25.16-1: Use Matrix for Commercial and Industrial Districts Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Residential Uses Caretaker housing N N N N N P 25.16.040.A Condominium C C C N C C 25.16.040.B / 25.42 Dwelling, duplex C C C C C C 25.16.040.B Dwelling, multifamily C C C C C C 25.16.040.B / 25.42 Dwelling, single-family C C C N C C 25.16.040.B Group home C C N N C C 25.16.040.B / 25.42 Single-room occupancies N N N N N C Homeless shelter N N N N N P Recreation, Resource Preservation, Open Space, and Public Assembly Uses Amusement facility, indoors N N C C C N Amusement facility, outdoors N N N C C N Community facility N N N N N P Day care center N A A A A N Emergency shelters N P N N N P Entertainment facility, indoor N N N P P N Entertainment facility, outdoor N N N P P N Institution, educational C C C N N C Institution, general C N C N N C Institution, religious C N C N N C Open space (developed or natural) N P P N P N Recreation facility, commercial N N P P P N Recreation facility, private N N N P P N Theater/auditorium N N P P N N Utility, Transportation, Public Facility, and Communication Uses Commercial communication tower C C C C C C 25.16.040.C Commercial parking lot C N N N N N Public utility installation N N N N N P Public facility (utility or service) N N N N N P Utility facility N N C N N P Retail, Service, and Office Uses Accessory massage establishment P N P P P N 25.34.160 Adult entertainment N N N N N C 25.16.040.D Ancillary commercial A P P P N A 25.16.040.E Page 723 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 12 Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Art gallery A P P P P C Art studio A P P P P C Bed and breakfast N A A A A N Business support services N N N N P P Cannabis retail N C C C C N 25.34.120 Cannabis testing and research laboratory C N N N N C 25.34.120 Convention and visitors bureau N N P N P N Drugstore N P P P N N Financial institution C P P P N N Grocery store N P P P N N 25.16.040.F Health club, gyms or studios N A P P P A Hotel N A A A P N 25.34.070 Independent stand-alone massage N N P P N N 25.34.160 Liquor store N P P P N N Liquor, beverage and food items shop N P P P P N Medical, clinic P N P P N N Medical, office P P P P N N Medical, hospital N N N N N C Medical, laboratory P N N N N P Medical office, accessory N N N N N P 25.16.040.G Medical, research facility P P N N N C Mortuary N N N N N P Office, professional P N P P P P Office, local government P N N N N P Office, travel agency P P P P P N Outdoor sales N N A A A A Personal services N P P P P N Restaurant A A A A P A 25.16.040.E / H Retail N P P P P N Retail, bulky items N N N P P N Spa N N P P P N Time-share project N N N C C N Veterinary clinics/animal hospitals A N A A N A Pet boarding N A A A N A Automobile and Vehicle Uses Automotive rental agency N N N N P P Automotive gasoline station N N C C N C 25.34.090 Automotive service facility N N C C N P 25.34.090 Automotive sales new and used (outdoor/indoor) N N N N N C (outdoor) A (indoor) Automotive sales of accessory parts and supplies N N N P P N Vehicle storage facility N N N N N P 25.16.040.I Industrial, Manufacturing, and Processing Uses Cannabis cultivation N N N N N C 25.34.120 Cannabis delivery N N N N N C 25.34.120 Cannabis distribution N N N N N C 25.34.120 Cannabis manufacturing N N N N N C 25.34.120 Industrial planned unit development N N N N N P Page 724 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 13 Commercial/Industrial District (P=Permitted; A=Administrative Use Permit; C=Conditional Use Permit; N=Not Permitted) OP PC-1 PC-2 PC-3 PC-4 SI Special Use Provisions Light industrial and research and development N N N N N P Maintenance facility N N N N N P Pest control facility N N N N N P Preparation of foodstuffs N N N N N P Production of home and office decor accessories N N N N N P Warehouse or storage facility N N N N N P Temporary Uses See Section 25.34.080 1 The establishment may be permitted with an administrative use permit but may be elevated to a conditional use permit at the discretion of the ZA based on: parking, traffic, or other impacts. SECTION 5. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.16.040(B) is hereby amended as follows: B. Residential (mixed use). Residential uses may be established and maintained to be compatible with the permitted or the approved conditional uses in the vicinity. Residential uses may be conditionally approved in a mixed-use development subject to a conditional use permit to review for compatibility with existing use in the vicinity. All new multifamily or mixed- use developments shall be subject to Chapter 25.42. SECTION 6. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.60.070 is hereby amended as follows: 25.60.070 Approving Authority A. Designated approving authority. The approving authority as designated in Table 25.60-1 (Approving Authority for Land Use Permits/Entitlements) shall approve, conditionally approve, or deny the proposed land use or development permit or entitlement in accordance with the requirements of this title. Table 25.60-1 identifies recommending (R), final (F), and appeal (A) authorities for each permit or entitlement. In acting on a permit, the approving authority shall make all required findings. Table 25.60-1: Approving Authority for Land Use Permits/Entitlements Type of Entitlement, Permit, or Decision ZA Director ARC PC CC Residential remodels and additions F A A F Certificates of use and occupancy F A A Temporary use permits F A A Home-based business permits F A A Page 725 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 14 Large family day care use permits F F RR Adjustments F A F RR Administrative use permits F F RR Reasonable accommodation F A F RR Design Reviews R F A Objective Design Review F R A2 A Sign design review R F A Zoning decision F A A Use determinations R F A Precise plans R R1 F A Development plans R R1 F A Conditional use permits R R1 F A Condominium conversion permits R F A Variances R R1 F A Planned community developments R R1 R F Amendments—Zoning ordinance R R F Amendments—Zoning map R R F Prezoning for annexed areas R R F Development agreements R R F General Plan updates R R F Director=Director of Community Development, ZA=Zoning Administrator, ARC=Architectural Review Commission, PC=Planning Commission, CC=City Council, R=Review Body, F=Final Decision (unless appealed), A=Appeal Body, and RR=Request Review only. Footnote: 1. A final determination is made by the ARC for design-related decisions as specified in Chapter 25.68 (Decisions by the Architectural Review Commission). 2. All appeals of the Director’s Determination shall be made to the Planning Commission and shall be subject to a discretionary review by the ARC subject to Section 25.68.040 Findings of the ARC, in addition to other appeal findings required by this Title. SECTION 7. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.68.020 is hereby amended as follows: 25.68.020 Design Review Required A. Purpose and applicability. Design review allows for specified projects to be reviewed by the ARC to ensure that design objectives of Palm Desert as specified in the General Plan are achieved. Design review is required, as follows: Page 726 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 15 1. Prior to permit issuance. No plan, elevation for buildings or structures, or alterations shall be approved and no permit shall be issued for any building, structure, sign, or other development of property or appurtenances or alterations thereto, except in single-family residential districts and developments subject to Objective Design Standards requirements of Chapter 25.42, without review and approval by the ARC. 2. The ARC shall review all plans submitted with applications for moving buildings within or into the City. Photographs shall be included with the application showing all elevations, the structure proposed to be moved, the proposed site, and the buildings adjacent to the proposed site. The ARC shall determine whether the building proposed to be moved will fit harmoniously into the neighborhood wherein it is to be located. It may approve, approve with conditions, or disapprove the issuance of a permit to move such building. 3. The ARC shall review all plans for new two-story residential dwellings and second story additions within the R-2 Zoning District as required by Table 25.10-3 (Residential Zoning District Development Standards) to ensure second stories are compatible with surrounding homes including massing, materials, and considers privacy of adjacent neighbors. B. The ARC design review shall include the following: 1. The mass and bulk of the design should be reasonably compatible with the predominant neighborhood pattern. New construction should not be disproportionately larger than, or out of scale with, the neighborhood pattern in terms of building forms, roof pitches, eave heights, ridge heights, and entry feature heights. 2. Placement of windows and doors should have minimal impact to the neighboring property. 3. Line of sight analysis shall be provided. 4. To mitigate privacy impacts of new two-story homes and additions, tree and/or shrub planting is required. a. Applicability. These requirements shall apply to new two -story homes, two-story additions, and/or new windows on existing two-story homes that increase privacy impacts on neighboring residents. 5. Planting plan. Proposals for new two-story homes, two-story additions, and/or new windows on existing two-story homes shall be accompanied by a planting plan which identifies the location, species and canopy diameter of existing and proposed trees or shrubs to meet the requirements. (Ord. 1383 § 2, 2022; Ord. 1259 § 1, 2013) Page 727 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 16 SECTION 8. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.68.030 is hereby amended as follows: 25.68.030 Exceptions to ARC Review A. Minor modifications. When in the opinion of the ZA, the approval of an application for a minor or insignificant permit does not defeat the purposes and objectives of this chapter, they may grant the permit without submitting the matter to the ARC for its approval, notwithstanding any other provisions of this chapter. B. Staff’s review of a single-family residence. Department staff shall review applications for the issuance of a building permit for a dwelling in the single-family and residential estate zones. The staff, on its own initiative, may forward such a request to the ARC for action. (Ord. 1393 § 28, 2023; Ord. 1259 § 1, 2013) C. Multifamily and Mixed-Use Objective Design Standards. New developments which are subject to Multifamily and Mixed-Use Objective Design Standards shall comply with the review and decision procedure requirements of Chapter 25.42. SECTION 9. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.72.030(E) is hereby amended as follows: E. Review criteria. Any such precise plan of design may be rejected, approved, modified and approved, or approved subject to conditions. Any such precise plan of design after approval may be amended, in the same manner as a precise plan of design is first approved under this chapter. The following criteria apply: 1. In the approval or rejection of a precise plan of design, consideration shall be given and restrictions shall be imposed to the extent necessary, in view of the size and shape of the parcel and the present and proposed zoning and use of the subject property and the surrounding property, to permit the same degree of enjoyment of the subject property, but subject to the same degree of p rotection of adjoining properties, as would be accorded in normal circumstances by the standard restrictions imposed by this chapter. The standard restrictions imposed in the various zones by this chapter are intended as minimum restrictions necessary in n ormal circumstances to prevent substantial depreciation of property values in the vicinity and unreasonable interference with the use and enjoyment of property in the vicinity by the occupants thereof for lawful purposes, and for the protection of the publ ic peace, health, safety, and general welfare. “Normal circumstances” are intended to refer to the case of a permitted case upon a lot of a normal size and shape surrounded by property in the same zone as the lot in question. 2. If the proposed precise plan of design would substantially depreciate property values in the vicinity or would unreasonably interfere with the use or enjoyment of property in the vicinity by the occupants thereof for lawful purposes or would endanger the public peace, health, safety, or general welfare, such plan shall be Page 728 of 855 PLANNING COMMISSION RESOLUTION NO. 2863 17 rejected or shall be so modified or conditioned before adoption as to remove said objections. 3. If required, the design review approval by the ARC (Section 25.68.020, Design Review Required), or Objective Design Review approval by the Director (Section 25.42 Multifamily and Mixed-Use Objective Design Standards) must be obtained prior to the precise plan review by the Commission. SECTION 9. Amendment to Palm Desert Municipal Code. Palm Desert Municipal Code Section 25.99.020 is hereby amended to add the following definitions Objective Design Standards. The most recently adopted Multifamily and Mixed-Use Objective Design Standards document approved by the City Council. Mixed-Use. A mixing of uses in a development project either with in a vertical manner with residential over commercial, retail, office, or institutional uses, or a mixing of uses in a development project or with neighboring structures. Page 729 of 855 Page 730 of 855 City of Palm Desert Multifamily and Mixed-Use Objective Design Standards (ODS) 03/29/2024 List of Revisions for the Final ODS The following revisions to the City of Palm Desert Multifamily and Mixed-Use Objective Design Standards reflect comments from the City Council on March 14,2024. CHAPTER 3:LANDSCAPE AND OPEN SPACE ODS Pg 19 Under ODS 3.3.5 a reference was added stating that any Invasive,noxious,and nuisance plant species and any plant species designated by the weed control regulations in the Federal Noxious Weed Control and Eradication Act of 2004 and identified on a regional district noxious plant species control list shall be prohibited.Nuisance plant species shall be prohibited and include,but are not limited to,the following species:Washingtonia robusta,Dalbergia sissoo and Euphorbia tirucalli. A footnote was added to the “Desert Museum”Palo Verde option in ODS 3.3.5:“Consider irrigation practices that better emulate natural conditions or move irrigation lines incrementally over time to encourage “Desert Museum”Palo Verde roots to grow more robustly and better prevent this species from falling over.” Pg.23 The table under ODS 3.9.3 (active amenities)was updated per page 2 of the 3/14/2024 City Council Meeting Question and Answer Memo. CHAPTER 4:BUILDING ARCHITECTURE ODS Pg.27 In ODS 4.2.1 (building wall,maximum length),language was revised so that no building wall shall exceed 250 feet in length. An additional building break standard (4.2.3)added:“If a private and/or public vehicular street is utilized to provide the open-to-the-sky separation,the vehicular street and/or passageway shall incorporate a minimum five foot sidewalk and adjoining minimum five foot parkway.” Pg.28 Language revised so that a minimum four out of the 11 options for building modulation (ODS 4.3.1) must be utilized to be in compliance with the standard. CHAPTER 5:PARKING ODS Pg.42 Removed ODS 5.1.1 (and updated the numbering of the following standards)so that there isn’t language that prohibits surface parking lots in the frontage setback or between buildings and the public street. Pg.43 Updated ODS 5.1.2.c to add 42 inches in height along with depth requirements for landscape buffers. CHAPTER 6:ODS COMPLIANCE CHECKLISTS Pgs.56,84 A typo under 3.5.2 references “ODS 3.14”which does not exist -revised to say “ODS 3.5.2.” Pgs.48-75 The Multifamily Compliance Checklist has been updated to reflect the above changes to Chapters 3-5. Pgs.76-103 The Mixed-Use Compliance Checklist has been updated to reflect the above changes to Chapters 3-5. Page 731 of 855 Page 732 of 855 City of Palm Desert CA, Draft March 2024 Multifamily and Mixed-Use Objective Design Standards CITY OF PALM DESERT MARCH 2024 City of Palm Desert CA, Draft March 2024 Page 733 of 855 City of Palm Desert CA, Draft March 2024 ACKNOWLEDGMENTS City Council Mayor Kathleen Kelly Mayor Pro Tem Karina Quintanilla Council Member Gina Nestande Council Member Jan Harnik Council Member Evan Trubee Planning Commission Commissioner Nancy DeLuna Commissioner John Greenwood Commissioner Ron Gregory Commissioner Lindsay Holt Commissioner Joseph Pradetto Architectural Review Commission Commissioner James Blakely Commissioner Dean Wallace Colvard Commissioner Nicholas Latkovic Commissioner Michael McAuliffe Commissioner James McIntosh Commissioner Francisco Sanchez Commissioner John Vuksic City Staff Richard D. Cannone, AICP, Director of Development Services Nick Melloni, AICP, Principal Planner Carlos Flores, Senior Planner Consultant Team John Kaliski Architects, Inc. Tajima Open Design Office Environmental Science Associates Page 734 of 855 City of Palm Desert CA, Draft March 2024 4 BUILDING ARCHITECTURE ODS 25 4.1 Building Height 26 4.2 Building Length 27 4.3 Building Modulation 28 4.4 Building Roofs 31 4.5 Building Materials 33 4.6 Building Openings, Multifamily 34 4.7 Building Openings, Mixed-Use 35 4.8 Building Windows 35 4.9 Building Balconies and Stairwells 36 4.10 Building Utilities 36 4.11 Building Facade Colors 37 4.12 Building Water Drainage Devices 37 4.13 Building Trash/Recycling Bins and Enclosures 38 4.14 Building Design Components 38 5 PARKING ODS 41 5.1 Surface Parking Design 42 5.2 Mechanical Parking 43 5.3 Parking Shelters 44 5.4 Parking Garages 44 5.5 Bicycle Parking 45 6 ODS COMPLIANCE CHECKLISTS 47 Multifamily Compliance Checklist 48 Mixed-Use Compliance Checklist 76 7 GLOSSARY 105 A APPENDIX 109 A-1 Project Outreach 110 A-2 Image Sources 117 TABLE OF CONTENTS 1 INTRODUCTION 1 1.1 What are Objective Design Standards (ODS)? 2 1.2 Palm Desert Setting and Character 3 1.3 Multifamily and Mixed-Use ODS Goals and Objectives 4 1.4 Multifamily and Mixed-Use Housing in Palm Desert 5 1.5 Applicability 6 1.6 How to Use the Standards 7 2 PROJECT SITE ODS 9 2.1 Project Frontage 10 2.2 Project Orientation 10 2.3 Project Fences and Walls 11 2.4 Project Entries 12 2.5 Project Sidewalks and Pathways 13 2.6 Project Curb Cuts, Vehicular 15 2.7 Project Alleys 16 3 LANDSCAPE & OPEN SPACE ODS 17 3.1 Site Landscaping 18 3.2 Landscape Islands 18 3.3 Canopy Trees 18 3.4 Specimen Trees 19 3.5 Shrubs and Perennials 20 3.6 Inorganic Groundcover 21 3.7 Boulders 21 3.8 On-Site Lighting 21 3.9 Passive and Active Amenities 22 Page 735 of 855 City of Palm Desert CA, Draft March 2024 This page is intentionally blank. Page 736 of 855 City of Palm Desert CA, Draft March 2024 1 INTRODUCTION 1.1 What are Objective Design Standards (ODS)? 1.2 Palm Desert Setting and Character 1.3 Multifamily and Mixed-Use ODS Goals and Objectives 1.4 Multifamily and Mixed-Use Housing in Palm Desert 1.5 Applicability 1.6 How to Use the Standards 1CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 737 of 855 2 Chapter 1: Introduction City of Palm Desert CA, Draft March 2024 1.1 What are Objective Design Standards (ODS)? Design standards regulate development intensity, style, mass, bulk, and orientation. “Objective design standards” (ODS) are defined under State of California (State) law as “standards 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 and knowable by both the development applicant or proponent and the public official prior to submittal” (California Government Code, Section 65913.4). The City of Palm Desert (‘City’ or ‘Palm Desert’) has traditionally relied on a combination of design guidelines and discretionary design review by the Architectural Review Commission at regularly scheduled public meetings to regulate the design of projects, including housing developments such as multifamily and mixed-use projects, to ensure development met community design expectations. The City has developed objective design standards to support and guide the development of housing throughout Palm Desert. The ODS in this policy must comply with recent State legislation which has been adopted to reduce obstacles to housing production and streamline the approval of projects that include multifamily housing - projects with buildings that contain three or more dwelling units, apartments, and mixed-use projects that include a residential component. Senate Bill 35 and Senate Bill 330, gone into effect in 2018 and 2020 respectively, have disallowed the use of “should” statements that require additional discretionary review, such as the review of an architectural review body, if the prospective project otherwise meets all of the City’s zoning standards. Since the adoption of this legislation, multifamily and mixed-use developments may now only be approved utilizing quantifiable, measurable, and objective design standards or “shall” policies. For instance, a design standard that states, “No facade shall exceed 36 feet in length without at least a two-foot planar offset that is a minimum of six feet in length,” establishes a “yes” or “no” evaluative criteria for both the applicant or City of Palm Desert Staff (Staff) that respectively design or review a prospective project. Per State legislation, if a project with a multifamily or mixed-use residential component meets the criteria of the design standard, all other objective planning criteria are met, and the project does not otherwise trigger a discretionary review (e.g. a tract map review and approval), Staff must approve the project. Given the requirements described above, and that many projects are by-right and do not require discretionary actions, it is key that the design values and policies of a city be reflected in quantifiable design standards that are utilized by a city’s staff to ministerially approve projects. The ODS of this policy align with Palm Desert’s design goals and establish a measurable and quantifiable basis for ministerial design approvals that help designers, applicants, and City reviewers ensure that new multifamily and mixed-use developments conserve and enhance this community’s setting and character. Page 738 of 855 3CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 1.2 Palm Desert Setting and Character The City of Palm Desert is situated on a gently downward-sloping, north-to-south geographic plane in the Coachella Valley. Set in a low northwestern extension of the Sonoran Desert, the City’s climate is warm throughout the year and hottest from May through October. Days are typically clear and cloudless with bright sunshine. Though there is typically little rain, there is potential for flooding during winter and summer storms. Strong prevailing winds typically blow in from west to east from mid-March through mid- July, and from north to south from mid-November through mid-February. The City enjoys views of high mountains to the south, west, and north, with snow caps visible at the highest elevations during the winter months. While water-intensive lawns and non- native plants do well in the sunny environment, given increasing water scarcity and long-term predictions of drought, drought-tolerant and native fauna increasingly define newer landscapes. The City’s General Plan, adopted in 2016, defines and establishes many guiding themes regarding the design character of future development in this City’s desert environment. Design-centric goals from the General Plan that shape this overarching planning policy document include: • The protection and enhancement of natural surroundings. • Accessibility and connectivity. • Planning and designing at a moderate density and scale so that the pedestrian experience is the primary focus. More specific General Plan design-oriented goals, such as high-quality landscaping, walkable block lengths, neighborhood transitions and scale, and shaded sidewalks are also addressed by the design standards found within this policy. Golf course in Palm Desert. Page 739 of 855 4 Chapter 1: Introduction City of Palm Desert CA, Draft March 2024 1.3 Multifamily and Mixed-Use ODS Goals and Objectives To achieve a best, safe, comfortable, and energy-efficient fit between the natural desert circumstance of Palm Desert and its newer buildings, landscapes, and human environments, new multifamily and mixed-use projects shall be shaped by design standards that incorporate understandings of this community’s unique environmental, geographic, and climatic place factors. The following objectives to shape the development of new multifamily and mixed- use design standards were based upon this environmental design goal and formulated through a three-month public outreach process that included input from local residents, builders, and members of the Architectural Review Commission, Planning Commission, and City Council (See Appendix A-1: Public Outreach). 1. Link new multifamily and mixed-use structures to the natural environment through optimized building design that conserves or opens onto mountain views from public open spaces and rights-of-way. 2. Create human-scale connectivity between new multifamily and mixed-use projects, the outdoor environment, and existing buildings and neighborhoods through project design that supports walkability, alternative transit uses including bicycles and transit stops, and safe, pedestrian- oriented sidewalks and pathways. 3. Design building environments with open space and landscapes that provides shade and protection from the desert sun and wind. 4. Orient new multifamily and mixed- use structures to existing and new street frontages, sidewalks, and the prevailing settings of existing districts, neighborhoods, and buildings. 5. Utilize native and/or drought-tolerant landscape as an integral design component of new multifamily and mixed- use projects, particularly within passive and active recreational open spaces, along parkways, pathways and public sidewalks, at buffers abutting adjacent sites, and at parking areas. 6. Plant shade trees with each new multifamily and mixed use project to reduce the impact of urbanized heat islands, foster walkability, outdoor gathering, and comfort. 7. Reflect the local desert environment through use of architectural details that provide shelter from direct sunlight and prevailing winds, as well as use of materials and colors that are seen in local natural settings. The multifamily and mixed-use design standards of this policy are based upon the above goal and objectives. Use of this policy’s design standards by applicants as they plan and design projects will foster, new building by new building, a consistently applicable design quality related to General Plan policies, a greater desert-oriented integration of architecture with the City’s desert setting, and increased project-by-project identity that enhances the value of Palm Desert’s built environment. Page 740 of 855 5CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 1.4 Multifamily and Mixed-Use Housing in Palm Desert The Palm Desert Municipal Code defines any project that includes three or more units as a multifamily development. Home to a range of multifamily housing types, from triplexes surrounding the downtown area to medium- density apartments and higher-intensity planned developments to the north of the City’s core, future multifamily residential developments will best maintain a high-quality standard of design through use of massing and scale, architectural components, details, landscape, materials and colors that grow out of an appreciation of and fit with the Sonoran Desert surrounds. The Multifamily Typology Transect (Figure 1) illustrates a range of housing types that fit the Palm Desert context, from the Downtown area with its infill parcels to larger undeveloped parcels. The transect begins with triplexes and increases incrementally to include quadplexes, attached townhomes, then courtyard, garden and tuck-under apartments, and finally higher-intensity residential multiplexes that are no taller than three stories. Any multifamily typology of higher density is not generally applicable in Palm Desert unless achieved through allowed housing bonuses that provide for affordable housing. Figure 1: Multifamily Typology Transect. Single-Family Low-Intensity High-Intensity High-intensity multifamily is not applicable in Palm Desert. Duplexes are not considered multifamily in Palm Desert. TRIPLEX • Three dwelling units on a lot • 2-3 stories • Units may be side-by-side and/or one over the other TOWNHOMES • 5+ dwelling units • 2-3 stories • Separate single-family dwellings that are closely spaced, semi-attached, or attached QUADPLEX • Four dwelling units on a lot • 2-4 stories • Units may be side-by-side and/or one over the other COURTYARD, TUCK-UNDER, AND GARDEN APARTMENTS • 2-3 stories • Parking typically underneath a portion of living spaces in both open and closed configurations or underground RESIDENTIAL MULTIPLEX, LOW • 3 stories maximum, up to 35 ft. • Parking typically at-grade, units may be wrapped in front of parking to hide automobiles Page 741 of 855 6 Chapter 1: Introduction City of Palm Desert CA, Draft March 2024 1.5 Applicability The ODS of this policy shall apply to Qualifying Housing Development projects identified by California Government Code Section 65559.5. Qualified Housing Developments include: • Multi-family housing developments. • Residential Mixed-Use Housing developments with a minimum of two-thirds of (⅔) the square footage designated for residential use. • Suppor tive and transitional housing development. The ODS of this policy shall also apply to said housing developments located in the following Palm Desert zoning designations: • Mixed Residential District (R-2). • Multifamily Residential District (R-3). • Planned Residential District (PR). • Office Professional (OP). • Planned Commercial (PC). • Specialty Commercial Center (PC-1). • District Commercial Center (PC-2). • Regional Commercial Center (PC-3). • Resort Commercial Center (PC-4). The ODS are not applicable to the Downtown District (D), Downtown Core Overlay District (D.O.), Downtown Edge District (D.E.), and Downtown Edge Transition Overlay (D.E.-O) zones, nor do they apply to single-family homes, duplexes, accessory dwelling units, or projects approved pursuant to Senate Bill 9. This policy also does not apply to non-residential development. Mixed-use developments, while not a prevalent typology in Palm Desert, are allowed in multiple land uses per the City’s General Plan, including all of the City’s “Centers”, the “Town Center Neighborhood”, and the “Regional Retail District” designations. The Mixed-Use Typology Transect (Figure 2) defines a range of typical mixed-use building types that may be approved in Palm Desert, starting with lower-intensity live-work projects followed by horizontal and vertical mixed-use typologies. In Palm Desert, the tallest vertical mixed-use precedent is a five-story design only permitted at key intersections in the City Center/Downtown area and not applicable to this policy. Figure 2: Mixed-Use Typology Transect. LIVE/WORK • 5+ dwelling units on a lot • 2-3 stories • A single unit consisting of both a commercial/office and a residential component occupied by the same resident HORIZONTAL MIXED-USE • 2-3 stories • A development consisting of 2+ attached or detached buildings of different uses within the same project area VERTICAL MIXED-USE, LOW • 3-4 stories, maximum 35 ft. • Subterranean parking or above-grade parking with architectural treatments to screen cars VERTICAL MIXED-USE, MEDIUM • 5 stories, maximum 60 ft. • Subterranean parking or above-grade parking with architectural treatments to screen cars High-intensity mixed-use is not applicable in Palm Desert. Five-story designs are only permitted at key intersections in the Downtown area and are not applicable to this policy. Low-Intensity High-Intensity Page 742 of 855 7CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 If a residential development project with three or more units, or a mixed-use project with at least two-thirds (⅔) of the gross floor area square footage dedicated to housing, or a supportive/ transitional housing project is located in a Specific Plan area or Overlay District, the ODS of this policy shall only apply if objective design standards particular to the Specific Plan or Overlay District area have not been adopted. When a design standard of this policy is more restrictive than a design standard that addresses the same criteria as noted in Title 25 of the Municipal Code, then the more restrictive standard of this policy shall prevail. When a design standard of this policy is less restrictive than a design standard that addresses the same criteria as noted in Title 25 of the Municipal Code, then the more restrictive standard of the Municipal Code shall prevail. 1.6 How to Use the Standards This policy is a primary design reference and tool to use when designing new multifamily or mixed- use projects in Palm Desert. The design standards of this policy assist project applicants and their designer’s understanding of the minimum design standards that shall be met. The ODS are described in Chapters 2-5 and are organized as follows: • Chapter 2: Project Site Objective Design Standards, consisting of project orientation and frontage requirements. • Chapter 3: Open Space Objective Design Standards, defining landscape requirements, open space amenities, and fencing and walls bordering project sites. • Chapter 4: Building Architecture Objective Design Standards, focusing on building form, roofscapes, architectural components, and exterior materials and colors. • Chapter 5: Parking Design Standards, setting criteria for surface parking lots and parking garages. All multifamily and mixed-use projects that are by-right developments shall be in compliance with these standards. Compliance with the standards will help ensure a streamlined and consistent review and approval process by Staff. The below steps should be followed at the start of designing new projects. 1. Review the Palm Desert General Plan to understand the goals and policies for new development. 2. Review the Palm Desert Municipal Code to determine the applicable zoning code land use requirements that will shape the site and building design. 3. Review the design standards in Chapters 2-5 in this policy to identify the applicable design standards for a multifamily or mixed-use project. All ODS in this policy apply to both multifamily and mixed-use projects unless otherwise indicated in the specific standard. 4. Throughout the design process utilize the applicable checklist in Chapter 7, Objective Design Standards Compliance Checklists, to ensure that all design criteria are met before submission to the City for approval. To determine compliance with the ODS, Staff will use the same checklists to consistently review the City’s design standards in relation to by-right multifamily and mixed-use residential project applications. If a project application is determined to be in compliance with the objective design standards, Staff will approve or recommend approval of the project design. An approved Page 743 of 855 8 Chapter 1: Introduction City of Palm Desert CA, Draft March 2024 project design will still be subject to all other applicable code requirements before a building permit may be issued. Should a multifamily or mixed-use project not comply with one or more of the ODS, the project applicant may choose to proceed with one of the following actions: • Receive an explanation from Staff regarding the non-compliance, revise the building design to be in compliance, and resubmit their application for approval. • Choose a discretionary review process and meet with the Architectural Review Commission for project design approval. • Withdraw their application. Discretionary projects require approval from the Architectural Review Commission. The City of Palm Desert Director of Development Services may expand upon and/or regularly update the objective design standards in this policy as per their discretion. The removal of any objective design standards in this policy can only be decided upon by the Planning Commission or City Council. Page 744 of 855 9CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 2 PROJECT SITE 2.1 Project Frontage 2.2 Project Orientation 2.3 Project Fences and Walls 2.4 Project Entries 2.5 Project Sidewalks and Pathways 2.6 Project Curb Cuts, Vehicular 2.7 Project Alleys 9CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS The intent of the following project site objective design standards is to enhance the pedestrian experience between multifamily and mixed-use developments and their public- facing frontages, prioritizing the orientation of buildings towards public streets, accessibility from public rights-of-way, and the versatility of bordering fences and walls. OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 745 of 855 10 Chapter 2: Project Site ODS City of Palm Desert CA, Draft March 2024 2.2 2.2 PROJECT ORIENTATION 2.2.1. Project orientation. Multifamily and mixed-use projects shall be oriented toward and overlook public streets. To determine that a multifamily or mixed-use project overlooks the public street, such projects shall incorporate a minimum of two of the following project orientation components. a. A landscaped setback that is a minimum of 20 feet deep as measured from the frontage property line, or greater as determined by the setback requirements in Title 25 of the Palm Desert Municipal Code. The landscaped setback shall be generally parallel to the project frontage and incorporate shade trees, planted a maximum of 30 feet on center, within the first 20 feet of depth along the public street frontage. b. At least one open space that is a minimum of 20 feet in depth as measured perpendicular to the public street, the size of which is in relation to the project’s total public street frontage length, per the table below. 2.1 2.1 PROJECT FRONTAGE 2.1.1. Maximum frontage length without break. Public street frontages longer than 450 feet in length shall be separated by a public or private street, alley, or a minimum 30-foot wide and open-to-the-sky landscaped open space inclusive of pedestrian pathways. Street Frontage Minimum Open Space Less than or equal to 150 feet 600 square feet Greater than 150 feet and less than 450 feet 1,500 square feet Greater than or equal to 450 feet 20% of the total frontage length times 25 feet PUBLIC STREET longer than 450’ 30’ min Building breaks along the public-facing street frontage create opportunities for circulation and connectivity on larger sites. See ODS 2.1.1. public or private street, alley, or open space ◄ This multifamily project is oriented towards and incorporates one open space facing the public street. See ODS 2.2.1(b).◄Page 746 of 855 11CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 c. Fences, walls, and/or permanent planter boxes greater than 42 inches in height shall not exceed 20 percent of the total length of the public street frontage. d. At the ground level of buildings generally parallel to and located within ten feet of a public-street-facing frontage setback: street-facing and covered pedestrian entities, stoops, and/or a minimum eight-foot-clear width and depth porches, open-to-the-air galleries, recesses, ramadas, and/or open arcades along a minimum of 20 percent of the public street frontage. 2.3 2.3 PROJECT FENCES AND WALLS 2.3.1. Fence and wall placement. Fences and walls on public-street- facing lots shall meet the placement requirements correlated to the project’s lot size, per the table below. Project Lot Size Fence and Wall Placement Requirements Less than or equal to 15,000 square feet No fence, wall, or pedestrian gate shall be placed within the required front yard setback. Greater than 15,000 feet and less than one acre No fence, wall, or gate shall be placed within the frontage setback along public streets. Fences, walls, and gates, placed to the rear of the frontage setback and greater than 42 inches in height, shall not exceed 60 percent of the total frontage length as measured along the setback line. Greater than or equal to one acre No fence, wall, or gate shall be placed within the frontage setback along public streets. Fences, walls, and gates, placed to the rear of the frontage setback and greater than 42 inches in height, shall not exceed 80 percent of the total frontage length as measured along the setback line. Lots in Palm Desert should not appear to be walled off from the public realm. See ODS 2.3.1.◄18” min 150’ max STREET fence or wall Modulating a perimeter fence or wall provides versatility at eye-level so that pedestrians are not walking alongside a flat wall. See ODS 2.3.2(b).◄Page 747 of 855 12 Chapter 2: Project Site ODS City of Palm Desert CA, Draft March 2024 2.3.2. Fence and wall modulation. Fences and walls shall incorporate at least one of the following modulation components. a. Change in material for every 150 lineal feet of fence or wall. b. Offset at least 18 inches or incorporate a pilaster not to exceed the height of the fence or wall by more than one foot for every 150 lineal feet of fence or wall. 2.3.3. Fence and wall materials. Fences and walls adjoining public streets or rights-of-way shall be constructed of the following materials or any combination of the following materials. a. Aluminum, painted. b. Brick. c . Concrete. d. Metal tube. e . Stone, face stone, and/or veneer stone. f. Wrought iron. Use of corrugated metal for fences is prohibited. 2.3.4. Rear and interior side yard fences and walls. All new residential construction shall include walls or fences of a minimum of 5 feet in height enclosing rear and interior side yards. 2.4 2.4 PROJECT ENTRIES 2.4.1. Publicly visible gate or door. At least one project entry shall be a publicly visible gate or door that provides direct entry to a building or open space, open-to-the-air plaza, patio, or courtyard. This project entry shall be within 60 feet of the curb of a public street or public vehicular drop off point. 1’ max 150’ max pilaster fence or wall Pilasters segment a perimeter fence or wall, also providing variety from the pedestrian perspective. See ODS 2.3.2(b). ◄ Page 748 of 855 13CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 2.4.2. Number of project entries. The number of project entries to an indoor or outdoor area, lobby, and/or dwelling unit that is visible from the public street frontage shall be determined by the total length of public street frontage on a site, per the table below. Gates and doors into projects within close proximity of the public street create more connectivity into larger sites. See ODS 2.4.2.◄PUBLIC STREET / VEHICULAR DROP OFF POINT 60’ max building or open space gate or door pedestrian entry Total Length of Public Street Frontage Minimum Number of Project Entries Less than or equal to 150 feet 1 Greater than 150 feet and less than 450 feet 2 Greater than or equal to 450 feet 2 project entries for each 450 of total length up to a total length of 1,350 feet, after which there is no additional project entry requirement. 2.4.3. Pedestrian entrances. A minimum of one pedestrian entrance to the project shall be provided for each 450 feet of total frontage along public streets. 2.5 2.5 PROJECT SIDEWALKS AND PATHWAYS 2.5.1. Site connectivity, public sidewalks. All on-site buildings, entries, facilities, amenities, and vehicular and bicycle parking areas shall be internally connected by on-site sidewalks and as-needed pathways that may include use of the public sidewalk. 2.5.2. Site connectivity, public streets. Intersecting public and private streets, access drives, drive aisles, alleys, and marked crosswalks shall link to all public streets adjoining a project. On-site pathways connect entries into this multifamily project. See ODS 2.5.2.◄Page 749 of 855 14 Chapter 2: Project Site ODS City of Palm Desert CA, Draft March 2024 2.5.3. Sidewalk width. On-site sidewalks shall be at least four feet in unobstructed width. 2.5.4. Parkways. A minimum five-foot width parkway shall be provided along at least one side of all on-site sidewalks and pathways. 2.5.5. Landscape parkways. When an on-site sidewalk or pathway is provided within a required public street frontage or setback that is 20 feet or greater in depth, a minimum five-foot width landscape parkway shall be provided along both sides of the sidewalk or pathway. 2.5.6. Landscape parkway with ground-floor architectural component. Notwithstanding ODS 2.13 above, only one parkway is required at a project when at least one of the following architectural components is placed along 60 percent of the ground floor building frontage that adjoins a public street, required front yard, or public street frontage setback. a. Stoops. b. Minimum eight-foot clear depth porches. c. Arcades, galleries, and/or ramadas. d. Eight-foot minimum depth recesses. e. 30-inch minimum depth overhangs, trellises, and/or awnings. 2.5.7. Driveway access and sidewalks. Vehicular driveways that access any public right-of-way shall be adjoined by sidewalks with a four-foot-wide, curb-adjacent landscape area on at least one side of the vehicular access drive. Stoops, like the photo above, would permit buildings to only require one landscape parkway if the stoops constitute at least 60 percent of the ground floor frontage. See ODS 2.5.6(a).◄5’ min 4’ min 5’ min parkway sidewalk parkway 20’ or greater in depth This diagram shows a four-foot minimum on-site sidewalk (See ODS 2.5.3) within a public street frontage that is 20 feet or greater in depth (See ODS 2.5.5), resulting in a landscape parkway on both sides of the sidewalk and increased area for canopy tree shade. ◄ PUBLIC STREET Page 750 of 855 15CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 2.6 2.6 PROJECT CURB CUTS, VEHICULAR 2.6.1. Number of curb cuts. The maximum number of curb cuts permitted on a site shall be determined by the total length of public street frontage, per the table below. ground floor architectural component The arcade in this diagram extends at least 60% of the ground floor building frontage and incorporates a shading element into the building design, which permits the building to only require one parkway. See ODS 2.5.6(c). ◄Total Length of Public Street Frontage Maximum Number of Curb Cuts Between 50 and 150 feet 1 Greater than 150 feet 1 curb cut for each 450 feet of public street frontage 2.6.2. Curb cut width. On sites where the public street frontage is less than 450 feet in length, the maximum width of a curb cut shall be no greater than 36 feet. 2.6.3. Curb cut medians. Any site that requires more than a 36-foot curb cut shall divide the curb cut with a minimum five-foot width median such that no segment of the cut is more than 36 feet in width. 2.6.4. Curb cuts, parking area. Any curb cut that leads to a parking area with less than 25 spaces shall be no more than 24 feet in width. This multifamily project provides a landscaped median with signage in between two curb cuts, which serve as a vehicular entry and exit to the project. See ODS 2.6.3.◄Page 751 of 855 16 Chapter 2: Project Site ODS City of Palm Desert CA, Draft March 2024 2.7 2.7 PROJECT ALLEYS 2.7.1. Alley entry. Projects abutting an alley shall provide all vehicular access, including service access, from the alley. 2.7.2. Alley parkways. If a new alley greater than 30 feet in width is provided, at least one minimum five-foot landscaped parkway shall be provided along 70 percent of the total length of the alley, exclusive of the length of curb cuts for driveways, garages, required red curbs for fire access, and vehicular access aisles. 5’ min 30’ min A five-foot minimum parkway between the project boundary line adds landscaping along new alleyways. See ODS 2.7.2. ◄ALLEY 70% alley length min landscaped parkway Page 752 of 855 17CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3 LANDSCAPE & 3.1 Site Landscaping 3.2 Canopy Trees 3.3 Specimen Trees 3.4 Shrubs and Perennials 3.5 Landscape Islands 3.6 Inorganic Groundcover 3.7 Boulders 3.8 On-Site Lighting 3.9 Passive and Active Amenities OPEN SPACE 17CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS The intent of the following landscape and open space objective design standards is to cultivate over time a pedestrian-oriented open space along the public rights-of- way adjacent to multifamily and mixed-use developments, with a visual and natural identity inspired by the surrounding native landscape of the California Sonoran Desert. OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 753 of 855 18 Chapter 3: Landscape and Open Space ODS City of Palm Desert CA, Draft March 2024 3.1 3.1 SITE LANDSCAPING 3.1.1. Frontages. All frontages adjoining public and private streets shall be landscaped. 3.1.2. Setbacks. All front yard, side yard, street-facing side yard, and rear yard setbacks shall be landscaped. 3.2 3.2 LANDSCAPE ISLANDS 3.2.1. Landscape island dimensions. See ODS 5.1.4. 3.2.2. Landscape islands, end parking stalls. See ODS 5.1.5. 3.3.3. Landscape islands, surface parking. See ODS 5.1.6. 3.3 3.3 CANOPY TREES 3.3.1. Canopy trees at public street-adjoining frontages. A minimum of one irrigated, 24-inch box tree shall be planted a maximum of 30 feet on center along frontages adjoining public streets. ‘Desert Museum’ Palo Verde, a permitted canopy tree. See ODS 3.3.5.◄Sweet Acacia, a permitted canopy tree. See ODS 3.3.5.◄3.3.2. Canopy trees at front yards. Where a front yard setback is required, a minimum of one irrigated, 24-inch box tree shall be planted for each 900 square feet of setback area, less the area of any driveways and sidewalks that cross and/or are within the front yard area. 3.3.3. Canopy trees at on-site surface parking. See ODS 5.1.8. 3.4.4. Canopy tree distribution at on-site surface parking. See ODS 5.1.9.30’ maxPUBLIC STREET Frequent canopy trees provide shade and enhance both the pedestrian experience and public street frontage. See ODS 3.3.1. ◄ The selection and balance of canopy trees and organic and inorganic groundcover create a landscape identity for specific to Palm Desert multifamily and mixed-use projects.◄Page 754 of 855 19CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Texas Ebony, a permitted canopy tree. See ODS 3.3.5.◄Thornless Cascalote, a permitted canopy tree. See ODS 3.3.5.◄3.3.5. Canopy tree selection. Along frontages adjoining public streets and public rights-of-way and yards where canopy trees are required, utilize a minimum of three species from the following list and/or approved list of drought resistant canopy trees with no more than 50 percent of all selected canopy trees comprising the same species. a. ‘Desert Museum’ Palo Verde. Parkinsonia (Cercidium) x ‘Desert Museum.’ 1 b. Ironwood. Olneya tesota. c. Palo Brea. Parkinsonia praecox. d. Sweet Acacia. Acacia smallii. e. Texas Ebony. Pithecellobium flexicaule. f. Thornless Cascalote. Caesalpinia cacalaco ‘Smoothie.’ Any invasive, noxious, and nuisance plant species and any plant species designated by the weed control regulations in the Federal Noxious Weed Control and Eradication Act of 2004 and identified on a regional district noxious plant species control list shall be prohibited. Nuisance plant species include, but are not limited to: Washingtonia robusta, Dalbergia sissoo and Euphorbia tirucalli. 3.3.6. Canopy tree shade on sidewalks. Within required frontages and front yard setbacks with sidewalks and pathways, all canopy trees shall be planted to cast shade onto the sidewalk for a minimum of three hours a day during the months of June, July, and August within five years of planting. 3.43.4 SPECIMEN TREES 3.4.1. Specimen trees at frontage areas. In addition to canopy trees, a minimum of one irrigated, 24-inch box specimen tree shall be planted for each 900 square feet of frontage adjoining a public street and/or right-of-way, exclusive of the area of driveways and sidewalks. 3.4.2. Specimen tree selection. Select a minimum of two species from the following list of drought-resistant specimen trees, with no more than 50 percent of all specimen trees planted in required frontages adjoining public streets and public rights-of-way comprising the same species. a. Smoke Tree. Psorothamnus (Dalea) spinosus. b. Honey Mesquite. Prosopis glandulosa. Must be a thornless cultivar inclusive of Prosopis glandulosa ‘Maverick’ or Prosopis glandulosa ‘AZT.’ c. Soaptree. Yucca elata. Smoke Tree, a permitted specimen tree. See ODS 3.4.2.◄Honey Mesquite is a permitted specimen tree, but must be a thornless cultivar inclusive of Prosopis glandulosa ‘Maverick’ or Prosopis glandulosa ‘AZT.’ See ODS 3.4.2.◄1 Consider irrigation practices that better emulate natural conditions or move irrigation lines incrementally over time to encourage “Desert Museum” Palo Verde roots to grow more robustly and better prevent this species from falling over. Page 755 of 855 20 Chapter 3: Landscape and Open Space ODS City of Palm Desert CA, Draft March 2024 3.5 3.5 SHRUBS AND PERENNIALS 3.5.1. Shrub and perennial groundcover. For each continuous area of required frontage and/or required front yard area, all ground surfaces without inorganic groundcover shall be covered by live plant material within five years of planting. See ODS 3.6.1. 3.5.2. Shrub and perennial groundcover selection. Select a minimum of five species from the list of drought-resistant shrub and perennial groundcover below, with no more than 30 percent of all live plant material in required frontage areas and/or front yards comprising the same species. A minimum of three of the selected species shall be woody plants. Species Regional Native GROUNDCOVER Wild Marigold Baileya multiradiata  Prostrate Acacia Acacia redolens Flattop Buckwheat Eriogonum fasciculatum v. poliofolium  Germander Sage Salvia chamaedryoides PERENNIALS Desert Sand Verbena Abronia villosa  Wild Marigold Baileya multiradiata  Lyreleaf Greeneyes Berlandiera lyrata  Hartweg's Sundrops Calylophus hartwegii Lanceleaf Coreopsis Coreopsis lanceolata  Golden Dyssodia Dyssodia pentachaeta  California Golden Poppy Eschscholzia californica  Western Sundance Daisy Hymenoxys acaulis Blackfoot Daisy Melampodium leucanthum Siskiyou Mexican Evening Primrose Oenothera berlandieri Tufted Evening Primrose Oenothera caespitosa Firecracker Penstemon Penstemon eatonii  Superb Penstemon Penstemon superbus Whitestem Paperflower Psilotrophe cooperi  Desert Globemallow Sphaeralcea ambigua  Mexican Marigold Tagetes lemonii Plains Zinnia Zinnia grandiflora Species Regional Native SHRUBS Triangle-leaf Bursage Ambrosia deltoidea  White Bursage Ambrosia dumosa  Shadscale Atriplex canescens  Big Saltbush Atriplex lentiformis Prostrate Coyote Bush Baccharis x ‘Thompson’™ Woolly Butterfly Bush Buddleia marrubifolia Baja Fairy Duster Calliandra californica Fairy Duster Calliandra eriophylla  Rubber Rabbitbrush Chrysothamnus nauseosus Littleleaf Cordia Cordia parviflora Silver Prairie Clover Dalea bicolor Black Dalea Dalea frutescens ‘Sierra Negra’ Indigo Bush Dalea pulchra  Brittlebrush Encelia farinosa Turpentine Bush Ericarmeria laricifolia Apache Plume Fallugia paradoxa San Marcos Hibiscus Gossypium harknessii  Desert Lavender Hyptis emoryii  Chuparosa Justicia californica  Creosote Bush Larrea tridentata Thuder Cloud Sage Leucophyllum candidum ‘Thundercloud’™ Texas Sage Leucophyllum frutescens Rio Bravo Texas Sage Leucophyllum langmaniae 'Rio Bravo'™ Chihuahuan Sage Leucophyllum laevigatum Fragrant Sage Leucophyllum pruinosum ’Sierra Bouquet’ Blue Ranger Leucophyllum zygophyllum ‘Cimarron’™ Barbados Cherry Malpighia glabra  Sugar Bush Rhus ovata Baja Ruellia Ruellia peninsularis  Cleveland Sage Salvia clevelandii  Jojoba Simmondsia chinensis List of permitted shrub and perennial groundcover for multifamily and mixed-use projects. See ODS 3.5.2.◄◄Wild Marigold, a regional native, is an example of a permitted groundcover.◄Page 756 of 855 21CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.5.3. Use of thorned, serrated-edged, sharp-toothed, or sharp- edged plant materials. Thorned, serrated-edged, sharp- toothed, or sharp-edged plant materials shall not be planted so as to grow within two feet of a sidewalk or pathway and ten feet from a children’s play area. 3.6 3.6 INORGANIC GROUNDCOVER 3.6.1. Inorganic groundcover. Within required frontages adjoining public streets and front yard setbacks, a maximum of 50 percent of ground surfaces shall be covered with gravel, cobble, or boulders. 3.6.2. Gravel and cobble type. Select a minimum of one type of gravel and one type of cobble with no more than fifty percent of all surfaces covered in inorganic groundcover comprising the same material. 3.6.3. Groundcover placement. Shrub and perennial groundcovers shall be planted next to and not within a bed of cobble. 3.6.4. Inorganic groundcover color. Any inorganic material utilized within a required frontage adjoining a public street or right- of-way shall be of a color and value (light versus dark) that reflects more light than it absorbs. 3.7 3.7 BOULDERS 3.7.1. Required boulders. For each continuous area of parkway and landscaped setback, locate a minimum of one boulder for each 500 square feet of landscaped setback area, exclusive of the area of driveways and sidewalks. 3.7.2. Irregular spacing. Boulders shall be spaced irregularly. 3.7.3. Buried below grade. The bottom third of boulders shall be buried below grade. 3.8 3.8 ON-SITE LIGHTING 3.8.1. Dark sky compliant. All exterior lighting shall be dark sky compliant and/or fully shielded. 3.8.2. Fully shielded. Exterior lighting shall be fully shielded and arranged so that the source of the light can not be viewed directly. Flattop Buckwheat, a regional native groundcover, along a pathway and adjacent to other shrubs and perennials.◄This landscape setback along a public street incorporates irregularly-spaced shrub and perennial groundcover as well as boulders.◄While this landscape uses a variety of inorganic ground cover, it would not be permitted if the setback was along a required public street frontage or front yard because more than 50 percent of landscape is inorganic. See ODS 3.6.1.◄Page 757 of 855 22 Chapter 3: Landscape and Open Space ODS City of Palm Desert CA, Draft March 2024 3.8.3. Uplighting. Exterior uplighting is prohibited, unless used to feature an architectural or landscape element pursuant to Section 24.16.020 of the Palm Desert Municipal Code. 3.8.4. Lighting angle below the horizon. Exterior lighting shall restrain light from the source to a minimum 30 degrees below the horizontal plane of the light source. 3.8.5. Pedestrian-oriented lighting, location. Pedestrian-oriented lighting shall be provided along all on-site sidewalks and pathways and exterior amenity spaces. 3.8.6. Pedestrian-oriented lighting, placement. Light fixtures shall be placed along all on-site sidewalks and pathways at a spacing of no more than 30 lineal feet on center. 3.7.7. Pedestrian-oriented lighting, illumination. On-site sidewalks, walkways, pathways, and paseos shall be illuminated to a minimum of 1 foot-candle to ensure safe nighttime conditions. 3.8.8. Stand-alone exterior lighting. Stand-alone exterior lighting fixtures shall be a minimum of three feet and a maximum of 14 feet in height. Number of Dwelling Units (DUs) Number of Required Passive Amenities Less than 20 DUs 1 Between 20 and 50 DUs 2 Between 51 and 99 DUs 3 100 DUs and greater 4 3.9 3.9 PASSIVE AND ACTIVE AMENITIES 3.9.1. Passive amenities. Projects shall incorporate the minimum required number of passive amenities per the table below. Exterior lighting must be placed along all on-site sidewalks (see ODS 3.8.5), be between three and 14 feet in height (see ODS 3.8.8), and have a minimum 30-degree light beam (see ODS 3.8.4). ◄ 30’ max 30° min 3’ min 14’ max Page 758 of 855 23CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.9.2. Types of passive amenities. Passive amenities shall be from the list below. A passive amenity may be used multiple times and each passive amenity provided counts as one amenity. a.Gazebo. b.Passive water amenity, including but not limited to fountain, waterfall, stream, or pond. c.Picnic shelter. d.Seating area(s) with benches and/or loose single chairs a minimum of 12 feet wide in one dimension and 144 square feet in area per the following requirements. e.Seating walls a minimum of eight feet in length per the following requirements. f.Secured package lockers contained within an outdoor shelter. 3.9.3. Active amenities. Projects shall incorporate the minimum required number of active amenities per the table below. Number of Dwelling Units (DUs) Number of Required Seating Areas Less than 20 DUs 1 Between 20 and 50 DUs 2 Between 51 and 99 DUs 3 100 DUs and greater 4 Number of Dwelling Units (DUs) Number of Required Seating Walls Less than 20 DUs 1 Between 20 and 50 DUs 2 Between 51 and 99 DUs 3 100 DUs and greater 4 Number of Dwelling Units (DUs)Number of Required Active Amenities Fewer than 20 DUs 2 Between 20 and 50 DUs 3 Between 51 and 99 DUs 4 Between 100 and 149 DUs 5 150 DUs and greater 6 amenities plus one additional active amenity for each additional 50 units. Seating area with loose single chairs. Picnic shelter in a multifamily project courtyard.◄◄Page 759 of 855 24 Chapter 3: Landscape and Open Space ODS City of Palm Desert CA, Draft March 2024 3.9.4. Types of active amenities. Active amenities shall be from the list below. A water amenity must be one of the required number of active amenities. An active amenity may be used multiple times and each active amenity provided counts as one amenity. a. Active water amenity, including but not limited to a pool, spa, hot tub, splash pad, and/or misting area (must be one of the required number of active amenities) b. Barbecue c. Clubhouse and/or recreation room that opens onto an outdoor amenity area d. Community garden e. Court game facility f. Exercise area and/or par course g. Jogging and/or par course h. Pet area and/or run and/or wash i. Play area, children’s The clubhouse in this multifamily project opens up to the pool.◄Fenced off pet area in a multifamily apartment courtyard.◄Children’s play area.◄Bocce ball lawn.◄Page 760 of 855 25CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4 BUILDING ARCHITECTURE 4.1 Building Height 4.2 Building Length 4.3 Building Modulation 4.4 Building Roofs 4.5 Building Materials 4.6 Building Openings, Multifamily 4.7 Building Openings, Mixed-Use 4.8 Building Windows 4.9 Building Balconies and Stairwells 4.10 Building Utilities 4.11 Building Facade Colors 4.12 Building Water Drainage Devices 4.13 Building Trash/Recycling Bins and Enclosures 4.14 Building Design Components 25CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS The intent of the following building architecture objective design standards is to connect multifamily and mixed-use projects to the existing natural and physical surrounds, including but not limited to architectural components and facade modulation that prioritize shade and the use of materials and colors that reflect the desert environment. OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 761 of 855 26 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 4.1 4.1 BUILDING HEIGHT 4.1.1. Building height measurement along public streets. The maximum building height of a multifamily or mixed-use structure within 150 feet of the curb of a public street shall be established by a vertical measurement from the average elevation of the street curb adjacent to the property to the highest point of the structure, provided that a roof shall be measured to the highest point of the roof. 4.1.2. Building height measurement adjoining a residential zoned property. The maximum building height of a multifamily or mixed-use structure within 150 feet of a residential property line shall be established by a vertical measurement from the elevation of the finished grade along the property line of the residential zoned property or the finished grade along the property line of the project site, whichever is lower in elevation, to the highest point of the roof of the structure. In this diagram, the single-family zoned property has a lower elevation than the adjoining multifamily or mixed- use property. The height of the higher density building, in order to minimize the visual impact, is measured from the finished grade along the property line of the single-family lot. Measuring the building height from the public street is intended to prevent a building from feeling taller or “towering” over the public realm, specifically when the building is placed near the public street and the property is at a higher elevation than the public street. ◄ ◄ 150’ maxPUBLIC STREET building height 150’ max building height RESIDENTIAL PROPERTY MULTIFAMILY OR MIXED-USE PROPERTY 4.1.3. Transitional height abutting a single-family zoned property. When a multifamily or mixed-use building is placed on a lot that abuts or is across a right-of-way from a R-1, R-1M, R-E, R-2, or PR regulation properties with a density of PR-10 or lower property line, the otherwise allowed building height shall be modulated by an inward-leaning 45-degree angled plane inclined towards the multifamily or mixed-use building as measured from a horizontal plane originating 15 feet above grade at the abutting property line. Page 762 of 855 27CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.1.4. Maximum building height at public-street-facing frontages. In addition to the minimum horizontal setbacks otherwise required by the Municipal Code, the maximum height of a building abutting a public street frontage shall be determined by its distance from the street-facing setback line, per the table below. Distance from Street-Facing Setback (feet) Maximum Building Height (feet/stories) Less than or equal to 30 feet 24 feet / 2-stories (w/ flat roof) Greater than 30 feet Per Municipal Code R-1, R-1M, R-E, R-2, OR <PR-10 PROPERTYMULTIFAMILY OR MIXED-USE PROPERTY 15’ 45° 4.2 4.2 BUILDING LENGTH 4.2.1. Building wall, maximum length. For both new structures and existing structures with an addition, no building wall shall exceed 250 feet in length. 4.2.2. Building breaks, open to the sky. When building breaks are required, a minimum 40-foot open-to-the-sky separation shall be provided between resulting structures. These open-to-the- sky building breaks shall provide for landscaped public and private rights-of-way, courts, passageways, paseos, and/or other active and/or passive landscaped open spaces. 4.2.3. Building breaks with vehicular street. If a private and/or public vehicular street is utilized to provide a required open- to-the-sky separation, the vehicular street shall incorporate a minimum five foot sidewalk and adjoining minimum five foot parkway. The arcade in this diagram extends at least 60% of the ground floor building frontage, which permits the building to only require one parkway. See ODS 4.1.3. ◄This multifamily project drops down to a single story at the rear of the site because of a transitional height requirement mandating a transition between the building and the adjacent single-family neighborhood.◄Page 763 of 855 28 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 4.3 4.3 BUILDING MODULATION 4.3.1. Building modulation. Buildings shall be broken into major and minor masses and/or feature architectural modulation utilizing at least four of the following. a. Minimum six-foot-clear width ground-level arcades, open-to-the-air galleries, colonnades, porches, recesses, ramadas, and trellis structures placed along a minimum of 80 percent of the ground-floor length of two building faces. b. For each 50 feet of building wall length, incorporation of open-to-the-sky recesses in mass and bulk, or projections of mass and bulk, that are a minimum of eight feet in length and three feet in depth. This diagram shows open-to-the-sky recesses in the building mass that is at least three feet deep and eight feet long every 50 feet of building wall length. See ODS 4.3.1(b). If ODS 4.3.1(a) is incorporated into a project to meet modulation requirements, a ground-level arcade along 80 percent of two sides of a multifamily or mixed-use building as shown in the diagram is permitted. ◄ ◄ ground-level arcade ground-level arcade Page 764 of 855 29CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 c. Use of minor building masses contrasted with major building masses where the wall area of the minor masses is a maximum of 40 percent of the total wall area. d. At the top floor of the building, a minimum six-foot- clear width setback from the floor immediately below along at least two sides of the building. e. Utilization of sun-screening elements, including sunshades, awnings, and canopies, on windows, doors, and openings at south- and west-facing building walls. f. Covered and open-to-the-air balconies where the area of the projections or recesses of the balconies constitute a minimum of 15 percent of the building walls. g. Roof overhangs or projections that provide a minimum of eight feet of vertical shaded wall at noon on the summer solstice. h. Vertical and irrigated landscaping that is located within five feet of a wall, screens at least two walls and 30 percent of the perimeter of the structure, and achieves per specification a minimum 20 feet of height after five years of growth. i. Utilization of two or more building wall materials, where the first material constitutes a maximum of 30 percent of the building’s total wall area less openings and is non-cementitious, and a second material constitutes no more than 70 percent of the total wall area less openings. j. Buildings where the building footprint immediately below the top floor constitutes no more than 80 percent of the building footprint immediately below. The top floor of multifamily and mixed-use buildings may be set back at least six feet on two sides to achieve a building modulation requirement. See ODS 4.3.1(d).◄This multifamily project incorporates sliding wood screens into the facade design to provide shade. See ODS 4.3.1(e). This mixed-use project highlights a base, middle, and top massing by the use of multiple materials. See ODS 4.3.1(i).◄◄Page 765 of 855 30 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 k. Inclusion of one or more tower elements that are no more than half the height of the floor-to-floor height of the tallest building story. The tower element shall be recessed or projected from the rest of the building mass by a minimum of two feet. Two-story buildings that do not front a public street or public right-of-way are not required to meet the modulation requirements of this section. 4.3.2. Vehicle entrances. Where vehicle entries are incorporated into a building wall facing a public street, the facade shall incorporate two of the following components: a. A vehicle entrance that is set back a minimum of 20 feet from the back of sidewalk or required setback, whichever results in the furthest distance from the public street. b. Where a pedestrian entrance is provided adjacent to the garage opening, a minimum five-foot wide sidewalk leading to the public street and sidewalk. c. At least one landscaped area, a minimum five feet in width, adjoining the vehicle access drive and leading from the public street to the garage entrance. 4.3.3. Upper story floor area limit. The gross area of the top story of buildings including exterior walls and roof projections and overhangs shall be a maximum of 80 percent of the floor immediately below, inclusive of required stair structures, mechanical and utility penthouses, elevator overrides, towers, and rooftop common area structures including trellises and overhangs. ODS 4.3.1(j) creates modulation of the building mass by decreasing the ground floor building square footage as more floors are added. In this diagram, the second floor footprint (orange) is 80 percent less than the ground floor footprint, and the top floor footprint is 80 percent less than the second floor footprint. ◄ 80% of ground floor 80% of floor below This multifamily project incorporates recessed tower elements that create modulation in the building mass. See ODS 4.3.1(k). ◄Page 766 of 855 31CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.4 4.4 BUILDING ROOFS 4.4.1. Roof types. The following roof types, or a combination of the following roof types, shall be utilized for multifamily and mixed-use buildings. a. Butterfly roof. b. Clerestory roof. c. Conical roof. d. Cross-hipped roof. e. Curved/barrel vaulted roof. f. Dome roof. g. Flat roof. h. Gable roof. i. Hexagonal roof. j. Hip and valley roof. k. Intersecting gable roof. l. Hip roof. m. M-shaped roof. n. Monitor roof. o. Pyramid hip roof. p. Sawtooth roof. q. Skillion roof. r. Shed roof. No other roof types or forms are permitted. 80% of the floor immediately below The top floor of multifamily and mixed-use buildings is 80 percent of the footprint of the floor immediately below. See ODS 4.3.3.◄The use of both flat and pitched roofs in this multifamily project adds versatility to the roofline. See ODS 4.4.1.◄Page 767 of 855 32 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 4.4.2. Roof slopes. The pitch of sloped roofs, other than conical roofs, curved/barrel vaulted roofs, or dome roofs, shall be no less than 2:12 and no greater than 4:12. 4.4.3. Sloped roof materials. Sloped roofs shall utilize one of the following materials. a. Concrete or lightweight concrete tile. b. Metal that is non-reflective. c. Solar panel tiles, solar roof tiles, or solar shingles. d. Natural tone or slate tile. e. Terracotta tile or simulated terracotta tile. 4.4.4. Prohibited roof materials. The following roof materials are not permitted. a. Asphalt-shingle roofs. b. Glass roofs or skylights that comprise more than 10 percent of the total gross area of the floor below. c. Corrugated metal roofing. 4.4.5. Flat roof modulation. Flat roofs shall be modulated vertically per the table below. Type of Modulation Multifamily Buildings Mixed-Use Buildings Flat Roof Vertical Modulation A minimum of 42 inches at least once every 36 feet. A minimum of 42 inches at least once every 50 feet. For every 36 feet in multifamily building width and every 50 feet in mixed-use building width, the height of the building should increase or decrease by at least 42 inches, not to exceed the maximum height limit. See ODS 4.4.5 for flat roof modulation and ODS 4.1.1-4.1.4 for building height requirements. ◄42” min Page 768 of 855 33CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.5 4.5 BUILDING MATERIALS 4.5.1. Building wall materials. A building shall utilize at least two of the following exterior wall materials. a. Cementitious or acrylic stucco, or an exterior insulating and finish system with a cementitious finish. b. Two stucco textures. If a float finish is utilized for one of the stucco textures, the second stucco texture shall be a float or dash finish stucco and shall be utilized at a minimum of 10 percent of the total wall area. c. Two stucco colors with at least one of the stucco colors utilized at a minimum of 10 percent of the total wall area. d. Metal panels that are non-reflective. e. Natural stone or manufactured stone veneer at a minimum of 10 percent of the total wall area. f. Terra cotta tile and/or rain screens. g. Colored precision block, glazed block, face brick, face stone, split face block, shot blast block, or slump stone at a minimum of 10 percent of the total wall area. 4.4.6. Greenhouses. Greenhouses that are incorporated into a multifamily or mixed-use structure and whose total floor area is 10 percent or less of the total gross floor area of the building are exempt from the roof type, slope, modulation, and materials requirements of these design standards. 4.4.7. Parapet return. Parapets that extend beyond the wall plane due to horizontal building modulation must return and extend a minimum six feet past the wall plane and inwards towards the building. The parapet in this diagram extends an additional six feet past the wall plane where the building modulation extends forward. See ODS 4.4.7.◄This townhome project uses multiple colors of stucco, metal paneling and railings, and precision and split face block. See ODS 4.5.1(a)., 4.5.1(c), 4.5.1(d), and 4.5.1(g). This multifamily project uses multiple stucco colors and a face stone for the entirety of the ground floor. See ODS 4.5.1(a), 4.5.1(c), and 4.5.1(g).◄◄Page 769 of 855 34 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 4.5.2. Wall material transitions. Transitions between differing material and colors on the walls of a building facade shall utilize at least one of the following design methodologies. a. An inside corner where planes intersect. b. Utilization of a reveal, projecting band, and or planar offset to mark the transition between the base, middle, and top of the building. c. Use of a building detail, such as a cornice, belt course, roof projection or eave, and/or habitable or decorative projections. d. Utilization of recesses or projections at windows a minimum of 3 inches in depth at all windows and openings. e. An offset in a plane where the material transition or color occurs with a minimum depth of five inches. 4.5.3. Prohibited building wall materials. 100 percent glass buildings are prohibited. 4.6 4.6 BUILDING OPENINGS, MULTIFAMILY 4.6.1. Ground-level architectural component, multifamily only. Multifamily buildings facing public streets shall provide ground floor porches, ramadas, colonnades, or recesses that are a minimum of six feet in clear depth and seven feet in height along a minimum of 30 percent of the building length. 4.6.2. Upper-level glazing, multifamily only. Multifamily buildings shall provide a minimum 15 percent and a maximum of 30 percent transparent glazing and/or openings at building walls above the ground level as measured from the finish floor level to the underside of the floor or roof above. 4.6.3. Openings, multifamily only. For multifamily buildings, the area of openings in walls above the first level, inclusive of doors and windows and exclusive of any floor-to-floor and floor-to-roof wall area shaded by porches, verandas, arcades, galleries, ramadas, trellises, open-to-the-air recesses, continuous brise-soleil and other open-to-the-air architectural screening elements, shall constitute a minimum of 15 percent and a maximum of 40 percent of the total wall area above the first level. This multifamily project uses multiple building materials through various transition techniques. Materials change at the inside corner of two building planes intersecting and a belt course horizontally divides the building and changes material. See ODS 4.5.2(a) and 4.5.2(c). The ground level of this multifamily building is recessed to provide shade along the street frontage. See ODS 4.6.1. This multifamily building keeps the number of wall openings above the ground level below 40 percent. See ODS 4.6.3.◄◄◄Page 770 of 855 35CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.7 4.7 BUILDING OPENINGS, MIXED-USE 4.7.1. Ground-level transparency or frontage component, mixed-use only. The ground level of mixed-use buildings shall comprise at least one of the following elements. a. Glazing at the ground level of walls that face a public street shall constitute a minimum of 60 percent of the total wall length and such glazing shall be a minimum of 8-feet in height. b. A porch, veranda, arcade, gallery, ramada, projecting trellis, open-to-the-air recess, and/or permanent overhang that is a minimum of eight feet in clear depth along at least 80 percent of the length of any wall that faces a public street. 4.7.2. Upper-level glazing, mixed-use only. At upper levels of mixed-use buildings, the total area of glazing shall be a minimum of 15 percent of the total wall area. 4.7.3. Openings, mixed-use only. The combined surface area of windows, doors, or other openings inclusive of continuous glass systems shall comprise no more than 60 percent of the total wall area of any individual mixed-use building face. 4.8 4.8 BUILDING WINDOWS 4.8.1. Window and door details. Building windows and doors shall utilize at least two of the following: a. Three distinct sizes of windows. b. Shading devices including shutters, exterior blinds, awnings, brise-soleil, sun screens and/or decorative architectural details that create a distinct shadow line at a minimum 60 percent of openings. c. Recesses or projections a minimum of three inches in depth at a minimum of 60 percent of all openings. d. Trim around the opening that is no less than four inches in width and creates a projection or recess no less than two inches in depth. e. Use of metal-clad, thermally-broken metal or steel, and/or wood windows or doors at all openings. f. Exterior shades. More than sixty percent of the ground level of this mixed-use building is glazing. See ODS 4.7.1(a). The glazing at the upper levels of this mixed-use development is at least 15 percent of the total wall area. See ODS 4.7.2. This multifamily development has recessed windows of at least three distinct size. See ODS 4.8.1(a) and 4.8.1(c). ◄◄◄Page 771 of 855 36 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 4.8.2. Windows, storage, utilities, and screening. Where windows open onto a utility or storage use or occupancy, the window opening shall be provided with interior or exterior screening such as an interior or exterior shade, and/or decorative and/ or obscuring glass. 4.9 4.9 BUILDING BALCONIES AND STAIRWELLS 4.9.1. Balcony depth. Balconies shall be a minimum of six feet in clear depth. 4.9.2. Balcony design. Balconies shall be recessed or shaded by balconies or roof projections immediately above and/or by minimum four-foot deep awnings, canopies, ramadas, recesses, and/or trellises. 4.9.3. Stairwells. All building stairwells shall be internal to the building or screened by materials with a 50 percent opacity. 4.10 4.10 BUILDING UTILITIES 4.10.1. Electrical utilities. All electrical utility equipment, electrical meters, and junction boxes shall be placed within a utility room. 4.10.2. Mechanical and electrical equipment screening. With the exception of ground-mounted transformers that shall meet the requirements of the utility provider, all mechanical equipment, including new and replacement equipment that is free-standing, and wall mounted equipment, shall be fully screened from all views by one of the following: a. Solid parapets and/or walls that are a minimum of one foot taller than the mechanical equipment as measured from the roof deck to the highest point of the equipment. b. Louvers equipment boxes that are incorporated into a wall. c. Walls that are a minimum 50 percent opaque and that are set within landscape areas that in plan provide a landscape border a minimum 18 inches wide around the perimeter of at least two sides of the equipment pad. Window mounted equipment is permitted at existing buildings that include an addition if not visible from any public street. The courtyard-facing balconies in this multifamily development are shaded by the balconies immediately above. See ODS 4.9.2. This project extends a wall surface and uses landscaping to screen mechanical equipment. ◄◄Page 772 of 855 37CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.11 4.11 BUILDING FACADE COLORS 4.11.1. Color palette. Building exteriors shall utilize neutral, earth tone, and/or neutral or earth tone Sonoran Desert regional colors as published by third parties or the City of Palm Desert. To demonstrate compliance with this requirement, applicants shall include samples or printouts of selected exterior colors with their application, provide a key to color use on elevation drawings, and provide third party material and/or color chart(s), brochure(s), web page(s) addresses, or other publication(s) materials that relate the proposed building color(s) to a neutral, earth tone, and/or Sonoran Desert color choice. 4.11.2. Accent colors. A maximum of ten percent of the building facade area, including but not limited to walls, doors, window details, cornices, and belt courses, may be with accent colors not considered a neutral, earth tone, and/or Sonoran Desert color choice. 4.11.3. Prohibited colors. Except as an accent color or a window, trim, fence, or gate color, the use of black color on buildings is prohibited. 4.12 4.12 BUILDING WATER DRAINAGE DEVICES 4.12.1. Water drainage devices, multifamily only. At multifamily buildings, gutters, downspouts, and other water drainage components shall utilize one of the following design methodologies. a. Remain an unpainted natural metal material. b. Be painted the same color of the immediately-adjoining facade. c. Not be visible from the exterior of the building walls facing public streets. 4.12.2. Water drainage devices, mixed-use only. At mixed-use buildings, gutters, downspouts, and other water drainage components, with the exception of required overflow devices, shall not be visible from the exterior of the building walls facing public streets. This multifamily development uses a variety of earth tone and neutral colors. See ODS 4.11.1. Shades of white and brown are used in this townhome typology. See ODS 4.11.1.◄◄These townhomes use yellow and orange accent colors to highlight minor massing elements within the design. See ODS 4.11.2.◄Page 773 of 855 38 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 AND ENCLOSURES 4.13 4.13 BUILDING TRASH/RECYCLING BINS Project Lot Size Trash/Recycling Bin Requirements Less than or equal to 7,500 square feet Trash/recycling bins shall be designated, open-to-the- sky enclosures shall be permitted, but no trash/recycling bin or enclosure shall be placed in required setbacks or visible from a public street. Greater than 7,500 square feet and less than 22,500 square feet Trash/recycling bins shall be placed within fully enclosed structures which may be open to the sky. Trash enclosures may not be visible from a public street, may project into a required side or rear yard setback, but may not be placed within five feet of a property line or within a setback adjacent to a public street or single- family designated lot. Greater than 22,500 square feet Trash/recycling bins shall be designated, fully enclosed, may be open to the sky, and shall not be placed within required setbacks or visible from a public street. This trash enclosure is located away from required setbacks and public streets, and has architectural details that relate back to the development it is serving. See ODS 4.13.1. The buildings of this development project utilize similar facade materials and colors. See ODS 4.14.1(b) and 4.14.1(c). The buildings in this multifamily project are not identical, but are similar in proportion and mix- and-match balconies and recesses and materials and colors to build consistency. See ODS 4.14.1(c) and 4.14.1(e).◄◄◄4.13.1. Trash/recycling bin placement. Trash and recycling bins shall meet the placement requirements correlated to the project’s lot size per the table below. 4.14 4.14 BUILDING DESIGN COMPONENTS 4.14.1. Architectural continuity. A development project with multiple buildings shall maintain architectural consistency at all building and accessory building facades or implement at least three of the following architectural components consistently throughout all buildings and accessory buildings in the project: a. Consistent use of roof forms and if sloped, roof materials and coloring at all buildings and accessory buildings. b. Consistent use of building overhangs, recesses, and architectural projections including porches, arcades, ramadas, galleries and building screening that create shade at south, east, and west facing facades. c. Consistent use of facade materials at all buildings and accessory buildings. d. Consistent use of color at all buildings and accessory buildings. e. Consistent use of proportions and details at 60 percent of building openings. f. Consistent use of sun shading architectural components at all buildings visible from a public street. Page 774 of 855 39CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.14.2. Inclusion of Palm Desert architectural and landscape components. In consideration of the desert landscape, buildings shall incorporate at least four of the following design components. a. Buildings oriented on an east-west axis such that the wall area of both the east and west facades is not more than 60 percent of the area of the area of south facing walls. b. Site walls, building massing, and landscape windbreaks that protect project open spaces from west to east prevailing summer winds. c. Site walls, building massing, and landscape windbreaks that protect project open spaces from north to south prevailing winds that occur from mid- November through mid-February. d. Covered open-to-the-air arcades, colonnades, galleries, or other permanent coverings or projections that provide shade at all building walls visible from public streets. e. Overhangs or recesses at building entries that are a minimum of four feet in clear depth. f. Minimum 24-inch deep roof eaves. g. Use of natural stone or veneer stone at a minimum of 10 percent of the total building wall area. h. Use of recessed windows at a minimum 60 percent of openings. i. Use of shade trees at varying distances apart, but in no case more than 30 feet on center, to shade the length of east, south, and west facing building walls visible from a public street. j. Public street frontages that are a minimum 20 percent greater than the otherwise required frontage, front yard, and street-facing side yard requirements. This multifamily project has exaggerated roof eaves throughout the design. See ODS 4.14.2(f).◄This multifamily project accents the massing at all corners with a veneer stone. See ODS 4.14.2(g).◄This multifamily project has shade trees, visible from the public street, along the project frontage. See ODS 4.14.2(i).◄Page 775 of 855 40 Chapter 4: Building Architecture ODS City of Palm Desert CA, Draft March 2024 This page is intentionally blank. Page 776 of 855 41CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 5 PARKING 5.1 Surface Parking Design 5.2 Mechanical Parking 5.3 Parking Shelters 5.4 Parking Garages 5.5 Bicycle Parking 41CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS The intent of the following parking objective design standards is to create landscaping, shade, and pedestrian circulation at surface parking lots and architectural continuity between project buildings and parking garages. OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 777 of 855 42 Chapter 5: Parking ODS City of Palm Desert CA, Draft March 2024 5.1 5.1 SURFACE PARKING DESIGN 5.1.1. Surface parking visibility. All surface parking lots shall be hidden from the public right-of-way using one of the following techniques. a. Locating all surface parking lots behind buildings. Where more than one building is placed on a lot and the buildings screen the surface parking, no separation between buildings screening the surface parking may be more than 30 feet wide. b. Locating all surface parking lots behind a fence or wall that complies with 2.3 Project Fences and Walls. c. Locating all surface parking lots behind a landscape buffer a minimum of ten feet in depth and a minimum 42 inches in height that creates a vegetation screen through the use of bushes, hedges, and trees. 5.1.2. Surface parking along side or rear property lines. Surface parking areas adjacent to side or rear property lines shall provide a perimeter landscaped strip at least five feet wide. 5.1.3. Landscape island dimensions. Landscape islands at on-site surface parking, inclusive of the landscape islands that must be adjacent to end parking stalls, shall be no less than nine feet in length and seven feet in width, exclusive of curbs and landings. 5.1.4. End parking stalls, width. End parking stalls shall be increased in City-required width by a minimum of 18 inches. 5.1.5. Landscape islands, end parking stalls. All end parking stalls shall be adjacent to a landscape island. The length and width of landscape islands on surface parking lots must be seven feet excluding curbs and landings (see ODS 5.1.4) and end parking stalls must be at least 18 inches wider than the standard stall width (see ODS 5.1.5). ◄ 7’ min (exclusive of curbs/landings) 9’ min (exclusive of curbs/landings) City-required width plus 18” min Page 778 of 855 43CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 5.1.6. Landscape islands, surface parking with more than 30 spaces. For surface parking lots with more than 30 parking spaces, a minimum 10 percent of the area of a surface parking lot shall be landscape islands, achieved by one of the following. a. The use of finger islands at endcaps and a landscape island every ten parking spaces. b. A minimum five-foot continuous landscape planter located within the center of parking rows, running between endcap finger islands. 5.1.7. Canopy trees at on-site surface parking. Projects shall incorporate one canopy tree for every three uncovered parking spaces and one canopy tree for every eight covered parking spaces. 5.1.8. Canopy tree distribution at on-site surface parking. Canopy trees at surface parking areas shall be uniformly distributed across the surface area of the lot so that no parking space is more than 30 feet from the center of a canopy tree. 5.1.9. Parking space building separation. Parking spaces shall be separated from buildings by a minimum five-foot wide pedestrian sidewalk and a minimum five-foot wide landscape strip, as measured from the curb face. 5.1.10. Pathways, surface lots with more than 50 spaces. For surface parking areas with more than 50 parking spaces, a minimum of one publicly-accessible pathway or sidewalk that provides access across the lot to a public sidewalk is required for each 200 feet of surface parking area fronting a public street. 5.1.11. Pathway enhancements, surface lots with more than 50 spaces. For surface parking areas with more than 50 parking spaces, enhanced or textured paving or striping shall be included where pedestrian crossing occurs. 5.2 5.2 MECHANICAL PARKING 5.2.1. Mechanical parking placement. Open-to-the-air mechanical parking spaces shall not be placed within 20 feet of a public street frontage. 5.2.2. Mechanical parking screening. Open-to-the-air mechanical parking spaces placed between 20 to 150 feet from a street frontage shall be minimally screened from the view of the public street by walls that are a minimum 15 percent open or transparent and no more than 40 percent open or transparent. Desert Museum Palo Verde canopy trees are planted in the landscape islands of this surface parking lot to increase shade. See ODS 5.1.8.◄The frequency of canopy trees in this surface parking lot provides more opportunities for shade. See ODS 5.1.9.◄This mechanical parking is placed behind the building it is serving so that it is not visible from the public street frontage. See ODS 5.2.2.◄This continuous landscape planter is located in between parking rows. See ODS 5.1.7(b).◄Page 779 of 855 44 Chapter 5: Parking ODS City of Palm Desert CA, Draft March 2024 5.2.3. Structures with mechanical parking. The design of fully enclosed buildings or structures that contain mechanical parking shall meet the Building Architecture Objective Design Standards in Chapter 4 of this policy. 5.3 5.3 PARKING SHELTERS 5.3.1. Parking shelter placement. No parking shelter shall be placed within a required setback. 5.3.2. Parking shelter materials and colors. When visible from a public right-of-way, parking shelters shall utilize the same colors and roof materials as the main buildings of a site. 5.3.3. Parking shelter length. No individual parking shelter shall exceed 65 feet in length. 5.4 5.4 PARKING GARAGES 5.4.1. Architectural continuity, parking garages. Parking garages and those portions of buildings that incorporate a parking garage occupancy shall be architecturally treated and meet the Building Architecture Objective Design Standards in Chapter 4 of this policy. 5.4.2. Vehicular entry gates. Any vehicular entry gate to a parking structure shall provide a minimum of 20 feet between the gate and the back of the sidewalk to minimize conflicts between sidewalk use by pedestrians and vehicle queuing. 5.4.3. Ground-floor openings at parking garages and utility and mechanical areas. Openings at parking garages and utility and mechanical rooms adjoining public street frontages shall be screened from view by at least one of the following. a. Vertical landscape and/or climbing vines on metal screens, and/or wires that cover at least 60 percent of the openings of any parking deck, and/or mechanical or utility room opening. b. Use of decorative, non-reflective metal grills, glass, or panels with a minimum opacity of 50 percent that cover at least 60 percent of the openings of any parking deck, and/or mechanical or utility room opening. This covered parking shelter uses the same orange-red as the main building facade, seen behind the shelter.◄Vehicles entering this multifamily building can queue in the covered passageway and turn right into the garage, avoiding blocking the sidewalk. See ODS 5.4.2.◄Decorative metal grills screen this parking opening from view along the street frontage. See ODS 5.4.3(b).◄ ◄ Page 780 of 855 45CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 5.5 5.5 BICYCLE PARKING 5.5.1. Shor t-term bicycle parking. Required bicycle racks for short- term parking shall be located within 50 feet of at least one public entrance to a multifamily or mixed-use building. 5.5.2. Long-term bicycle parking. Required long-term bicycle parking must be covered and secured and shall be located within 150 feet of at least one entrance to multifamily or mixed-use building. This multifamily development provides uncovered bike racks at the entrance to the building. See ODS 5.5.1. This multifamily building provides a dedicated indoor bicycle storage room. See ODS 5.5.2.◄◄Page 781 of 855 46 Chapter 5: Parking ODS City of Palm Desert CA, Draft March 2024 This page is intentionally blank. Page 782 of 855 47CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 6 ODS Multifamily Compliance Checklist Mixed-Use Compliance Checklist COMPLIANCE CHECKLISTS 47CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 783 of 855 48 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 Multifamily Compliance Checklist The Objective Design Standards (ODS) assist project applicants and designers to achieve multifamily design objectives. As a project is designed, applicants and designers must utilize the ODS outlined in Chapters 2-5 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards, as well as the Multifamily Compliance Checklist, to determine compliance in advance of submittal and formal review for compliance by the City. Applicants must fill out the sections of the following pages and check “compliance” or “not applicable (N/A)” as appropriate. In cases where an explanation is required, describe how the multifamily project complies with the ODS or how the ODS is not applicable to the project. If the applicant requires additional space for any explanation and/or chooses to illustrate compliance to an ODS, attachments may be submitted along with this form. Once the form is completed, it must be submitted to the City along with the application submittal package. The City will fill out the sections designated “City use only” in their review upon the applicant’s submission of this checklist and other application materials. CITY OF PALM DESERT PROJECT INFORMATION CONTACT INFORMATION Applicant Name: Please check one.Property Owner Design Firm/Architect Representative Other (please specify): Engineer Email: Phone: Proposed Project Name: Date: CITY USE ONLY OVERALL COMPLIANCE FINDING City Comments (Optional):Reviewed by: YES: NO: Date: Page 784 of 855 49CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 MULTIFAMILY PROJECT SITE DESIGN New multifamily projects shall meet all of the below Project Site standards per Chapter 2 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 2.1. PROJECT FRONTAGE 2.1. PROJECT FRONTAGE ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.1.1.Max. frontage length without break. 30’ wide open-to-the-sky landscaped open space separating public-facing street frontages longer than 450’. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 2.2. PROJECT ORIENTATION 2.2. PROJECT ORIENTATION ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.2.1.Project orientation. Select a minimum of two of the following: a. Min. 20’ deep landscaped setback, parallel to project frontage, with 30’ on-center shade trees within the first 20’ of depth along public street frontage. b. Min. one, 20’ in depth open space, sized according to the table in Section 2.2b. c. Max. 42” fences, walls, and/or permanent planter boxes to not exceed 20% of total public street frontage length. d. Use of a ground-level design component listed in Section 2.2d within 10’ of public-street- facing frontage setback and along min. 20% of the total public-street-facing frontage. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 785 of 855 50 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.3. PROJECT FENCES AND WALLS 2.3. PROJECT FENCES AND WALLS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.3.1.Fence and wall placement. Select the appropriate placement requirement from the options below. a. Project lot size < 15,000 SF: no fence, wall, or gate placed within required front-yard setback. b. Project lot size greater than 15,000 SF and less than 1 acre: no fence, wall, or gate placed within frontage setback along public streets. Fences, walls, and gates greater than 42” and behind frontage setback not to exceed 60% of frontage length. c. Project lot size > 1 acre: no fence, wall, or gate placed within frontage setback along public streets. Fences, walls, and gates greater than 42” and behind frontage setback not to exceed 80% of frontage length. 2.3.2.Fence and wall modulation. Select one of the following: a. Change in material every 150’ of fence wall. b. Offset every 18” or pilaster every 150’ of fence wall. 2.3.3.Fence and wall materials. Select fence or wall material(s) used. a. Aluminum, painted. b. Brick. c . Concrete. d. Metal tube. e . Stone, face stone, and/or veneer stone. f. Wrought iron. 2.3.4.Rear and interior side yard fences and walls. Min. 5’ height for all fences and walls enclosing rear and interior side yards. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 786 of 855 51CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.4. PROJECT ENTRIES 2.4. PROJECT ENTRIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.4.1.Publicly visible gate or door. Min. 1 publicly visible gate or door that provides direct entry to a building or open space, within 60’ of the curb of a public street or public vehicular drop off point. 2.4.2.Number of project entries. Select the appropriate minimum number of project entries requirement from the options below. a. Public street frontage < 150 ft.: min. 1 project entry. b. Public street frontage greater than 150 ft. and less than 450 ft: min. 2 project entries. c. Public street frontage > 450 ft: 2 project entries for each 450 of total length up to a total length of 1,350 feet. 2.4.3.Pedestrian entrances. Min. 1 for each 450’ total frontage along public streets. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 787 of 855 52 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.5. PROJECT SIDEWALKS AND PATHWAYS 2.5. PROJECT SIDEWALKS AND PATHWAYS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.5.1.Site connectivity, public sidewalks. All on- site buildings, entries, facilities, amenities, and vehicular and bicycle parking areas are internally connected by on-site sidewalks and as-needed pathways. 2.5.2.Site connectivity, public streets. Intersecting public and private streets, access drives, drive aisles, alleys, and marked crosswalks link to all public streets adjoining the project. 2.5.3.Sidewalk width. On-site sidewalks are a min. 5’ in unobstructed width. 2.5.4.Parkways. Min. 5’ width, provided along at least one side of all on-site sidewalks and pathways. 2.5.5 Landscape parkways. Min. 5’ width, provided along both sides of the sidewalk or parkway if on-site sidewalk or pathways is provided within a required public street frontage or setback that is > 20’ in depth. 2.5.6.Landscape parkway with ground-floor architectural component. Min. 1 parkway required if at least one of the architectural components is placed along 60% of the ground floor building frontage that adjoins a public street, required front yard, or public street frontage setback. a. Stoops b. Min. 8’-clear depth porches c. Arcades, galleries, and/or ramadas d. Min. 8’ depth recesses e. Min. 30” depth overhangs, trellises, and/or awnings 2.5.7.Driveway access and sidewalks. Vehicular driveways that access any public right-of-way are adjoined by sidewalks with a 4’ wide, curb- adjacent landscape area on at least one side of the vehicular access drive. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 788 of 855 53CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.6. PROJECT CURB CUTS, VEHICULAR 2.6. PROJECT CURB CUTS, VEHICULAR ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.6.1.Number of project entries. Select the appropriate requirement from the options below. a. Public street frontage between 50 and 150 ft: max. 1 curb cut. b. Public street frontage greater than 450 ft: max. 1 curb cut for each 450’ of public street frontage. 2.6.2.Curb cut width. Max. 36’ width curb cut if public street frontage is less than 450’ in length. 2.6.3.Curb cut medians. If site requires more than a 36’ curb cut, it is divided with a min. 5’ width median such that each segment of the curb cut is a max. 36’ in width. 2.6.4.Curb cuts, parking area. Max. 24’ in width if curb cut leads to a parking area with less than 25 parking spaces. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 2.7. PROJECT ALLEYS 2.7. PROJECT ALLEYS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.7.1.Alley entry. Projects abutting an ally provide all vehicular access from the alley. 2.7.2.Alley parkways. If a new alley >30’ in width is provided, at least 1, min. 5’ landscaped parkway provided along 70% of the total length of the alley, exclusive driveway curb cut lengths, garages, required red curbs for fire access, and vehicular access aisles. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 789 of 855 54 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MULTIFAMILY LANDSCAPE AND OPEN SPACE DESIGN New multifamily projects shall meet all of the below Project Landscape and Open Space standards per Chapter 3 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 3.1. SITE LANDSCAPING 3.1. SITE LANDSCAPING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.1.1.Frontages. All frontages adjoining public and private streets are landscaped. 3.1.2.Setbacks. All front yard, side yard, street- facing side yard, and rear yard setbacks are landscaped. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 3.3. CANOPY TREES 3.3. CANOPY TREES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.3.1.Canopy trees at public street-adjoining frontages. Min. 1 irrigated, 24” box tree planted a max. 30’ on center along frontages adjoining public streets. 3.3.2. Canopy trees at front yards. Where front yard setback is required, min. 1 irrigated, 24” box tree planted for each 900 SF of setback area. 3.3.5. Canopy trees selection. Select a min. 3 of the following species utilized along frontages adjoining public streets and public right-of- ways, with no more than 50% of all selected canopy trees comprising of the same species. a. ‘Desert Museum’ Palo Verde. Parkinsonia (Cercidium) x ‘Desert Museum.’ b. Ironwood. Olneya tesota. c. Palo Brea. Parkinsonia praecox. d. Sweet Acacia. Acacia smallii. e. Texas Ebony. Pithecellobium flexicaule. f. Thornless Cascalote. Caesalpinia cacalaco ‘Smoothie.’ CANOPY TREES CONTINUES ON THE NEXT PAGE Page 790 of 855 55CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.3. CANOPY TREES (CONT.)3.3. CANOPY TREES (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.3.5.Canopy tree shade on sidewalks. All canopy trees planted within required frontages and front yard setbacks with sidewalks and pathways cast shade on the sidewalk for a min. 3 hours a day during the months of June, July, and August within 5 years of planting. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 3.4. SPECIMEN TREES 3.4. SPECIMEN TREES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.4.1. Specimen trees at frontage areas. Min. 1 irrigated, 24” box specimen tree planted for each 900 SF of frontage adjoining a public street and/or right-of-way. 3.4.2.Specimen trees selection. Select a min. 2 of the following species, with no more than 50% of all selected specimen trees planted in required frontages adjoining public streets and public right-of-ways comprising the same species. a. Smoke Tree. Psorothamnus (Dalea) spinosus. b. Honey Mesquite. Prosopis glandulosa. Must be a thornless cultivar inclusive of Prosopis glandulosa ‘Maverick’ or Prosopis glandulosa ‘AZT.’ c. Soaptree. Yucca elata. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 791 of 855 56 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.5. SHRUBS AND PERENNIALS 3.5. SHRUBS AND PERENNIALS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.5.1.Shrub and perennial groundcover. Ground surfaces in required frontages without inorganic groundcover are covered by live plant material within 5 years of planting. 3.5.2.Shrub and perennial groundcover selection. Select min. 5 species from list of drought- tolerant shrub and perennial groundcover in ODS 3.5.2., with max. 30% of all live plant material comprising of the same species and a min. 3 selected species are woody plants. 3.5.3.Use of thorned, serrated-edged, sharp-toothed, or sharp-edged plant materials. Planted more than 2’ from a sidewalk or pathway and more than 10’ from a children’s play area. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 3.6. INORGANIC GROUNDCOVER 3.6. INORGANIC GROUNDCOVER ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.6.1.Inorganic groundcover. Max. 50% ground surfaces within required frontages adjoining public streets and front yard setbacks covered with gravel, cobble, or boulders. 3.6.2.Gravel and cobble type. Min. 1 type of gravel and min. 1 type of cobble with max. 50% of all surfaces comprising the same material. 3.6.3.Groundcover placement. Planted next to and not within a bed of cobble. 3.6.4.Inorganic groundcover color. Inorganic material utilized within a required frontage adjoining a public street or right-of-way shall be of a color and value that reflects more light than it absorbs. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 792 of 855 57CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.7. BOULDERS 3.7. BOULDERS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.7.1.Required boulders. Min. 1 boulder for each 500 SF of continuous area of parkway and landscaped setback area. 3.7.2.Irregular spacing. Boulders are spaced irregularly. 3.7.3.Buried below grade. Bottom third of boulders are buried below grade. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 3.8. ON -SITE LIGHTING 3.8. ON-SITE LIGHTING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.8.1.Dark-sky compliant. Exterior lighting is dark- sky compliant and/or fully shielded. 3.8.2.Fully shielded. Exterior lighting is fully shielded and arranged so that light source cannot be viewed directly. 3.8.3.Uplighting. Prohibited, unless used to feature an architectural or landscape element pursuant to Section 24.16.020 of the Palm Desert Municipal Code. 3.8.4.Lighting angle below the horizon. Exterior lighting restrains light from source to a min. 30° below horizontal plane of light source. 3.8.5.Pedestrian-oriented lighting, location. Provided along all on-site sidewalks and pathways and exterior amenity spaces. 3.8.6.Pedestrian oriented lighting, placement. Spaced a max. 30 lineal feet on center. 3.8.7.Pedestrian-oriented lighting, illumination. Min. 1’ candle on all on-site sidewalks, walkways, pathways, and paseos. 3.8.8.Stand-alone exterior lighting. Min. 3’ and max. 14’ in height. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 793 of 855 58 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.9. PASSIVE AND ACTIVE AMENITIES 3.9. PASSIVE AND ACTIVE AMENITIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.9.1.Passive amenities. Select the appropriate requirement per the options below. a. Less than 20 DUs: min. 1 required passive amenity b. Between 20-50 DUs: min. 2 required passive amenities c. Between 51-99 DUs: min. 3 required passive amenities d. 100 DUs and greater: min. 4 required passive amenities 3.9.2.Types of passive amenities. Select from the list below. a. Gazebo b. Passive water amenity c. Picnic shelter d. Seating area(s) with benches and/ or loose chairs a min. 12’ wide in one dimension and 144 SD in area per below: i. Less than 20 DUs: 1 required seating area ii. Between 20-50 DUs: 2 required seating areas iii. Between 51-99 DUs: 3 required seating areas iv. 100 DUs and greater: 4 required seating areas e. Seating walls a min. 8’ in length per below: i. Less than 20 DUs: 1 required seating wall ii. Between 20-50 DUs: 2 required seating walls iii. Between 51-99 DUs: 3 required seating walls iv. 100 DUs and greater: 4 required seating walls PASSIVE AND ACTIVE AMENITIES CONTINUES ON THE NEXT PAGE Page 794 of 855 59CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.9. PASSIVE AND ACTIVE AMENITIES (CONT.)3.9. PASSIVE AND ACTIVE AMENITIES (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.9.3.Active amenities. Select the appropriate requirement per the options below. a. Fewer than 20 DUs: min. 2 active amenities b. Between 20-55 DUs: min. 3 active amenities c. Between 51-99 DUs: min. 4 active amenities d. Between 101-149 DUs: min. 5 active amenities e. 150 DUs and greater: min. 6 plus one additional active amenity for each additional 100 units 3.9.4.Types of passive amenities. Select from the list below, one of which must be an active water amenity. a. Active water amenity b. Barbecue c. Clubhouse and/or recreation room that opens onto an outdoor amenity area d. Community garden e. Court game facility f. Exercise area and/or par course g. Jogging and/or par course h. Pet area and/or run and/or wash i. Play area, children’s Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 795 of 855 60 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MULTIFAMILY BUILDING ARCHITECTURE DESIGN New multifamily projects shall meet all of the below Building Architecture standards per Chapter 4 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 4.1. BUILDING HEIGHT 4.1. BUILDING HEIGHT ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.1.1.Building height measurement along public streets. Max. building height within 150’ of the curb of a public street is established by a vertical measurement from the average elevation of the street curb adjacent to the property to the highest point of the structure. 4.1.2.Building height measurement adjoining a residential zoned property. Max. building height within 50’ of a residential zoned property line is established by a vertical measurement from the elevation of the finished grade along the property line of the residential zoned property or the finished grade along the property line of the project site, whichever is lower in elevation, to the highest point of the roof of the structure. 4.1.3.Transitional height abutting a single-family zoned property. If building abuts or is across a right-of-way from a single-family zoned property, the allowed building height is modulated by an inward-leaning 45° angled plane inclined towards the building as measured from a horizontal plane originating 15’ above grade at the abutting property line. 4.1.4.Maximum building height at public-street- facing frontages. Select the appropriate requirement per options below. a. Building distance from street-facing setback is < 30 ft: max. building height is 24’ and 2-stories with flat roof b. Building distance from street-facing setback is > 30 ft: max. building height per Municipal Code If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 796 of 855 61CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.2. BUILDING LENGTH 4.2. BUILDING LENGTH ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.2.1.Building wall, maximum length. Max. 250’ in length. 4.2.2.Building breaks, open to the sky. Min. 30’ open-to-the-sky separation provided when building breaks are required, programmed as either public/private rights-of-way, courts, passageways, paseos, and/or other active and/ or passive landscaped open spaces. 4.2.3.Building breaks with vehicular street. Min. 5’ sidewalk and min. 5’ adjoining parkway if building break utilizes a public or private vehicular street. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 797 of 855 62 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.3. BUILDING MODULATION 4.3. BUILDING MODULATION ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.3.1.Building modulation. Select at least four of the following. a. Min. 6’ clear width ground-level arcades, open-to-the-air galleries, colonnades, porches, recesses, ramadas, and trellis structures placed along a min. 80% ground floor length of two building faces. b. Min. 8’ length and min. 3’ depth open-to-the-sky recesses for each 50’ of building wall length. c. Major and minor massing, with wall area of the minor massing a max. 40% of total wall area. d. Min. 6’ clear width setback of top floor along at least 2 sides of the building. e. Sun-screening elements on windows, doors, and openings at south- and west-facing building walls. f. Min. 15% of building walls are covered and open-to-the-air balconies. g. Roof overhangs or projections that provide a min. 8’ of vertical shaded wall at noon on the summer solstice. h. Vertical and irrigated landscaping located within 5’ of a wall, screens min. 2 walls and 30% of structure perimeter, and min. 20’ height after 5 years of growth. i. Min. 2 wall materials, first material a max. 30% of total wall area and second material a max. 70% of total wall area. j. Building footprint immediately below top floor is max. 80% of the building footprint immediately below. k. Min. 1 tower element that is max. half of the floor-to-floor height of the tallest building story, and recessed or projected from the rest of the building mass by a min. 2’. BUILDING MODULATION CONTINUES ON THE NEXT PAGE Page 798 of 855 63CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 BUILDING MODULATION (CONT.)BUILDING MODULATION (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.3.2.Vehicle entrances. If vehicle entries are incorporated into a building wall facing a public street, select at least two of the following. a. Vehicle entrance set back a min. 20’ from the back of sidewalk or required setback, whichever results in the furthest distance from the public street. b. Where a pedestrian entrance is provided adjacent to the garage opening, a min. 5’ wide sidewalk leading to the public street and sidewalk. c. Min. one, 5’ width landscaped area adjoining the vehicle access drive and leading from the public street to the garage entrance. 4.3.3.Upper story floor area limit. Top story gross area of buildings are a max. 80% of the floor immediately below. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 799 of 855 64 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.4. BUILDING ROOFS 4.4. BUILDING ROOFS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.4.1.Roof types. Select from the options below. a. Butterfly roof b. Clerestory roof c. Conical roof d. Cross-hipped roof e. Curved/barrel vaulted roof f. Dome roof g. Flat roof h. Gable roof i. Hexagonal roof j. Hip and valley roof k. Intersecting gable roof l. Hip roof m. M-shaped roof n. Monitor roof o. Pyramid hip roof p. Sawtooth roof q. Skillion roof r. Shed roof 4.4.2.Roof slopes. Pitch of sloped roofs, other than conical, curved/barrel vaulted, or dome roofs, is min. 2:12 and max. 4:12. 4.4.3.Sloped roof materials. Select one. a. Concrete or lightweight concrete tile. b. Metal that is non-reflective. c. Solar panel tiles, solar roof tiles, or solar shingles. d. Natural tone or slate tile. e. Terracotta tile or simulated terracotta tile. 4.4.4.Prohibited roof materials. Asphalt-shingle roofs, glass roofs or skylights comprising of more than 10% of the total gross area of the floor below, and corrugated metal roofing are not utilized in the project. 4.4.5.Flat roof modulation. Modulate the roof vertically a min. 42” at least once every 50’. BUILDING ROOFS CONTINUES ON THE NEXT PAGE Page 800 of 855 65CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.4. BUILDING ROOFS (CONT.)4.4. BUILDING ROOFS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.4.6.Greenhouses. Exempt from roof type, slope, modulation, and materials requirements if total floor area of the greenhouse is < 10% of the total gross floor area of the building. 4.4.7.Parapet return. Parapets that extend beyond the wall plane must return and extend a min. 6’ past the wall plane and inwards towards the building. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 4.5. BUILDING MATERIALS 4.5. BUILDING MATERIALS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.5.1.Building wall materials. Select at least two of the following. a. Cementitious or acrylic stucco, or an exterior insulating and finish system with a cementitious finish. b. 2 stucco textures. If a float finish is utilized for one of the stucco textures, the second stucco texture is a float or dash finish stucco and utilized for a min. 10% of the total wall area. c. 2 stucco colors with min. 1 of the stucco colors utilized at a min. 10% of the total wall area. d. Non-reflective metal panels. e. Natural stone or manufactured stone veneer at a min. 10% of the total wall area. f. Terra cotta tile and/or rain screens. g. Colored precision block, glazed block, face brick, face stone, split face block, shot blast block, or slump stone at a min. 10% of the total wall area. BUILDING MATERIALS CONTINUES ON THE NEXT PAGE Page 801 of 855 66 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.6. BUILDING OPENINGS 4.6. BUILDING OPENINGS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.6.1.Ground-level architectural component. Min. 6’ clear depth and min. 7’ height along a min. 30% of the building length. 4.6.2.Upper-level glazing. Min. 15% and max. 30% transparent glazing and/or openings at building walls above the ground level. 4.6.3.Openings. Min. 15% and max. 40% of total wall area above the first level. Applicant comments and/or further explanations of compliance (optional).City comments (optional). 4.5. BUILDING MATERIALS (CONT.)4.5. BUILDING MATERIALS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.5.2.Wall material transitions. Select at least one of the following methodologies when transitioning between different materials and colors. a. An inside corner where planes intersect. b. A reveal, projecting band, and/or planar offset to mark the transition between the base, middle, and top of the building. c. Use of a building detail and/or habitable or decorative projections. d. Utilization of recesses or projections at windows a min. 3” in depth at all windows and openings. e. An offset in a plane where the material transition or color occurs with a min. 5” depth. 4.5.3.Prohibited wall materials. Project is not a 100% glass building. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 802 of 855 67CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.8. BUILDING WINDOWS 4.8. BUILDING WINDOWS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.8.1.Window and door details. Select at least two of the following. a. 3 distinct window sizes. b. Shading devices that create a distinct shadow line at a min. 60% of openings. c. Recesses or projections a min. 3” in depth at a min. 60% of all openings. d. Min. 4”-width trim around opening that creates a projection or recess no less than 2” in depth. e. Use of metal-clad, thermally-broken metal or steel, and/or wood windows or doors at all openings. f. Exterior shades. 4.8.2.Windows, storage, utilities, and screening. Interior or exterior screening for windows that open onto a utility or storage use or occupancy. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 4.9. BUILDING BALCONIES AND STAIRWELLS 4.9. BUILDING BALCONIES AND STAIRWELLS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.9.1.Balcony depth. Min. 6’ in clear depth. 4.9.2.Balcony design. Recessed or shaded by balconies or roof projections immediately above and/or by min. 4’ deep awnings, canopies, ramadas, recesses, and/or trellises. 4.9.3.Stairwells. Internal to the building, screened by materials with a 50% opacity. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 803 of 855 68 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.10. BUILDING UTILITIES 4.10. BUILDING UTILITIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.10.1.Electrical utilities. Electrical utility equipment, electrical meters, and junction boxes placed within a utility room. 4.10.2.Mechanical and electrical equipment screening. Except for ground-mounted transformers, all mechanical equipment is fully screened from all views by one of the following: a. Solid parapets and/or walls that are a min. 1’ taller than the mechanical equipment. b. Louvers equipment boxes incorporated into a wall. c. Min. 50% opaque walls that are set within landscape areas, that in plan provide a min. 18” wide landscape border around the perimeter of at least 2 sides of the equipment pad. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 4.11. BUILDING FACADE COLORS 4.11. BUILDING FACADE COLORS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.11.1.Color palette. Neutral, earth tone, and/or neutral or earth tone Sonoran Desert regional colors, samples or printouts of which attached to the application and key to color use on elevation drawings. 4.11.2.Accent colors. Max. 10% building facade may be a color not considered neutral, earth tone, and/or Sonoran Desert color choice. 4.11.3.Prohibited colors. Black is only used as an accent color or a window, trim, fence, or gate color. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 804 of 855 69CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.12. BUILDING WATER DRAINAGE DEVICES 4.12. BUILDING WATER DRAINAGE DEVICES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.12.1.Water drainage devices. Gutters, downspouts, and other water drainage components are not visible from the exterior building walls facing public streets, be an unpainted neutral metal material, or be pained the same color of the immediately-adjoining facade. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 4.13. BUILDING TRASH/RECYCLING BINS AND ENCLOSURES 4.13. BUILDING TRASH/RECYCLING BINS AND ENCLOSURES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.13.1.Trash/recycling bin placement. Select the appropriate requirement per options below. a. Lots < 7,500 SF: trash/recycling bins are designated, open-to-the-sky enclosures permitted, but no trash/ recycling bin or enclosure placed in required setbacks or visible from the public street. b. Lots 22,500 SF > 7,500 SF: trash/ recycling bins placed within fully enclosed structures that may be open to the sky, are not visible from a public street, may project into a required side or rear yard setback but not placed within 5’ of a property line or within a setback adjacent to a public street or single-family lot. c. Lots > 22,500 SF: trash/recycling bins are designated, fully enclosed, may be open to the sky, but not placed within required setbacks or visible from a public street. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 805 of 855 70 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.14. BUILDING DESIGN COMPONENTS 4.14. BUILDING DESIGN COMPONENTS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.14.1.Architectural continuity. Development projects with multiple buildings maintain architectural consistency through at least three of the following. a. Consistent use of roof forms and if sloped, roof materials and coloring at all buildings and accessory buildings. b. Consistent use of building overhangs, recesses, and architectural projections including porches, arcades, ramadas, galleries and building screening that create shade at south, east, and west facing facades. c. Consistent use of facade materials at all buildings and accessory buildings. d. Consistent use of color at all buildings and accessory buildings. e. Consistent use of proportions and details at min. 60% of building openings. f. Consistent use of sun shading architectural components at all buildings visible from a public street. BUILDING DESIGN COMPONENTS CONTINUES ON THE NEXT PAGE Page 806 of 855 71CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.14. BUILDING DESIGN COMPONENTS (CONT.)4.14. BUILDING DESIGN COMPONENTS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.14.2.Inclusion of Palm Desert architectural and landscape components. Select at least four of the following. a. Buildings oriented on an east-west axis such that the wall area of both the east and west facades is a max. 60% of the area of the area of south facing walls. b. Site walls, building massing, and landscape windbreaks that protect project open spaces from west to east prevailing summer winds. c. Site walls, building massing, and landscape windbreaks that protect project open spaces from north to south prevailing winds that occur from mid-November through mid-February. d. Covered open-to-the-air arcades, colonnades, galleries, or other permanent coverings or projections that provide shade at all building walls visible from public streets. e. Overhangs or recesses at building entries that are a min. 4’ in clear depth. f. Min. 24” deep roof eaves. g. Use of natural stone or veneer stone at a min. 10% the total building wall area. h. Use of recessed windows at a min. 60% of openings. i. Use of shade trees at varying distances apart, but in no case more than 30’ on center, to shade the length of east-, south-, and west- facing building walls visible from a public street. j. Public street frontages that are a min. 20% greater than the otherwise required frontage, front yard, and street-facing side yard requirements. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 807 of 855 72 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MULTIFAMILY PARKING DESIGN New multifamily projects shall meet all of the below Parking standards per Chapter 5 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 5.1. SURFACE PARKING DESIGN 5.1. SURFACE PARKING DESIGN ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.1.1.Surface parking visibility. Select one of the following. a. All surface parking lots are behind buildings. When more than 1 building is placed on a lot and the buildings screen the surface parking, a max. 30’ wide separation between buildings screening the surface parking. b. All surface parking lots behind a fence or wall. c. All surface lots behind a min. 10’ depth and min. 42” in height landscape buffer using bushes, hedges, and trees. 5.1.2.Surface parking along side or rear property lines. Min. 5’ width perimeter landscape strip along surface parking areas adjacent to side or rear property lines. 5.1.3.Landscape island dimensions. Min. 9’ length and 7’ width, exclusive of curbs and landings. 5.1.4.End parking stalls, width. Increased in City- required width by min. 18”. 5.1.5.Landscape islands, end parking stalls. All end parking stalls are adjacent to a landscaped island. 5.1.6.Landscape islands, surface parking with more than 30 spaces. Min. 10% of lot is landscape islands by one of the following. a. Use of finger islands at endcaps and a landscape island every 10 parking spaces. b. Min. 5’ continuous landscape planter located within the center of parking rows, running between endcap fingers and islands. 5.1.7.Canopy trees at on-site surface parking. Min. 1 canopy tree for every 3 uncovered parking spaces and 1 canopy tree for every 8 covered parking spaces. SURFACE PARKING DESIGN CONTINUES ON THE NEXT PAGE Page 808 of 855 73CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 5.1. SURFACE PARKING DESIGN (CONT.)5.1. SURFACE PARKING DESIGN (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.1.8.Canopy tree distribution at on-site surface parking. Uniformly distributed across surface are of lot so that no parking space is more than 30’ from the center of a canopy tree. 5.1.9.Parking space building separation. Min. 5’ pedestrian sidewalk and min. 5’ wide landscape strip measured from the curb face separating parking spaces from buildings 5.1.10.Pathways, surface lots with more than 50 spaces. Min. 1 publicly-accessible pathway or sidewalk that provides access across the lot to a public sidewalk for each 200’ of surface parking area fronting a public street. 5.1.11.Pathway enhancements, surface lots with more than 50 spaces. Enhanced or textured paving or striping included where pedestrian crossing occurs. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 5.2. MECHANICAL PARKING 5.2. MECHANICAL PARKING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.2.1.Mechanical parking placement. Open-to-the- air mechanical parking placed more than 20’ from a public street frontage. 5.2.2.Mechanical parking screening. Open-to-the-air mechanical parking spaces placed between 20’-150’ from a street frontage are minimally screened from view of the public street by walls that are a min. 15% open/transparent and max. 40% open/transparent. 5.2.3.Structures with mechanical parking. Fully enclosed buildings with mechanical parking meet the Building Architecture ODS in Chapter 4 of the Multifamily and Mixed-Use Objective Design Standards policy. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 809 of 855 74 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 5.3. PARKING SHELTERS 5.3. PARKING SHELTERS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.3.1.Parking shelter placement. No parking shelters within required setbacks. 5.3.2.Parking shelter materials and colors. When visible from a public right-of-way, parking shelters are the same colors and roof materials as the main buildings of a site. 5.3.3.Parking shelter length. Max. 65’ in length. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 5.4. PARKING GARAGES 5.4. PARKING GARAGES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.4.1.Architectural continuity, parking garages. Parking garages are architecturally treated and meet the Building Architecture ODS in Chapter 4 of the Multifamily and Mixed-Use Objective Design Standards policy. 5.4.2.Vehicular entry gates. Min. 20’ between gate and back of the sidewalk. 5.4.3.Ground-floor openings at parking garages and utility and mechanical areas. Screen parking garages and utility/mechanical room openings from public street frontages with one of the following. a. Vertical landscape and/or climbing vines on metal screens, and/or wires that cover a min. 60% of the openings. b. Decorative, non-reflective metal grills, glass, or panels with a min. 50% opacity that covers a min. 60% of the openings. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 810 of 855 75CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 5.5. BICYCLE PARKING 5.5. BICYCLE PARKING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.5.1.Short-term bicycle parking. Required bicycle racks located within 50’ of at least 1 public building entrance. 5.5.2.Long-term bicycle parking. Required bicycle racks are covered and secured, located within 150’ of at least one building entrance. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY FINAL APPLICANT COMMENTS (OPTIONAL)FINAL CITY COMMENTS (OPTIONAL) Page 811 of 855 76 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 Mixed-Use Compliance Checklist The Objective Design Standards (ODS) assist project applicants and designers to achieve mixed-use design objectives. As a project is designed, applicants and designers must utilize the ODS outlined in Chapters 2-5 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards, as well as the Mixed-Use Compliance Checklist, to determine compliance in advance of submittal and formal review for compliance by the City. Applicants must fill out the sections of the following pages and check “compliance” or “not applicable (N/A)” as appropriate. In cases where an explanation is required, describe how the mixed-use project complies with the ODS or how the ODS is not applicable to the project. If the applicant requires additional space for any explanation and/or chooses to illustrate compliance to an ODS, attachments may be submitted along with this form. Once the form is completed, it must be submitted to the City along with the application submittal package. The City will fill out the sections designated “City use only” in their review upon the applicant’s submission of this checklist and other application materials. CITY OF PALM DESERT PROJECT INFORMATION CONTACT INFORMATION Applicant Name: Please check one.Property Owner Design Firm/Architect Representative Other (please specify): Engineer Email: Phone: Proposed Project Name: Date: CITY USE ONLY OVERALL COMPLIANCE FINDING City Comments (Optional):Reviewed by: YES: NO: Date: Page 812 of 855 77CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 MIXED-USE PROJECT SITE DESIGN New mixed-use projects shall meet all of the below Project Site standards per Chapter 2 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 2.1 PROJECT FRONTAGE 2.1 PROJECT FRONTAGE ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.1.1.Max. frontage length without break. 30’ wide open-to-the-sky landscaped open space separating public-facing street frontages longer than 450’. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 2.2 PROJECT ORIENTATION 2.2 PROJECT ORIENTATION ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.2.1.Project orientation. Select a minimum of two of the following: a. Min. 20’ deep landscaped setback, parallel to project frontage, with 30’ on-center shade trees within the first 20’ of depth along public street frontage. b. Min. one, 20’ in depth open space, sized according to the table in Section 2.2b. c. Max. 42” fences, walls, and/or permanent planter boxes to not exceed 20% of total public street frontage length. d. Use of a ground-level design component listed in Section 2.2d within 10’ of public-street- facing frontage setback and along min. 20% of the total public-street-facing frontage. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 813 of 855 78 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.3 PROJECT FENCES AND WALLS 2.3 PROJECT FENCES AND WALLS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.3.1.Fence and wall placement. Select the appropriate placement requirement from the options below. a. Project lot size < 15,000 SF: no fence, wall, or gate placed within required front-yard setback. b. Project lot size greater than 15,000 SF and less than 1 acre: no fence, wall, or gate placed within frontage setback along public streets. Fences, walls, and gates greater than 42” and behind frontage setback not to exceed 60% of frontage length. c. Project lot size > 1 acre: no fence, wall, or gate placed within frontage setback along public streets. Fences, walls, and gates greater than 42” and behind frontage setback not to exceed 80% of frontage length. 2.3.2.Fence and wall modulation. Select one of the following: a. Change in material every 150’ of fence wall. b. Offset every 18” or pilaster every 150’ of fence wall. 2.3.3.Fence and wall materials. Select fence or wall material(s) used. a. Aluminum, painted. b. Brick. c . Concrete. d. Metal tube. e . Stone, face stone, and/or veneer stone. f. Wrought iron. 2.3.4.Rear and interior side yard fences and walls. Min. 5’ height for all fences and walls enclosing rear and interior side yards. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 814 of 855 79CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.4 PROJECT ENTRIES 2.4 PROJECT ENTRIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.4.1.Publicly visible gate or door. Min. 1 publicly visible gate or door that provides direct entry to a building or open space, within 60’ of the curb of a public street or public vehicular drop off point. 2.4.2.Number of project entries. Select the appropriate minimum number of project entries requirement from the options below. a. Public street frontage < 150 ft.: min. 1 project entry. b. Public street frontage greater than 150 ft. and less than 450 ft: min. 2 project entries. c. Public street frontage > 450 ft: 2 project entries for each 450 of total length up to a total length of 1,350 feet. 2.4.3.Pedestrian entrances. Min. 1 for each 450’ total frontage along public streets. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 815 of 855 80 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.5 PROJECT SIDEWALKS AND PATHWAYS 2.5 PROJECT SIDEWALKS AND PATHWAYS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.5.1.Site connectivity, public sidewalks. All on- site buildings, entries, facilities, amenities, and vehicular and bicycle parking areas are internally connected by on-site sidewalks and as-needed pathways. 2.5.2.Site connectivity, public streets. Intersecting public and private streets, access drives, drive aisles, alleys, and marked crosswalks link to all public streets adjoining the project. 2.5.3.Sidewalk width. On-site sidewalks are a min. 5’ in unobstructed width. 2.5.4.Parkways. Min. 5’ width, provided along at least one side of all on-site sidewalks and pathways. 2.5.5 Landscape parkways. Min. 5’ width, provided along both sides of the sidewalk or parkway if on-site sidewalk or pathways is provided within a required public street frontage or setback that is > 20’ in depth. 2.5.6.Landscape parkway with ground-floor architectural component. Min. 1 parkway required if at least one of the architectural components is placed along 60% of the ground floor building frontage that adjoins a public street, required front yard, or public street frontage setback. a. Stoops b. Min. 8’-clear depth porches c. Arcades, galleries, and/or ramadas d. Min. 8’ depth recesses e. Min. 30” depth overhangs, trellises, and/or awnings 2.5.7.Driveway access and sidewalks. Vehicular driveways that access any public right-of-way are adjoined by sidewalks with a 4’ wide, curb- adjacent landscape area on at least one side of the vehicular access drive. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 816 of 855 81CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 2.6 PROJECT CURB CUTS, VEHICULAR 2.6 PROJECT CURB CUTS, VEHICULAR ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.6.1.Number of project entries. Select the appropriate requirement from the options below. a. Public street frontage between 50 and 150 ft: max. 1 curb cut. b. Public street frontage greater than 450 ft: max. 1 curb cut for each 450’ of public street frontage. 2.6.2.Curb cut width. Max. 36’ width curb cut if public street frontage is less than 450’ in length. 2.6.3.Curb cut medians. If site requires more than a 36’ curb cut, it is divided with a min. 5’ width median such that each segment of the curb cut is a max. 36’ in width. 2.6.4.Curb cuts, parking area. Max. 24’ in width if curb cut leads to a parking area with less than 25 parking spaces. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 2.7 PROJECT ALLEYS 2.7 PROJECT ALLEYS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 2.7.1.Alley entry. Projects abutting an ally provide all vehicular access from the alley. 2.7.2.Alley parkways. If a new alley >30’ in width is provided, at least 1, min. 5’ landscaped parkway provided along 70% of the total length of the alley, exclusive driveway curb cut lengths, garages, required red curbs for fire access, and vehicular access aisles. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 817 of 855 82 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MIXED-USE LANDSCAPE AND OPEN SPACE DESIGN New mixed-use projects shall meet all of the below Project Landscape and Open Space standards per Chapter 3 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 3.1. SITE LANDSCAPING 3.1. SITE LANDSCAPING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.1.1.Frontages. All frontages adjoining public and private streets are landscaped. 3.1.2.Setbacks. All front yard, side yard, street- facing side yard, and rear yard setbacks are landscaped. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 3.3. CANOPY TREES 3.3. CANOPY TREES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.3.1.Canopy trees at public street-adjoining frontages. Min. 1 irrigated, 24” box tree planted a max. 30’ on center along frontages adjoining public streets. 3.3.2. Canopy trees at front yards. Where front yard setback is required, min. 1 irrigated, 24” box tree planted for each 900 SF of setback area. 3.3.5. Canopy trees selection. Select a min. 3 of the following species utilized along frontages adjoining public streets and public right-of- ways, with no more than 50% of all selected canopy trees comprising of the same species. a. ‘Desert Museum’ Palo Verde. Parkinsonia (Cercidium) x ‘Desert Museum.’ b. Ironwood. Olneya tesota. c. Palo Brea. Parkinsonia praecox. d. Sweet Acacia. Acacia smallii. e. Texas Ebony. Pithecellobium flexicaule. f. Thornless Cascalote. Caesalpinia cacalaco ‘Smoothie.’ CANOPY TREES CONTINUES ON THE NEXT PAGE Page 818 of 855 83CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.3. CANOPY TREES (CONT.)3.3. CANOPY TREES (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.3.5.Canopy tree shade on sidewalks. All canopy trees planted within required frontages and front yard setbacks with sidewalks and pathways cast shade on the sidewalk for a min. 3 hours a day during the months of June, July, and August within 5 years of planting. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 3.4. SPECIMEN TREES 3.4. SPECIMEN TREES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.4.1. Specimen trees at frontage areas. Min. 1 irrigated, 24” box specimen tree planted for each 900 SF of frontage adjoining a public street and/or right-of-way. 3.4.2.Specimen trees selection. Select a min. 2 of the following species, with no more than 50% of all selected specimen trees planted in required frontages adjoining public streets and public right-of-ways comprising the same species. a. Smoke Tree. Psorothamnus (Dalea) spinosus. b. Honey Mesquite. Prosopis glandulosa. Must be a thornless cultivar inclusive of Prosopis glandulosa ‘Maverick’ or Prosopis glandulosa ‘AZT.’ c. Soaptree. Yucca elata. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 819 of 855 84 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.5. SHRUBS AND PERENNIALS 3.5. SHRUBS AND PERENNIALS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.5.1.Shrub and perennial groundcover. Ground surfaces in required frontages without inorganic groundcover are covered by live plant material within 5 years of planting. 3.5.2.Shrub and perennial groundcover selection. Select min. 5 species from list of drought- tolerant shrub and perennial groundcover in ODS 3.5.2., with max. 30% of all live plant material comprising of the same species and a min. 3 selected species are woody plants. 3.5.3.Use of thorned, serrated-edged, sharp-toothed, or sharp-edged plant materials. Planted more than 2’ from a sidewalk or pathway and more than 10’ from a children’s play area. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 3.6. INORGANIC GROUNDCOVER 3.6. INORGANIC GROUNDCOVER ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.6.1.Inorganic groundcover. Max. 50% ground surfaces within required frontages adjoining public streets and front yard setbacks covered with gravel, cobble, or boulders. 3.6.2.Gravel and cobble type. Min. 1 type of gravel and min. 1 type of cobble with max. 50% of all surfaces comprising the same material. 3.6.3.Groundcover placement. Planted next to and not within a bed of cobble. 3.6.4.Inorganic groundcover color. Inorganic material utilized within a required frontage adjoining a public street or right-of-way shall be of a color and value that reflects more light than it absorbs. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 820 of 855 85CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.7. BOULDERS 3.7. BOULDERS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.7.1.Required boulders. Min. 1 boulder for each 500 SF of continuous area of parkway and landscaped setback area. 3.7.2.Irregular spacing. Boulders are spaced irregularly. 3.7.3.Buried below grade. Bottom third of boulders are buried below grade. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 3.8. ON -SITE LIGHTING 3.8. ON-SITE LIGHTING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.8.1.Dark-sky compliant. Exterior lighting is dark- sky compliant and/or fully shielded. 3.8.2.Fully shielded. Exterior lighting is fully shielded and arranged so that light source cannot be viewed directly. 3.8.3.Uplighting. Prohibited, unless used to feature an architectural or landscape element pursuant to Section 24.16.020 of the Palm Desert Municipal Code. 3.8.4.Lighting angle below the horizon. Exterior lighting restrains light from source to a min. 30° below horizontal plane of light source. 3.8.5.Pedestrian-oriented lighting, location. Provided along all on-site sidewalks and pathways and exterior amenity spaces. 3.8.6.Pedestrian oriented lighting, placement. Spaced a max. 30 lineal feet on center. 3.8.7.Pedestrian-oriented lighting, illumination. Min. 1’ candle on all on-site sidewalks, walkways, pathways, and paseos. 3.8.8.Stand-alone exterior lighting. Min. 3’ and max. 14’ in height. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 821 of 855 86 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 3.9. PASSIVE AND ACTIVE AMENITIES 3.9. PASSIVE AND ACTIVE AMENITIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.9.1.Passive amenities. Select the appropriate requirement per the options below. a. Less than 20 DUs: min. 1 required passive amenity b. Between 20-50 DUs: min. 2 required passive amenities c. Between 51-99 DUs: min. 3 required passive amenities d. 100 DUs and greater: min. 4 required passive amenities 3.9.2.Types of passive amenities. Select from the list below. a. Gazebo b . Passive water amenity c. Picnic shelter d. Seating area(s) with benches and/ or loose chairs a min. 12’ wide in one dimension and 144 SD in area per below: i. Less than 20 DUs: 1 required seating area ii. Between 20-50 DUs: 2 required seating areas iii. Between 51-99 DUs: 3 required seating areas iv. 100 DUs and greater: 4 required seating areas e . Seating walls a min. 8’ in length per below: i. Less than 20 DUs: 1 required seating wall ii. Between 20-50 DUs: 2 required seating walls iii. Between 51-99 DUs: 3 required seating walls iv. 100 DUs and greater: 4 required seating walls PASSIVE AND ACTIVE AMENITIES CONTINUES ON THE NEXT PAGE Page 822 of 855 87CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 3.9. PASSIVE AND ACTIVE AMENITIES (CONT.)3.9. PASSIVE AND ACTIVE AMENITIES (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 3.9.3.Active amenities. Select the appropriate requirement per the options below. a.Fewer than 20 DUs: min. 2 active amenities b.Between 20-55 DUs: min. 3 active amenities c.Between 51-99 DUs: min. 4 active amenities d.Between 101-149 DUs: min. 5 active amenities e.150 DUs and greater: min. 6 plus one additional active amenity for each additional 50 units 3.9.4.Types of passive amenities. Select from the list below. a. Active water amenity b. Barbecue c . Clubhouse and/or recreation room that opens onto an outdoor amenity area d. Community garden e. Court game facility f. Exercise area and/or par course g. Jogging and/or par course h . Pet area and/or run and/or wash i . Play area, children’s Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 823 of 855 88 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MIXED-USE BUILDING ARCHITECTURE DESIGN New mixed-use projects shall meet all of the below Building Architecture standards per Chapter 4 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 4.1. BUILDING HEIGHT 4.1. BUILDING HEIGHT ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.1.1.Building height measurement along public streets. Max. building height within 150’ of the curb of a public street is established by a vertical measurement from the average elevation of the street curb adjacent to the property to the highest point of the structure. 4.1.2.Building height measurement adjoining a residential zoned property. Max. building height within 50’ of a residential zoned property line is established by a vertical measurement from the elevation of the finished grade along the property line of the residential zoned property or the finished grade along the property line of the project site, whichever is lower in elevation, to the highest point of the roof of the structure. 4.1.3.Transitional height abutting a single-family zoned property. If building abuts or is across a right-of-way from a single-family zoned property, the allowed building height is modulated by an inward-leaning 45° angled plane inclined towards the building as measured from a horizontal plane originating 15’ above grade at the abutting property line. 4.1.4.Maximum building height at public-street- facing frontages. Select the appropriate requirement per options below. a. Building distance from street-facing setback is < 30 ft: max. building height is 24’ and 2-stories with flat roof b. Building distance from street-facing setback is > 30 ft: max. building height per Municipal Code If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 824 of 855 89CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.2. BUILDING LENGTH 4.2. BUILDING LENGTH ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.2.1.Building wall, maximum length. Max. 250’ in length. 4.2.2. Building breaks, open to the sky. Min. 40’ open-to-the-sky separation provided when building breaks are required, programmed as either public/private rights-of-way, courts, passageways, paseos, and/or other active and/ or passive landscaped open spaces. 4.2.3.Building breaks with vehicular street. Min. 5’ sidewalk and min. 5’ adjoining parkway if building break utilizes a public or private vehicular street. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 825 of 855 90 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.3. BUILDING MODULATION 4.3. BUILDING MODULATION ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.3.1.Building modulation. Select at least four of the following. a. Min. 6’ clear width ground-level arcades, open-to-the-air galleries, colonnades, porches, recesses, ramadas, and trellis structures placed along a min. 80% ground floor length of two building faces. b. Min. 8’ length and min. 3’ depth open-to-the-sky recesses for each 50’ of building wall length. c. Major and minor massing, with wall area of the minor massing a max. 40% of total wall area. d. Min. 6’ clear width setback of top floor along at least 2 sides of the building. e. Sun-screening elements on windows, doors, and openings at south- and west-facing building walls. f. Min. 15% of building walls are covered and open-to-the-air balconies. g. Roof overhangs or projections that provide a min. 8’ of vertical shaded wall at noon on the summer solstice. h. Vertical and irrigated landscaping located within 5’ of a wall, screens min. 2 walls and 30% of structure perimeter, and min. 20’ height after 5 years of growth. i. Min. 2 wall materials, first material a max. 30% of total wall area and second material a max. 70% of total wall area. j. Building footprint immediately below top floor is max. 80% of the building footprint immediately below. k. Min. 1 tower element that is max. half of the floor-to-floor height of the tallest building story, and recessed or projected from the rest of the building mass by a min. 2’. BUILDING MODULATION CONTINUES ON THE NEXT PAGE Page 826 of 855 91CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 BUILDING MODULATION (CONT.)BUILDING MODULATION (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.3.2.Vehicle entrances. If vehicle entries are incorporated into a building wall facing a public street, select at least two of the following. a. Vehicle entrance set back a min. 20’ from the back of sidewalk or required setback, whichever results in the furthest distance from the public street. b. Where a pedestrian entrance is provided adjacent to the garage opening, a min. 5’ wide sidewalk leading to the public street and sidewalk. c. Min. one, 5’ width landscaped area adjoining the vehicle access drive and leading from the public street to the garage entrance. 4.3.3.Upper story floor area limit. Top story gross area of buildings are a max. 80% of the floor immediately below. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 827 of 855 92 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.4. BUILDING ROOFS 4.4. BUILDING ROOFS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.4.1.Roof types. Select from the options below. a. Butterfly roof b. Clerestory roof c. Conical roof d. Cross-hipped roof e. Curved/barrel vaulted roof f. Dome roof g. Flat roof h. Gable roof i. Hexagonal roof j. Hip and valley roof k. Intersecting gable roof l. Hip roof m. M-shaped roof n. Monitor roof o. Pyramid hip roof p. Sawtooth roof q. Skillion roof r. Shed roof 4.4.2.Roof slopes. Pitch of sloped roofs, other than conical, curved/barrel vaulted, or dome roofs, is min. 2:12 and max. 4:12. 4.4.3.Sloped roof materials. Select one. a. Concrete or lightweight concrete tile. b. Metal that is non-reflective. c. Solar panel tiles, solar roof tiles, or solar shingles. d. Natural tone or slate tile. e. Terracotta tile or simulated terracotta tile. 4.4.4.Prohibited roof materials. Asphalt-shingle roofs, glass roofs or skylights comprising of more than 10% of the total gross area of the floor below, and corrugated metal roofing are not utilized in the project. 4.4.5.Flat roof modulation. Modulate the roof vertically a min. 42” at least once every 50’. BUILDING ROOFS CONTINUES ON THE NEXT PAGE Page 828 of 855 93CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 4.4. BUILDING ROOFS (CONT.)4.4. BUILDING ROOFS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.4.6.Greenhouses. Exempt from roof type, slope, modulation, and materials requirements if total floor area of the greenhouse is < 10% of the total gross floor area of the building. 4.4.7.Parapet return. Parapets that extend beyond the wall plane must return and extend a min. 6’ past the wall plane and inwards towards the building. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 4.5. BUILDING MATERIALS 4.5. BUILDING MATERIALS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.5.1.Building wall materials. Select at least two of the following. a. Cementitious or acrylic stucco, or an exterior insulating and finish system with a cementitious finish. b. 2 stucco textures. If a float finish is utilized for one of the stucco textures, the second stucco texture is a float or dash finish stucco and utilized for a min. 10% of the total wall area. c. 2 stucco colors with min. 1 of the stucco colors utilized at a min. 10% of the total wall area. d. Non-reflective metal panels. e. Natural stone or manufactured stone veneer at a min. 10% of the total wall area. f. Terra cotta tile and/or rain screens. g. Colored precision block, glazed block, face brick, face stone, split face block, shot blast block, or slump stone at a min. 10% of the total wall area. BUILDING MATERIALS CONTINUES ON THE NEXT PAGE Page 829 of 855 94 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.7. BUILDING OPENINGS 4.7. BUILDING OPENINGS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.7.1.Ground-level transparency or frontage component. Select at least one of the following. a. Min. 60% of total ground-level wall length glazing that is a min. 8’ tall. b. A min. 8’ clear depth architectural component along a min. 80% of wall length that faces a public street. 4.7.2.Upper-level glazing. Min. 15% glazing at building walls above the ground level. 4.7.3.Openings. Max. 60% of total wall area of any individual building face. Applicant comments and/or further explanations of compliance (optional).City comments (optional). 4.5. BUILDING MATERIALS (CONT.)4.5. BUILDING MATERIALS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.5.2.Wall material transitions. Select at least one of the following methodologies when transitioning between different materials and colors. a. An inside corner where planes intersect. b. A reveal, projecting band, and/or planar offset to mark the transition between the base, middle, and top of the building. c. Use of a building detail and/or habitable or decorative projections. d. Utilization of recesses or projections at windows a min. 3” in depth at all windows and openings. e. An offset in a plane where the material transition or color occurs with a min. 5” depth. 4.5.3.Prohibited wall materials. Project is not a 100% glass building. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 830 of 855 95CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.8. BUILDING WINDOWS 4.8. BUILDING WINDOWS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.8.1.Window and door details. Select at least two of the following. a. 3 distinct window sizes. b. Shading devices that create a distinct shadow line at a min. 60% of openings. c. Recesses or projections a min. 3” in depth at a min. 60% of all openings. d. Min. 4”-width trim around opening that creates a projection or recess no less than 2” in depth. e. Use of metal-clad, thermally-broken metal or steel, and/or wood windows or doors at all openings. f. Exterior shades. 4.8.2.Windows, storage, utilities, and screening. Interior or exterior screening for windows that open onto a utility or storage use or occupancy. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 4.9. BUILDING BALCONIES AND STAIRWELLS 4.9. BUILDING BALCONIES AND STAIRWELLS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.9.1.Balcony depth. Min. 6’ in clear depth. 4.9.2.Balcony design. Recessed or shaded by balconies or roof projections immediately above and/or by min. 4’ deep awnings, canopies, ramadas, recesses, and/or trellises. 4.9.3.Stairwells. Internal to the building, screened by materials with a 50% opacity. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 831 of 855 96 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.10. BUILDING UTILITIES 4.10. BUILDING UTILITIES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.10.1.Electrical utilities. Electrical utility equipment, electrical meters, and junction boxes placed within a utility room. 4.10.2.Mechanical and electrical equipment screening. Except for ground-mounted transformers, all mechanical equipment is fully screened from all views by one of the following: a. Solid parapets and/or walls that are a min. 1’ taller than the mechanical equipment. b. Louvers equipment boxes incorporated into a wall. c. Min. 50% opaque walls that are set within landscape areas, that in plan provide a min. 18” wide landscape border around the perimeter of at least 2 sides of the equipment pad. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 4.11. BUILDING FACADE COLORS 4.11. BUILDING FACADE COLORS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.11.1.Color palette. Neutral, earth tone, and/or neutral or earth tone Sonoran Desert regional colors, samples or printouts of which attached to the application and key to color use on elevation drawings. 4.11.2.Accent colors. Max. 10% building facade may be a color not considered neutral, earth tone, and/or Sonoran Desert color choice. 4.11.3.Prohibited colors. Black is only used as an accent color or a window, trim, fence, or gate color. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 832 of 855 97CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY BUILDING WATER DRAINAGE DEVICES BUILDING WATER DRAINAGE DEVICES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.37. Water drainage devices. Gutters, downspouts, and other water drainage components, with the exception of required overflow devices, are not visible from the exterior building walls facing public streets. Applicant comments and/or further explanations of compliance (optional).City comments (optional). CITY USE ONLY 4.13. BUILDING TRASH/RECYCLING BINS AND ENCLOSURES 4.13. BUILDING TRASH/RECYCLING BINS AND ENCLOSURES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.13.1.Trash/recycling bin placement. Select the appropriate requirement per options below. a. Lots < 7,500 SF: trash/recycling bins are designated, open-to-the-sky enclosures permitted, but no trash/ recycling bin or enclosure placed in required setbacks or visible from the public street. b. Lots 22,500 SF > 7,500 SF: trash/ recycling bins placed within fully enclosed structures that may be open to the sky, are not visible from a public street, may project into a required side or rear yard setback but not placed within 5’ of a property line or within a setback adjacent to a public street or single-family lot. c. Lots > 22,500 SF: trash/recycling bins are designated, fully enclosed, may be open to the sky, but not placed within required setbacks or visible from a public street. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 833 of 855 98 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.14. BUILDING DESIGN COMPONENTS 4.14. BUILDING DESIGN COMPONENTS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.14.1.Architectural continuity. Development projects with multiple buildings maintain architectural consistency through at least three of the following. a. Consistent use of roof forms and if sloped, roof materials and coloring at all buildings and accessory buildings. b. Consistent use of building overhangs, recesses, and architectural projections including porches, arcades, ramadas, galleries and building screening that create shade at south, east, and west facing facades. c. Consistent use of facade materials at all buildings and accessory buildings. d. Consistent use of color at all buildings and accessory buildings. e. Consistent use of proportions and details at min. 60% of building openings. f. Consistent use of sun shading architectural components at all buildings visible from a public street. BUILDING DESIGN COMPONENTS CONTINUES ON THE NEXT PAGE Page 834 of 855 99CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 4.14. BUILDING DESIGN COMPONENTS (CONT.)4.14. BUILDING DESIGN COMPONENTS (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 4.14.2.Inclusion of Palm Desert architectural and landscape components. Select at least four of the following. a. Buildings oriented on an east-west axis such that the wall area of both the east and west facades is a max. 60% of the area of the area of south facing walls. b. Site walls, building massing, and landscape windbreaks that protect project open spaces from west to east prevailing summer winds. c. Site walls, building massing, and landscape windbreaks that protect project open spaces from north to south prevailing winds that occur from mid-November through mid-February. d. Covered open-to-the-air arcades, colonnades, galleries, or other permanent coverings or projections that provide shade at all building walls visible from public streets. e. Overhangs or recesses at building entries that are a min. 4’ in clear depth. f. Min. 24” deep roof eaves. g. Use of natural stone or veneer stone at a min. 10% the total building wall area. h. Use of recessed windows at a min. 60% of openings. i. Use of shade trees at varying distances apart, but in no case more than 30’ on center, to shade the length of east-, south-, and west- facing building walls visible from a public street. j. Public street frontages that are a min. 20% greater than the otherwise required frontage, front yard, and street-facing side yard requirements. Applicant comments and/or further explanations of compliance (optional).City comments (optional). Page 835 of 855 100 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 MIXED-USE PARKING DESIGN New mixed-use projects shall meet all of the below Parking standards per Chapter 5 of the City of Palm Desert Multifamily and Mixed Use Objective Design Standards policy. CITY USE ONLY 5.1. SURFACE PARKING DESIGN 5.1. SURFACE PARKING DESIGN ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.1.1.Surface parking visibility. Select one of the following. a. All surface parking lots are behind buildings. When more than 1 building is placed on a lot and the buildings screen the surface parking, a max. 30’ wide separation between buildings screening the surface parking. b. All surface parking lots behind a fence or wall. c. All surface lots behind a min. 10’ depth and min. 42” height landscape buffer using bushes, hedges, and trees. 5.1.2.Surface parking along side or rear property lines. Min. 5’ width perimeter landscape strip along surface parking areas adjacent to side or rear property lines. 5.1.3.Landscape island dimensions. Min. 9’ length and 7’ width, exclusive of curbs and landings. 5.1.4.End parking stalls, width. Increased in City- required width by min. 18”. 5.1.5.Landscape islands, end parking stalls. All end parking stalls are adjacent to a landscaped island. 5.1.6.Landscape islands, surface parking with more than 30 spaces. Min. 10% of lot is landscape islands by one of the following. a. Use of finger islands at endcaps and a landscape island every 10 parking spaces. b. Min. 5’ continuous landscape planter located within the center of parking rows, running between endcap fingers and islands. 5.1.7.Canopy trees at on-site surface parking. Min. 1 canopy tree for every 3 uncovered parking spaces and 1 canopy tree for every 8 covered parking spaces. SURFACE PARKING DESIGN CONTINUES ON THE NEXT PAGE Page 836 of 855 101CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 5.1. SURFACE PARKING DESIGN (CONT.)5.1. SURFACE PARKING DESIGN (CONT.) ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.1.8.Canopy tree distribution at on-site surface parking. Uniformly distributed across surface are of lot so that no parking space is more than 30’ from the center of a canopy tree. 5.1.9.Parking space building separation. Min. 5’ pedestrian sidewalk and min. 5’ wide landscape strip measured from the curb face separating parking spaces from buildings 5.1.10.Pathways, surface lots with more than 50 spaces. Min. 1 publicly-accessible pathway or sidewalk that provides access across the lot to a public sidewalk for each 200’ of surface parking area fronting a public street. 5.1.11.Pathway enhancements, surface lots with more than 50 spaces. Enhanced or textured paving or striping included where pedestrian crossing occurs. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 5.2. MECHANICAL PARKING 5.2. MECHANICAL PARKING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.2.1.Mechanical parking placement. Open-to-the- air mechanical parking placed more than 20’ from a public street frontage. 5.2.2.Mechanical parking screening. Open-to-the-air mechanical parking spaces placed between 20’-150’ from a street frontage are minimally screened from view of the public street by walls that are a min. 15% open/transparent and max. 40% open/transparent. 5.2.3.Structures with mechanical parking. Fully enclosed buildings with mechanical parking meet the Building Architecture ODS in Chapter 4 of the Multifamily and Mixed-Use Objective Design Standards policy. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 837 of 855 102 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 CITY USE ONLY 5.3. PARKING SHELTERS 5.3. PARKING SHELTERS ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.3.1.Parking shelter placement. No parking shelters within required setbacks. 5.3.2.Parking shelter materials and colors. When visible from a public right-of-way, parking shelters are the same colors and roof materials as the main buildings of a site. 5.3.3.Parking shelter length. Max. 65’ in length. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY 5.4. PARKING GARAGES 5.4. PARKING GARAGES ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.4.1.Architectural continuity, parking garages. Parking garages are architecturally treated and meet the Building Architecture ODS in Chapter 4 of the Multifamily and Mixed-Use Objective Design Standards policy. 5.4.2.Vehicular entry gates. Min. 20’ between gate and back of the sidewalk. 5.4.3.Ground-floor openings at parking garages and utility and mechanical areas. Screen parking garages and utility/mechanical room openings from public street frontages with one of the following. a. Vertical landscape and/or climbing vines on metal screens, and/or wires that cover a min. 60% of the openings. b. Decorative, non-reflective metal grills, glass, or panels with a min. 50% opacity that covers a min. 60% of the openings. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). Page 838 of 855 103CITY OF PALM DESERT MULTIFAMILY AND MIXED -USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 CITY USE ONLY 5.5. BICYCLE PARKING 5.5. BICYCLE PARKING ODS DESCRIPTION NOT APPLICABLE COMPLIANT NOT APPLICABLE COMPLIANT NON- COMPLIANT 5.5.1.Short-term bicycle parking. Required bicycle racks located within 50’ of at least 1 public building entrance. 5.5.2.Long-term bicycle parking. Required bicycle racks are covered and secured, located within 150’ of at least one building entrance. If “Not Applicable” was selected in the above section, provide an explanation for why the ODS does not apply to the proposed project (required). This comment box may also be used for further explanations of compliance (optional). City comments (optional). CITY USE ONLY FINAL APPLICANT COMMENTS (OPTIONAL)FINAL CITY COMMENTS (OPTIONAL) Page 839 of 855 104 Chapter 6: Compliance Checklists City of Palm Desert CA, Draft March 2024 This page is intentionally blank. Page 840 of 855 105CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 7 GLOSSARY 105CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 841 of 855 106 Chapter 7: Glossary City of Palm Desert CA, Draft March 2024 A Accessory Building or Structure. Any subordinate building or structure located on the building site, detached from or attached to the principle structure, the use and architectural style of which is customarily related to that of a main building. Amenities, Active. Active amenities shall be outdoors and include the following; • Active water amenity, including but not limited to a pool, spa, hot tub, splash pad, and/or misting area • Barbecue • Clubhouse and/or recreation room that opens onto an outdoor amenity area • Community garden • Court game facility exclusive of pickleball • Exercise area and/or par course • Jogging and/or par course • Pet area and/or run and/or wash • Play area, children’s Amenities, Passive. Passive amenities shall be outdoors and include the following; • Gazebo • Passive water amenity, including but not limited to a fountain, waterfall, stream, or pond • Picnic shelter • Seating area a minimum of 12 feet wide in one dimension and 144 square feet in area • Seating walls • Secured package lockers Alley. A roadway that provides access to the rear or sides of a parcel. Arcade. A pedestrian walkway defined by columns, pilasters, or short-length open-to-the-outside walls supporting a roof that provides shelter along its length. B Boulder(s). Using ISO 14688-1:2017, boulders are defined as stones and rocks that are approximately eight inches and larger in size. Building. A structure having a roof supported by columns or walls. Building Area. The square footage of the total footprint of the building, including all floors of the building. C Canopy Tree. An evergreen or semi-deciduous tree planted for the purposes of providing shade, reducing glare, and heat build up. These trees shall have a minimum 30-foot diameter canopy potential. Cobble(s). Using ISO 14688-1:2017, cobble is defined as pebbles, stones, and rocks that are approximately two and one-half to eight inches in size. D Dark-Sky Compliant. Outdoor lighting that is designed to prevent light pollution by directing light towards the ground. Decomposed Granite. Rock of granitic origin that has weathered and fractured into smaller pieces of weak rock. This rock crumbles into a mixture of igneous silt, sand, and gravel with some clay. The clay acts as a binder allowing the combination to support use. Page 842 of 855 107CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 E Earth Tone Color. An earth tone color is a warm and muted or dull shade of brown, green, gray, or beige. Elevation, Building. The flat side or external face of a building. F Facing a Public Street. A building wall, element, or component shall be considered to be facing a public street or right-of-way when a plane tangent to the wall, element, or component is no greater than 30 degrees in inclination from a line drawn tangent to the public street or right-of-way. Fence. A freestanding structure of brick, stone, face stone, veneer stone, or any combination thereof resting on or partially buried in the ground level, and used for confinement, privacy, protection, screening, or partition purposes. Frontage, Building. The building elevation that fronts on a public street, alley, driveway, parking area, pedestrian plaza, courtyard, or arcade. Frontage, Public Street. The property line that adjoins a public street, alley, driveway, parking area, pedestrian plaza, courtyard, or arcade. G Grade, Average. The average elevation of the finished ground surface surrounding a building. Gravel. Using ISO 14688-1:2017, gravel is defined as fine, medium, and coarse rock material. Fine gravel is typically one tenth of an inch to a quarter inch in size. Medium gravel is typically a quarter inch to three quarters of an inch in size. Coarse gravel is typically three quarters of an inch to two and one half inches in size. M Mass/Massing. The comprehensive bulk or three- dimensional form of a building or portion of a building as viewed from the exterior. Mixed-Use Building. A permanent building that allows for a mix of uses, typically commercial and residential. Modulation, Facade Plane. Adjustment and breaking of a facade plane(s) to realize variations in massing, scale, materials, color, and/or proportion, to introduce a sense of variety and major and minor building plane rhythms. Multifamily Building. A permanent building containing three or more dwelling units. N Natural Metal Material. Natural metals include unpainted aluminum, copper, stainless steel, titanium, and zinc and natural metal finishes utilizing the same materials. Neutral Color. A Palm Desert neutral color is a white, gray, or brown. Neutral colors include off- white, light to dark gray, and light to dark brown colors. O Objective Design Standards. A toolbox of a broad range of design approaches that assists project proponents and their design teams in reaching compliance with the desired character of the City of Palm Desert. Openings. Windows and doors set within building planes. Open to the sky. An uncovered outdoor area exclusive of any encroachments below 12 feet in height. Page 843 of 855 108 Chapter 7: Glossary City of Palm Desert CA, Draft March 2024 P Parkway. A landscape strip adjoining a sidewalk or pathway. Project. A multifamily or mixed-use building(s) planned and designed for a particular site, requiring City approval for construction. Project Entries. A door that allows access into a project. Public Art. A sculpture, mosaic, fountain, fine art craft, mixed-media, murals, drawings, paintings, monuments, or installations that are displayed in a public place. R Right-Of-Way. The right of a pedestrian, bicyclist, vehicle, or vessel to proceed over others in a single place. Roof, Flat. The angle of the roof is sloped less than 15 degrees. S Setback. The distance between the building line and the property line or a distance between one building plane and a second building plane. Street Frontage, Public-Facing. The linear distance of a site boundary that is generally parallel to a public street. Slope, Roof. The incline of a roof, expressed as a ratio of the roof’s vertical rise to the horizontal run. Other than conical roofs, curved roofs, barrel roofs, or dome roofs, roof slope shall be no less than 2:12 and no greater than 4:12. Specimen Tree. A tree chosen as the focal point in a landscape design, typically due to its distinct shape, texture, color, or other feature that distinguishes it from other trees and shrubs in the landscape design. Street, Public. A vehicular right-of-way in which the public has a right of use. W Wall. A continuous, upright, and planar structure that encloses, protects, and/or divides a site. Wall, Building. The vertical face of a building or the vertical outer envelope of the structure. Wall Area. The total vertical area, in square feet, of a wall. Water Amenity, Active. A water-based attraction for active recreation, such as a pool, spa, hot tub, splash pad, or misting area. Water Amenity, Passive. A decorative landscape design element with water as the central component, such as a fountain, waterfall, stream, or pond. Page 844 of 855 109CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Project Outreach Image Sources A APPENDIX City of Palm Desert CA, Draft March 2024 Page 845 of 855 110 APPENDIX City of Palm Desert CA, Draft March 2024 A-1 Project Outreach The Consultant Team worked with the City of Palm Desert Staff to conduct a robust, 3-month community engagement process to support the development of multifamily and mixed-use objective design standards (Project). Three phases of outreach took place throughout the Project timeline. • Phase 1: Project Introduction and Issue Identification (June 2023) • Phase 2: Objective Design Standard Topics (July 2023) • Phase 3: Public Review Draft Discussions (August and September 2023*) *Phase 3 of the Project outreach was extended into the month of September due to Hurricane Hilary in August 2023. OUTREACH PHASE 1 EVENTS Community Open House (COH) On June 19, 2023 from 11:00AM to 7:00PM, the Consultant facilitated a Community Open House (COH) hosted by the City of Palm Desert to listen to ideas from Palm Desert residents and stakeholders regarding multifamily and mixed-use development. The COH was a temporary exhibition consisting of printed boards displayed at the Palm Desert iHub. The boards showcased examples of multifamily housing, mixed-use development, existing multifamily in Palm Desert, recently-approved projects in Palm Desert, and classic “desert architecture”. Stickers were given to attendees to place on the boards indicating their like or dislike of the illustrated design concepts and typologies. Throughout the entire COH, City Staff and/or the Consultant team were available to walk attendees through the exhibition and listen to their reactions to multifamily and mixed-use typologies. At 1:00PM and 5:00PM, formal presentations were conducted to introduce the Project and present Open House materials. Nick Melloni introduced the Project and John Kaliski presented a set of slides that elaborated on multifamily and mixed-use developments in Palm Desert. The presentation concluded with a list of Consultant findings and considerations, which transitioned into a public forum for discussion, answering questions, and gathering feedback. The 1:00PM presentation garnered approximately 11 attendees and the 5:00PM presentation had 4 attendees. Ideas heard in the public forums included, but were not limited to, the following: Date: Location: Time: June 19, 2023 Palm Desert iHub (37023 Cook St. Suite 102, Palm Desert, CA 92211) 11:00AM-7:00PM PST (formal Project presentations at 1:00PM and 5:00PM) Page 846 of 855 111CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 • Older Palm Desert buildings on boards feel dated and should be “diluted” with newer buildings. • More mixed-use is needed in Palm Desert. • Consider a “tree hierarchy” to get more landscape, driven by the existing plant palette. • Conserve views to mountains and natural surrounds. • Avoid building “building canyons”. • “Superblock” scale is too big. • Ensure existing entitlements and design and development opportunities. • Prioritize environmental elements in design standards: solar, wind, shade, etc. • There should be an architectural coherence of various buildings within a development. • How can ODS prevent “design laziness” and be a “defense against by-right abuse”? • Water usage and drainage, such as internal vs. external downspouts and water features. • Resist desert architecture that is clearly of other deserts (specifically mentioned: Santa Fe). • More options for project edge design to create human scale and avoid “tunnels”. • Concentrate on design vs. planning factors. Individual Developer Meetings During the COH, Staff and the Consultant team met with four developers in individual, 30-minute Zoom meetings to hear about their experiences. Date: Location: June 19, 2023 Virtual (via Zoom) Time Contact Development 11:00 AM Kassie Inness Millennium Apartments 11:30 AM Mark Bigley Urban Crossings 2:00 PM Darren Berberian Vitalia Apartments 3:00 PM Mitch Slagerman Palm Villas Each developer had recently gone through the design approval process. To guide the conversation, the following questions were prepared in advance of the meeting and asked at all the meetings: Page 847 of 855 112 APPENDIX City of Palm Desert CA, Draft March 2024 • Tell us about your relationship to Palm Desert development and design. • What has worked well for you as you have gone through the development and design approval process? • What has not worked well for you? • What type of design standards do you think should be implemented? • Are there design standards that we should avoid in order to facilitate housing design and development? Feedback heard from developers included, but was not limited to, the following: • City Staff was generally (not exclusively) praised. • Mechanical screening standards in Palm Desert are not clear. • Provide “solution-based” design standards. • Concern (not exclusively) regarding the subjectivity of the design review process. • Make distinction between affordable versus market-rate housing projects. • Look for opportunities to speed up the approval process timeline, especially for affordable housing projects. • Seek design and development “balance”. Planning Commission (PC) Study Session The day after the COH, Staff and the Consultant team participated in a study session with the PC. The Consultant team presented a condensed version of the slide deck presentation from the COH, and included a few slides that summarized what was heard and discussed at the COH. Following the presentation, the Commissioners provided additional feedback regarding multifamily and mixed-use development in Palm Desert. Topics of discussion included, but were not limited to, the following: • The choice of architect who designs multifamily and mixed- use in Palm Desert is crucial to get better architecture in the City, particularly architects that understand the environment. • Landscape is important, but maintenance is not emphasized enough - many projects in Palm Desert have aging landscaping. • General approval of 3-story developments. • University Park - an example of a neglected project during a time where more effort was put towards increased single- family housing. Date: Location: Time: June 20, 2023 Palm Desert City Hall 6:00PM-7:00PM PST Page 848 of 855 113CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 • Comparison to other cities - Santa Fe, Palm Springs, Scottsdale, leading to the importance of inventing standards that build the landscape into the logic of the zoning code. • Use elements from the General Plan and convert “shoulds” to “shalls”. • Design standards can be written as both “you shall” as well as “you shall not”. • Continue to invite all members to public meetings about the project to avoid residents claiming to “not be knowledgeable” about the project (what happened during the General Plan update). Planning Commission Small-Group Commissioner Meeting The Consultant Team and City Staff had a breakout session with Planning Commissioners Gregory and Greenwood a week after the June 20th Planning Commission meeting to further gain insight on existing Palm Desert character and ideas regarding multifamily and mixed-use goals for the objective design standards. Topics discussed included the following: • How do we find a balance to employ objective design standards to receive a more architecturally diverse and rich project without a developer doing the bare minimum? • Will the ODS allow architects the flexibility and tools to create good projects? • Importance of transitional heights, “strategic variation” of housing types, sufficient amounts of open space and good open space requirements. • Examples of good architectural design in Palm Desert. • Palm Desert-specific landscaping. OUTREACH PHASE 2 EVENTS Architectural Review Commission (ARC) Study Session The Consultant and City Staff met with the Architectural Review Commission (ARC) for a study session regarding potential focus areas for the objective design standards. The Consultant made a presentation that summarized their research of objective design standards in other surrounding cities (Tucson, Sedona, Coachella, and Indian Wells) and introduced four topic areas in which standards would be categorized - Site ODS, Building ODS, Open Space ODS, and Parking ODS. The Consultant also shared with the ARC a narrative of the Project goals and objectives to set the tone of the Project and guide the discussion. Feedback from ARC included, but was not limited to, the following: Date: Location: Time: June 28, 2023 Virtual (via Zoom) 2:00PM-3:00PM PST Date: Location: Time: July 11, 2023 Palm Desert City Hall 12:30PM-3:30PM PST Page 849 of 855 114 APPENDIX City of Palm Desert CA, Draft March 2024 • Ensuring quality-appropriate architecture that emphasized the desert. • Recessing of apertures to create shadow lines and protection from the harsh environment. • Standardizing building facade color to reflect the desert environment. • Defining height to avoid towering multifamily, particularly in relation to single-family homes. • Internal consistency of multiple buildings that make up a development project. • Orientation of buildings to conserve views. • Night standards, such as shielded fixtures and lighting. • Important that the ODS do not stifle creativity. Landscape Input with ARC As a follow-up to the ARC meeting on July 11, the Consultant team and City Staff spoke to the ARC Commissioners Colvard, McAuliffe, and Sanchez about additional landscaping goals for the ODS. Their feedback included, but was not limited to, the following: • Align species of trees, scale of trees, and growth of trees that will support walkability and general enjoyment of the outdoors. • Choose tree species that will thrive in the desert. • Landscaping should be thought of as a natural extension of building ideas, such as shade and versatility. • Not every inch of sidewalk and pathway need to have tree cover. • Avoid species that do not establish well in wind conditions. • Consider standards that ensure dangerous plants (sporings, cactus, Madagascar palms) should not be close to sidewalks and open spaces, especially in developments where kids may be outdoors playing. • Consider requiring high-branching trees deeper into fencing areas along pathways to avoid constant trimming and hazards for pedestrians. Date: Location: Time: July 27, 2023 Virtual (via Zoom) 10:00AM-11:00AM PST Page 850 of 855 115CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 OUTREACH PHASE 3 EVENTS City Council Study Session The Consultant team and City Staff participated in a study session with the Palm Desert City Council (CC). CC was provided the draft of the Multifamily and Mixed-Use Objective Design Standards to review in advance of the meeting. The Consultant presented an overview of the Project, including several examples of ODS from each section of the document. During and after the presentation, CC provided comments that addressed the following concerns: • The avoidance of an urban canyon as people are drawn to Palm Desert because of its sense of openness • Mayor Kelly emphasized an approach to ODS that takes into consideration the status quo heights of downtown which may be modified. Avoidance of “memorializing,” a status quo that is about to change. • Careful consideration of what canopy trees will be planted. Specifically, Mayor Pro Tem Quintanilla mentioned omitting eucalyptus trees from consideration. • Due to the recent damage from Hurricane Hilary, emphasis should be placed on trees with more weather resistance. • Councilmember Harnik questioned why height was described in stories rather than in feet. • Councilmember Nestande referenced the recent hurricane again in regards to the choice of ground cover. Is there a type that is better than another? The selection of ground cover should be able to withstand heavy rain or wind. • The question of what mechanical parking is was raised by Mayor Pro Tem Quintanilla and was answered. • The fit between state standards and the Palm Desert ODS. Will the Palm Desert ODS comply with state standards? • It was noted that Mayor Kelly would like to see more visuals in the next presentation. • Specification of fences and wall heights and whether security fences are included in this specific standard. • The utilization of plastic fences that resemble wood to be used since wooden fences are not permitted(?) since they are not reliable. • Clarification of parking as an “amenity,” rather than a “necessity.” • Due to the weather in the Coachella Valley, parking should be paid special attention to as Palm Desert is a car reliant town. Date: Location: Time: August 24, 2023 Palm Desert City Hall 2:30PM-3:30PM PST Page 851 of 855 116 APPENDIX City of Palm Desert CA, Draft March 2024 ARC/PC Joint Study Session The Consultant and City Staff presented highlights from the public review draft of the Multifamily and Mixed-Use Objective Design Standards document to hear feedback from both the ARC and PC. Similar to the CC presentation on August 24th, the presentation to the commissioners recapped the Project goals and objectives and shared examples of ODS in each section of the document, as well as summarized the feedback received from City Councilmembers. Input from the ARC and PC included, but was not limited to, the following: • Increasing the length of roof eaves from a minimum of 18 inches to 24 inches. • Is 30 feet on center enough separation for Desert Museum trees? • Concern of trees that have fallen during Hurricane Hilary. • Confirm applicability requirements for ODS in SB 330. • How are the ODS addressing circulation and landscaping between buildings? • Ensure that higher-density projects do not lose separation between buildings. • Consider a certain percentage of the building that doesn’t require a canopy frontage in order to prioritize views of the architecture - balance architecture with pedestrian experience. • Consider a maximum percentage of hardscape versus a minimum percentage of shrubs. • Is 50 percent of live plant material too high? • Are there screening requirements for balconies? • Should water features be a passive amenity choice? • Consider open space near street frontages to take away from the bulk and scale of buildings. Community Workshop Following the Joint ARC/PC Study Session, the Consultant and City Staff held a workshop open to community members to gain their insight and perspective regarding the Multifamily and Mixed-Use Objective Design Standards document. The meeting was held at the Palm Desert City Hall but simultaneously streamed virtually to allow for in-person and virtual attendance. The Consultant team gave a presentation with slides similar to the decision-maker study sessions, yet spent more time explaining the intent behind the ODS and how the document should be read and utilized. The presentation was recorded and posted on the Project website. Date: Location: Time: September 7, 2023 Palm Desert City Hall 6:30PM-8:00PM PST Date: Location: Time: September 7, 2023 Palm Desert City Hall 12:30PM-3:30PM PST Page 852 of 855 117CITY OF PALM DESERT MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 A-2 Image Sources COVER x Fred Waring Drive. Palm Desert, CA. Photo by JKA. 1 x The Enclave Rental Condominiums. Palm Desert, CA. Photo by JKA. 3 x Golf course. Palm Desert, CA. Photo by JKA. 5 x El Camino Triplex. San Mateo, CA. Photo via Todd Davis Architecture. x Mar Vista Four. Los Angeles, CA. Photo via KFA Architecture. x The E.R.B. Townhomes. Los Angeles, CA. Photo via KTGY. x Luminaira & Espaira At Parasol Park. Irvine, CA. Photo via KTGY. x Citron Apartments. Ventura, CA. Photo via KYGY. 6 x Santiago Lofts. Santa Ana, CA. Photo by JKA. x iHub. Palm Desert, CA. Google Earth aerial photography. x Westgate Apartments. Pasadena, CA. Photo by JKA. x The Earnest. San Diego, CA. Photo via FoundationForForm. 9 x Sombra De La Montana Townhomes. Palm Desert, CA. Photo by JKA. 10 x Roundhouse Place. San Luis Obispo, CA. Photo via roundhouseplace.com 13 x Mason on Mariposa. San Francisco, CA. Photo via David Baker Architects. 14 x 855 Brannan Apartments. San Francisco, CA. Photo via David Baker Architects. 15 x The Asher. Fremont, CA. Photo via TCA Architects. 17 x Catalina Garden Apartments. Palm Desert, CA. Photo by JKA. 18 x Desert Museum Palo Verde. Photo via https://waterwisegardenplanner.org/plants/parkinsonia-x-desert-museum/. x Sweet Acadia. Photo via https://www.pinterest.com/pin/341640321708500748/. x Spanish Walk. Palm Desert, CA. Photo by JKA. 19 x Texas Ebony. Photo via Gothic Landscape. x Thornless Cascalote. Photo via Tuscan Clean and Beautiful, Inc. x Smoke Tree. Photo by Millicent Harvey. x Honey Mesquite. Photo via Arid Zone Trees. 20 x Wild Marigold. Photo by Waterwise Garden Planner for Southern California. 21 x Flattop Buckwheat. Photo via Mountain States Wholesale Nursery. x El Rincon. Indio, CA. Photo by JKA. x Desert River Estates. Indio, CA. Photo by JKA. 23 x Anton Landera Apartments. Mountain View, CA. Photo via https://www.antonladera.com/. x Apex on Central Apartments. Phoenix, AZ. Photo via Turnstone Capital. 24 x Portico Apartments. Sunrise, FL. Photo via https://www.porticoaptssunrisefl.com/. x The Rolland Curtis Gardens. Los Angeles, CA. Photo via Abode Communities. x Catherine Santa Monica. Santa Monica, CA. Photo via KFA Architecture. x Six Oaks Apartments. Bothell, WA. Photo via Dahlin Group. 25 x Multifamily on San Gorgonio Way. Palm Desert, CA. Photo by JKA. 27 x LINC Fairview Heights. Inglewood, CA. Photo via KFA Architecture. 29 x Hancock Lofts. West Hollywood, CA. Photo via Koning Eizenberg Architecture. x Abbot Kinney Lofts. Los Angeles, CA. Photo via Koning Eizenberg Architecture. 30 x Avalon Apartments. Glendora, CA. Photo by JKA. 31 x Kapolei Lofts. Oahu, HI. Photo via KTGY. 33 x Elevation on Central. Phoenix, AZ. Photo via Todd+Associates. x Wardelle Townhouses. Las Vegas, NV. Photo by Michael Tessler Photography. 34 x The Residences at Escaya. Chula Vista, CA. Photo via AO. x Five88. San Francisco, CA. Photo via David Baker Architects. x Valencia Vista. San Bernardino, CA. Photo via Humphreys & Partners Architects. 35 x 1447 Lincoln. Santa Monica, CA. Photo via KFA Architecture. x 512 Rose. Venice, CA. Photo via KFA Architecture. x 300 Ivy. San Francisco, CA. David Baker Architects. 36 x Residences at Sweetbay. Panama City, FL. Photo via Humphreys & Partners Architects. x Desert Willow Golf Resort mechanical screening. Palm Desert, CA. Photo by JKA. 37 x Kalon. Phoenix, AZ. Photo via Todd+Associates. x The Mews Lofts. Venice, CA. Photo via EYRC. x Perch. Dublin, CA. Photo via KYGY. 38 x Trash enclosure. Photo via City of Escondido. x Camden North End II. Phoenix, AZ. Photo via Todd+Associates. x Elan Menlo Park Apartments. Menlo Park, CA. Photo via KYGY. 39 x Camden Sotelo. Tempe, AZ. Photo via Todd+Associates. x Tanager Apartments. Summerlin, NV. Photo via Humphreys & Partners Architects. x Compass Rose. Fullerton, CA. Photo by Humphreys & Partners Architects. 41 x 40215 Harris Lane. Palm Desert, CA. Photo by JKA. 43 x Charles Paddock Zoo Green Parking Lot. Atascadero, CA. Photo via Central Coast LIDI. x St. Mary’s Hospital Parking Lot. Photo via Savor the Southwest Blog. x Living Desert Zoo and Gardens Parking Lot. Palm Desert, CA. Photo via Married to Plants Blog. x Stacker Parking System. Photo via MHE. 44 x Desert Willow Golf Resort parking shelter. Palm Desert, CA. Photo by JKA. x Prado West. Dana Point, CA. Photo via AO. x A2 Apartments. Baltimore, MD. Photo via David Baker Architects. 45 x Skye at McClintock Station. Tempe, AZ. Photo va https://www.skyeatmcclintockstation.com/. x Higby Apartments. Berkeley, CA. Photo via https://livehigby.com/gallery/. 47 x 73430 San Gorgonio Way. Palm Desert, CA. Photo by JKA. 103 x Laguna Palms Apartments. Palm Desert, CA. Photo by JKA. 107 x 73-535 Santa Rosa. Palm Desert, CA. Photo by JKA. Page 853 of 855 City of Palm Desert CA, Draft March 2024 MULTIFAMILY AND MIXED-USE OBJECTIVE DESIGN STANDARDS City of Palm Desert CA, Draft March 2024 Page 854 of 855 C I T Y O F P A L M D E S E R T 73-510 FRED WARING DRIVE PALM DESERT, CALIFORNIA 92260-2578 TEL: 760-346-0611 PLANNING@PALMDESERT.GOV CITY OF PALM DESERT PUBLIC HEARING NOTICE CASE NO. ZOA24-0001 NOTICE IS HEREBY GIVEN THAT A PUBLIC HEARING WILL BE HELD BEFORE THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIFORNIA, TO CONSIDER ADOPTING A NOTICE OF EXEMPTION PURSUANT TO THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) AND APPROVING CITYWIDE RESIDENTIAL OBJECTIVE DESIGN STANDARDS, AND A ZONING ORDINANCE AMENDMENT TO REFER TO THE STANDARDS The City of Palm Desert (City), in its capacity as the Lead Agency for this project and pursuant to the California Environmental Quality Act (CEQA), has determined the project to be exempt from further environmental review pursuant to CEQA Guidelines Section §15061(b)(3). PROJECT LOCATION: Citywide PROJECT DESCRIPTION: The consideration is a request to adopt Citywide Residential Objective Design Standards. The standards will apply objective design requirements for qualifying housing developments including housing consisting of three or greater units, mixed use project comprised of 2/3rds or greater floor area for residential, and transitional and supportive housing. The zoning ordinance will include text providing reference to the standards. At the March 14, 2024, City Council Meeting, the Council made modifications to the standards which require re- introduction of the item for first reading. PLANNING COMMISSION RECOMMENDATION: The Planning Commission for the City of Palm Desert did hold a duly noticed public hearing to consider the aforementioned Project on February 6, 2024 and adopted Resolution 2852 recommending approval of the project to the City Council. PUBLIC HEARING: NOTICE IS HEREBY GIVEN that the City Council of the City of Palm Desert, California, will hold a Public Hearing on Thursday, April 11, 2024. The City Council meeting begins at 4:00 p.m. in the Council Chamber at 73510 Fred Waring Drive, Palm Desert, California. Pursuant to Assembly Bill 2449, this meeting may be conducted as a hybrid meeting, allowing public access via teleconference or in person. Options for remote participation will be listed on the Posted Agenda for the meeting at: https://www.palmdesert.gov/connect/city-council REVIEW OF PROJECT INFORMATION: Information concerning the proposed Change of Zone is available for review in the Office of the City Clerk at 73510 Fred Waring Drive, Palm Desert, California during regular business hours and on the City’s website at https://www.palmdesert.gov/connect/city-council COMMENT ON THIS APPLICATION: Response to this notice may be made as follows: Written comments may be submitted to the City Council by letter to the address below or email at CouncilMeetingComments@palmdesert.gov. Transmittal prior to the start of the meeting is required. Any correspondence received during or after the meeting will be distributed to the City Council as soon as practicable and retained for the official record. Any challenge of the proposed project in court may be limited to raising only those issues raised at the public hearing described in this notice, or in written correspondence delivered to the City Clerk at, or prior, to the public hearing. (Government Code Section 65009[b][2]). Si necesita ayuda con esta notificación, por favor llame a la Ciudad de Palm Desert y comuníquese con Gloria Sanchez (760) 346-0611 ext. 354 PUBLISH: THE DESERT SUN ANTHONY J. MEJIA, MMC, CITY CLERK MARCH 29, 2024 CITY OF PALM DESERT, CALIFORNIA Page 855 of 855